TETRA
Annual Report 2023

Plain-text annual report

A N N U A L R E P O R T TRAFFIC TECHNOLOGIES LTD ABN 21 080 415 407 AND CONTROLLED ENTITIES ANNUAL FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023 ABN 21 080 415 407 Traffic Technologies Ltd. address. 31 Brisbane Street, Eltham Victoria 3095 Australia PO Box 828, Eltham Victoria 3095 Australia phone. + 61 3 9430 0222 facsimile. + 61 3 9430 0244 web. www.trafficltd.com.au Traffic Technologies Ltd and Controlled Entities Chairman’s Letter Dear Shareholder, On behalf of the Board of Directors, it is my pleasure to enclose the Annual Report of Traffic Technologies Ltd (Traffic Technologies, or the Company) for the financial year ended 30 June 2023. Whilst operating revenue improved during the year ended 30 June 2023, EBITDA has been impacted by higher input costs, the depreciation in the Australian dollar which has increased the cost of imported components, significantly higher freight costs and supply chain delays. Delays on government funded road projects have also affected the Company’s results. In light of the weaker than expected result for the year and the increase in interest rates which has impacted the discount rate used in the impairment calculation, we have reviewed the carrying value of intangible assets in the balance sheet. The Board has therefore considered it prudent to record an impairment provision against the value of intangible assets in the 30 June 2023 financial statements. This has unfortunately resulted in a net loss for the financial year. With a strong order book, the Company expects to deliver an improved result in the 2024 financial year. Demand for the Company’s products and services is well placed with the increased infrastructure spend of government and local councils, due to our position as the largest, most established and proactively innovative traffic solutions provider in Australia. With our focus on safety and innovative safety systems, the Company delivers innovative and cutting-edge Intelligent Transport solutions, Street Lighting and Traffic Signal related systems and technology to government, councils and stakeholders. The Company is well placed to continually service both state and local government in addressing the challenges of today and into the future. Our products and services – from hardware and software solutions to install and service – improve road safety, enhance transport efficiency and lower the impact on our environment. During the year, the Company refinanced its debt facilities with a 3-year $10 million invoice finance facility and a $5 million trade finance facility with Earlypay Ltd and extended the balance of the term loan with First Samuel to December 2025. We recognise however that debt remains high and is a constraint on the Company’s share price. Cash flow and the reduction of debt will therefore continue to be a key focus for management and the Board in the year ahead. The Board continues to explore ways to improve shareholder value, including through potential relationships with third parties. Along with my fellow Directors, I would like to thank shareholders for their continued support of the Group. Mark Hardgrave Chairman ABN 21 080 415 407 Traffic Technologies Ltd. address. 31 Brisbane Street, Eltham Victoria 3095 Australia PO Box 828, Eltham Victoria 3095 Australia phone. + 61 3 9430 0222 facsimile. + 61 3 9430 0244 web. www.trafficltd.com.au Traffic Technologies Ltd and Controlled Entities Managing Director’s Operating and Financial Review Dear Shareholder, Operating Result The Group has reported the following result for the financial year ended 30 June 2023: Sales revenue Earnings before Interest, Tax, Depreciation and Amortisation and Impairment (Adjusted EBITDA) Depreciation and Amortisation Expense Impairment Expense Earnings before Interest and Tax (EBIT) Finance Costs Net Loss After Tax (NPAT) Year to 30 June 2023 Year To 30 June 2022 $’m 58.0 2.1 (2.2) (6.0) (6.1) (1.8) (7.9) $’m 53.8 4.1 (2.3) - 1.7 (2.2) (0.5) Trading revenue increased to $58m for the year to 30 June 2023 (2022: $54m). However, EBITDA was impacted by higher input costs, the depreciation in the Australian dollar which has increased the cost of imported components, significantly higher freight costs and supply chain delays along with delays in major projects. Finance costs were lower compared to the previous year following the repayment of the ADM debt in the previous year, whilst NPAT for the year was a loss of $7.9m (2022: loss $0.5m), after taking account of an impairment provision. Despite these challenges, demand for the Company’s products and services has seen a significant increase with the upturn in road infrastructure programs announced by Federal and State governments and following several recent contract wins. The Company has a strong order book with term contracts extending up to 5 years. During the year the Company secured extensions of several of its contracts with power authorities for the supply of its Smart City LED streetlights as well as a contract to install streetlights throughout Tasmania. During the financial year the Company also supplied its Smart City Bus Priority software for the 2022 World Cup in Qatar, where the software creates a digital copy of a virtual representation of the road network enabling more efficient traffic management across multiple transport systems with the latest “Special Priority Engine.” Whilst government mandated lockdowns are now behind us, raw material costs and world-wide supply chain delays for electronic and hardware equipment continue to be a significant factor. The Company is actively managing this with several suppliers through prepayments and other initiatives. Net assets were $6.5m at 30 June 2023 compared to $14.4m at 30 June 2022. The reduction in net assets in 2023 reflects the net loss for the year and the impairment provision recorded as at 30 June 2023. Inventory continues to be maintained at a relatively high level to mitigate the impact of supply chain delays and ongoing market disruptions brought on by previous COVID years. Net debt, excluding liabilities associated with capitalised property leases, was $10.9m at 30 June 2023, compared to $11.2m at 30 June 2022. During the year the Company refinanced its debt facilities with a new 3-year $10 million invoice finance facility and $5 million trade finance facility along with the extension of a term loan to December 2025. Net operating cash inflows were $3.4m for the year (2022: outflow $0.6m). Receipts from customers for the year were $64.8m (2022: $56.7m). Interest paid in the year was $1.5m (2022: $1.7m). Cash flow continues to be affected by the need to prepay overseas suppliers to secure parts required to fulfil the Company’s pipeline of new customer contracts. The Company expects to see the benefit of these imported components reflected in sales of the Company's products in the months ahead. Net investing cash outflow was $1.6m for the year (2022 outflow $3.1m), including investment to expand and develop the Company’s Smart City software and product portfolio. The Company received net proceeds of $0.7m on the disposal of a property in Tasmania which has been used to retire debt and net financing cash outflow was $1.7m for the year (2022: inflow $2.1m). Review of Operations The Company continues to be the major participant in the “Intelligent Transport Systems” market in Australia where the Company’s proprietary “Traffic SmartCity Technology” (TST) platform, developed for the road industry, councils and power authorities, enables the integration of streetlights and other traffic management equipment to a central control/management system via remote “Internet of Things” (IoT) sensors. Integration of urban traffic controllers into the Company’s “Traffic SmartCity Technology” (TST) platform” is pivotal to the next phase of the Company’s expansion where the in-house design and manufacture of this highly technical Smart City equipment is scaled for the benefit of communities across Asia, Middle East and South America. The Company is well placed for future improvements in cities requiring “Smart City technology”, where the urban traffic controller is automated to regulate the sequencing and timing of traffic signals by monitoring vehicular and pedestrian demands and adjusting to meet these requirements. The Company is one of Australia’s largest accredited provider and installer involved in traffic signals, urban traffic controllers, street lighting, street and road signage and electronic speed sign installation and maintenance; and is fully approved for installation in several states. Business Strategies and Prospects The Company has transitioned from being purely a manufacturer and supplier of traffic management products to an integrated supplier of products, services and software applications to the road industry and government. With the continued investment in research and development with a major emphasis being the deployment and implementation of our “Smart City” platform, “TST”. The system continues to gain traction across several states with local councils and large-scale infrastructure projects. Through data analytics, customers can make informed decisions in real time making roads safer, greener, and adaptable to the needs of communities. These outcomes have led to an increase in adoption of recurring annuity revenue with new and current contracts where the focus has moved to a SaaS with annual subscription and service fees. The Company continues to experience significant growth with our “Smart City”- ready lighting products, scaled across Australia and now entering the UK, with future earnings underpinned by long-term customer contracts and orders from state and local government agencies and power companies. The expansion into the lucrative Intelligent Transport sector has given the Company the ability to supply sophisticated “Smart City” ready electronics and software across Australia, whilst bolstering the Company’s signage business which provides access to councils, road authorities and contractors across the country. The additional capability within the Company to undertake installation and maintenance work has opened new channels to market for our IoT devices and traffic management products. Outlook The Company is well positioned to benefit in the years ahead from increased investment by government on infrastructure programs. The new products being developed by the Company and the Company’s diversification program into “Smart Cities” IoT and software are generating annuity streams of income from SaaS subscription and service fees. Reduction in finance costs remains a continued focus, as do operating efficiency initiatives such as savings from consolidation of manufacturing. We expect a positive contribution in the years ahead from these strategic initiatives, a strong order book and long-term customer term contracts. I would like to thank all shareholders for their ongoing support, our staff for their relentless commitment to the Company and our financiers who have supported the Company during these challenging times. Con Liosatos Managing Director CORPORATE INFORMATION This annual report covers both Traffic Technologies Ltd (ABN 21 080 415 407) and its subsidiaries. The Group’s functional and presentation currency is AUD ($). A description of the Group’s operations and of its principal activities is included in the operating and financial review in the Directors’ Report. Directors Mr. Mark Hardgrave Mr. Con Liosatos Mr. Tim Fry Mr. Luke Donnellan (appointed 20 December 2022) Company Secretary & Chief Financial Officer Mr. Peter Crafter Registered Office & Principal Place of Business Traffic Technologies Ltd 31 Brisbane Street Eltham VIC 3095 Share Register Computershare Investor Services Pty Limited Yarra Falls, 452 Johnston Street Abbotsford VIC 3067 Tel: 1300 850 505 Traffic Technologies Ltd shares are listed on the Australian Securities Exchange (stock code: “TTI”). Lawyers K&L Gates Level 25 525 Collins Street Melbourne VIC 3000 Bankers Westpac Banking Corporation Level 6 150 Collins Street Melbourne VIC 3000 Auditors Grant Thornton Collins Square, Tower 5 727 Collins Street Melbourne VIC 3008 Traffic Technologies Ltd and Controlled Entities Financial Report for the year ended 30 June 2023 CONTENTS Page No. Directors’ Report Auditor’s Independence Declaration Corporate Governance Statement Consolidated Statement of Profit or Loss and Other Comprehensive Income Consolidated Statement of Financial Position Consolidated Statement of Changes in Equity Consolidated Statement of Cash Flows Notes to the Consolidated Financial Statements Directors’ Declaration ASX Additional Information Independent Audit Report 6 14 15 16 17 18 19 20 45 46 48 Traffic Technologies Ltd Directors’ Report Your Directors submit their report for the year ended 30 June 2023. DIRECTORS The names and details of the Company’s Directors in office during the financial year and until the date of this report are as follows. Directors were in office for the entire period unless otherwise stated. Mr. Mark Hardgrave (Age 65) B Com ACA MAICD Independent Non-Executive Chairman. Appointed January 2013. Mr. Hardgrave has a corporate advisory and investment management background. He is also a Non-Executive Director of ASX listed company Pental Limited and was previously a Director of ASX-listed Forbidden Foods Limited. He was co-founder and former Joint Managing Director of M&A Partners. Mr. Hardgrave was also previously Chief Executive Officer of Bennelong Group, which specialises in listed equities, property and private equity. Earlier in his career he worked in senior roles in a number of investment groups including Brencorp Group, Merrill Lynch and Thorney Investment Group. Mr. Hardgrave holds a Bachelor of Commerce degree from the University of Queensland. He is a chartered accountant and a member of the Australian Institute of Company Directors. Mr. Hardgrave was appointed non-executive Chairman of the Company in November 2020. Mr. Con Liosatos (Age 61) MAICD Managing Director. Appointed April 2003. Mr. Liosatos has over 35 years’ experience in the construction industry, including over 26 years in the lighting industry specialising in research and design. He also has 18 years’ experience in the traffic industry. He has been involved with major design and manufacturing projects for clients such as MCG Lighting, Etihad Stadium, the Melbourne Sport and Aquatic Centre and the Vodafone Arena. He led the VicRoads LED Signals Upgrade, Hong Kong Highways Department (Bus and Roadway Interchange) Upgrade and the WA Main Roads LED Signals Upgrade. Mr. Liosatos has owned and managed a multinational project lighting company, Moonlighting Pty Ltd. Mr. Liosatos has qualifications in Mechanical Design and Lighting Engineering. Mr. Liosatos was Chairman of the ITS World Congress 2016 Sponsorship Committee and is active on Australian Standards AS 2144 and AS 1158. Mr. Liosatos is the Managing Director of Traffic Technologies Ltd. Mr. Liosatos has not served as a director of any other listed companies during the three years to June 2023. Mr. Tim Fry (Age 59) GAICD Independent Non-Executive Director. Appointed November 2020. Mr. Fry is an experienced financial professional with established achievements in enabling operational change and improved business outcomes for both internal and external stakeholders. He is currently Chairman of Delre National Food Group and an independent non-executive director of Cloud Paper Group. Previously he was Group Chief Financial Officer of Noske Logistics Group and then Group Financial Controller of Bulla Dairy Foods. Before relocating from the UK to Australia in 2010, Mr. Fry held senior financial positions in the UK, including as Finance Director of Servomex Group Ltd and Seal Analytical Ltd. He holds an accountancy and finance qualification from the University of Sussex in the UK and is a Graduate Member of the Australian Institute of Company Directors. Mr. Fry has not served as a director of any other listed companies during the three years to June 2023. Mr. Luke Donnellan (Age 57) GAICD Independent Non-Executive Director. Appointed December 2022. Mr. Donnellan is a former Member of the Victorian Parliament. He was a Labor Party member of the Victorian Legislative Assembly from 2002 to 2022, representing Narre Warren North. He was the Minister for Child Protection and the Minister for Disability, Ageing and Carers in the Second Andrews Ministry from December 2018 until October 2021. He also served as the Minister for Roads and Road Safety and Minister for Ports in the First Andrews Ministry from December 2014 to December 2018. Mr. Donnellan received a Bachelor of Commerce from the University of Melbourne in 1987. Mr. Donnellan was appointed a director of ASX listed Future First Technologies Ltd in July 2023. 6 Traffic Technologies Ltd Directors’ Report DIRECTORS SKILLS AND EXPERIENCE The following table shows the skills sets of each of the Board members: Mark Hardgrave Con Liosatos Tim Fry Luke Donnellan Corporate Governance Traffic Management & Infrastructure ASX Listed Companies Human Resources Legal Finance Commercial Manufacture/assembly Government Contracts Information Technology ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ COMPANY SECRETARY Mr. Peter Crafter (Age 66) LL.B (Hons.) MBA FCA CA MCT FAICD FGIA FCG Company Secretary and Chief Financial Officer. Appointed Company Secretary March 2004; appointed Chief Financial Officer October 2007. Mr. Crafter is a Chartered Accountant in both Australia and the UK and qualified Corporate Treasurer with extensive experience in financial management including several years with KPMG and Touche Ross in the United Kingdom. He holds an honours degree in Law from the University of London and an MBA from Heriot-Watt University, Scotland. He was appointed Chief Financial Officer and Company Secretary of Traffic Technologies Ltd in March 2004 and retired as Chief Financial Officer in February 2006. He was reappointed Chief Financial Officer of Traffic Technologies Ltd in October 2007. SHARE OPTIONS As at the date of this report, there were no unissued ordinary shares of the Company under option. DIVIDENDS The Directors do not recommend the payment of a dividend for the financial year ended 30 June 2023 (2022: Nil). OPERATING AND FINANCIAL REVIEW Traffic Technologies is Australia’s premier traffic solutions company. Established in 2004 and listed on ASX in 2005, the Company’s head office is in Eltham, Victoria with offices in all states of Australia and one office in England. The Group specialises in “Smart City” control systems, LED road and streetlights along with the design, manufacture and installation of traffic signals, traffic controllers, pedestrian countdown timers, electronic road signs, emergency telephones and road lighting products. The Group also supplies a wide range of directional and regulatory traffic signs and traffic control products to road traffic authorities, local councils and construction companies. The Group’s ITS (‘Intelligent Transport Systems’) business focuses on the design, development, manufacture and supply of electronic road signage and software systems to customers across Australia. 7 Traffic Technologies Ltd Directors’ Report REVIEW AND RESULTS OF OPERATIONS A review of the operations and activities of the Group during the financial year and the results of those operations are set out in the Chairman’s Letter and the Managing Directors’ Operating and Financial Review. MATERIAL BUSINESS RISKS The material business risks faced by the Group that could have a significant impact on the financial prospects of the Group and how the Group manages these risks include: Supply chain disruption and freight forwarding delays, including disruptions to the worldwide supply chain for electronic and hardware equipment - the Group is actively managing this with our suppliers through prepayments and other initiatives given our strong pipeline of new customer contracts. Changes or delays in Federal or State government expenditure on road infrastructure – the Group maintains regular contact with State road authorities to ensure that it can plan the resources required for major projects as far ahead as possible or allow for the deferral of major projects in times of economic slowdown. Inflationary pressures affecting the cost of raw materials and componentry – the Group constantly monitors its cost base and implements cost savings and operating efficiencies where possible. Foreign exchange risk - a decrease in the Australian dollar exchange rate can affect import prices: the Group purchases components from a number of overseas countries denominated in US dollars and other currencies. Conversely, an increase in the Australian dollar exchange rate can affect export opportunities as the Group sells its products to a number of countries around the world. Technological obsolescence – the Group works closely with road traffic authorities and incurs significant research and development expenditure to ensure that its products are state-of-the-art and competitive. Availability of financing facilities – the Group is reliant on the continued availability of its financing facilities in order to conduct its operations. The Group ensures compliance with its facility agreements and negotiates extensions to its financing facilities when required. Competition – the Group maintains its competitive position by investing in research and development to ensure its products are state-of the-art and by ensuring its products are priced competitively. Cyber security – the Group addresses cyber security as part of its risk management strategy in the light of recent well-publicised breaches and increased risk in this area. Measures have included enhanced security over the Group’s systems, stronger authentication controls and additional training for all computer users. SIGNIFICANT CHANGES IN STATE OF AFFAIRS The Company refinanced its facilities with Earlypay Ltd in 2023. SIGNIFICANT EVENTS AFTER REPORTING DATE Subsequent to balance date there have been no significant events which have affected the operations of the Group. LIKELY DEVELOPMENTS AND EXPECTED RESULTS Likely developments in the operations of the Group and the expected results of those operations are set out in the Chairman’s Letter and the Managing Directors’ Operating and Financial Review. 8 Traffic Technologies Ltd Directors’ Report ENVIRONMENTAL REGULATION AND PERFORMANCE The Group’s operations are not regulated by any significant environmental regulations under a law of the Commonwealth or of a State or Territory. There have been no known significant breaches of the Group’s compliance with environmental regulations. INDEMNIFICATION AND INSURANCE OF DIRECTORS, OFFICERS AND AUDITORS During the year, the Group paid premiums of $188,972 in respect of a Directors’ and Officers’ insurance policy insuring Directors and Officers in respect of claims which may be brought against them. The contract of insurance prohibits disclosure of the nature of the liability. The Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified or agreed to indemnify an officer or auditor of the Company or any related body corporate against a liability incurred as such by an officer or auditor. PROCEEDINGS ON BEHALF OF THE COMPANY No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Company, or to intervene in any proceedings to which the Company is a party, for the purpose of taking responsibility on behalf of the Company for all or part of those proceedings. 9 Traffic Technologies Ltd Directors’ Report REMUNERATION REPORT (AUDITED) The Company’s remuneration policy is to ensure that the level of remuneration paid to key personnel is market competitive and will attract and retain the skills and expertise required. Non-executive Directors Total remuneration for non-executive directors for FY23 was $218,015. Non-executive director remuneration packages comprised only Directors’ fees plus statutory superannuation and were set within the limits set out in the Company’s constitution. Currently this limit is set at $400,000 per annum and can only be changed at a general meeting. Executive Director Mr. Con Liosatos, Managing Director, received total remuneration of $537,329 in FY23, including statutory superannuation. Key Management Personnel Key Management Personnel (KMP) of the Company are defined as those persons having authority and responsibility for planning, directing and controlling all activities of the Company, directly or indirectly, including any director (whether executive or otherwise) of the Company. Performance-based Remuneration Performance based components of an executive’s remuneration seek to align the executive’s reward with the achievement of the Company's long-term objectives and the creation of shareholder value over the short and long term. The relevant performance-based components are a short-term incentive based on the Company’s financial performance exceeding budget targets for the financial year and a long-term incentive based on the Company's share price performance exceeding the ASX 300 small ordinaries index for the relevant period. No performance-based remuneration was paid or payable to key management personnel for the year (2022: nil). A summary of the Company’s performance for the past five years is set out below: Net profit/(loss) $’000) ($7,889) ($488) $201 ($13,829) $1,263 2023 2022 2021 2020 2019 EPS (cents) Share price (cents) Employment Contracts (1.08) (0.08) 1.1 1.5 0.04 4.0 (2.87) 1.8 0.26 2.4 The Managing Director, Mr. Liosatos, and the Company Secretary and Chief Financial Officer, Mr. Peter Crafter, are employed under rolling employment contracts. Employment may be terminated by the giving, by either party, of twelve months’ notice, or by the payment or forfeiture of an equivalent amount of pay in lieu of notice from any monies owing. The Company retains the right to terminate the contract at any time without notice in the case of serious misconduct. 10 Traffic Technologies Ltd Directors’ Report Interest in Shares Directors’ interests in the shares of the Company were: Balance at 1 July 2022 Acquired through On-Market Trades Other Balance at 30 June 2023 Directors Mr. Mark Hardgrave 5,965,592 - Mr. Con Liosatos Mr. Tim Fry Mr. Luke Donnellan Executive Mr. Peter Crafter Total 43,782,637 1,530,000 - - 10,000 - - 49,758,229 1,530,000 - - - - - - 5,965,592 45,312,637 - 10,000 51,288,229 Transactions with Directors or Director-related entities Managing Director Mr. Liosatos and Chairman Mr. Hardgrave have provided unsecured loans of $100,000 each to the Company; the loans are repayable on 28 February 2025 and carry an interest rate of 13%. In addition, an entity associated with Mr. Con Liosatos has provided a short-term loan of $500,000 to the Company. After the on- charge of interest costs and bank charges, no profit has been made by the related party. Inventory was purchased from an entity associated with Mr. Liosatos amounting to $14,704 (2022: nil), with $14,704 included in trade payables at 30 June 2023 (2022: nil). 11 Traffic Technologies Ltd Directors’ Report REMUNERATION OF KEY MANAGEMENT PERSONNEL Short-term benefits Post-employment benefits Termination Benefits Salary & fees $ Non-monetary $ Cash Bonus $ Superannuation $ $ Long-term benefits Long service leave $ Share based payments Options $ Total $ % Performance related Year to 30 June 2022 Non-executive Directors Mr. Mark Hardgrave Mr. Tim Fry Executives Mr. Con Liosatos Mr. Peter Crafter Total Year to 30 June 2023 Non-executive Directors Mr. Mark Hardgrave Mr. Tim Fry Mr. Luke Donnellan (appointed 20 December 2022) Executives Mr. Con Liosatos Mr. Peter Crafter Total END OF AUDITED REMUNERATION REPORT 12 108,674 57,750 492,827 247,921 907,172 108,674 57,750 30,874 495,192 247,921 940,411 - - 15,971 19,714 35,685 - - - 14,637 27,071 41,708 - - - - - - - - - - - 10,867 5,775 27,500 24,792 68,934 11,411 6,064 3,242 27,500 26,032 74,249 - - - - - - - - - - - - - 10,524 5,349 15,873 - - - 12,293 6,089 18,382 - - - 119,541 63,525 546,822 297,776 - 1,027,664 - - - 120,085 63,814 34,116 549,622 307,113 - 1,074,750 - - - - - - - - Traffic Technologies Ltd Directors’ Report DIRECTORS’ MEETINGS The number of meetings of Directors (including meetings of committees of Directors) held during the financial year and the number of meetings attended by each Director was as follows: Directors’ Meetings Audit Committee Risk Committee Nomination & Remuneration Committee Corporate Governance Committee Number eligible to attend Number attended Number eligible to attend Number attended Number eligible to attend Number attended Number eligible to attend Number attended Number eligible to attend Number attended Mr. Mark Hardgrave Mr. Con Liosatos Mr. Tim Fry Mr. Luke Donnellan 13 13 13 7 13 13 13 7 2 2 2 1 2 2 2 1 4 4 4 2 4 4 4 2 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 ROUNDING The amounts contained in this report and in the financial report have been rounded to the nearest $1,000 (unless otherwise stated) under the option available to the Company under ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191. The Company is an entity to which the Instrument applies. AUDITOR’S INDEPENDENCE DECLARATION A copy of the auditor’s independence declaration in relation to the audit for the financial year is provided immediately following this report. Signed in accordance with a resolution of the Directors. Mr. Mark Hardgrave Independent Non-Executive Chairman 24 August 2023 Melbourne 13 Grant Thornton Audit Pty Ltd Level 22 Tower 5 Collins Square 727 Collins Street Melbourne VIC 3008 GPO Box 4736 Melbourne VIC 3001 T +61 3 8320 2222 Auditor’s Independence Declaration To the Directors of Traffic Technologies Limited In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Traffic Technologies Limited for the year ended 30 June 2023, I declare that, to the best of my knowledge and belief, there have been: a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and b no contraventions of any applicable code of professional conduct in relation to the audit. Grant Thornton Audit Pty Ltd Chartered Accountants Michael Climpson Partner Melbourne, 24 August 2023 www.grantthornton.com.au ACN-130 913 594 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389. ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards Legislation. 14 w Traffic Technologies Ltd Corporate Governance Statement The Board of Directors of Traffic Technologies Ltd are committed to conducting the Group’s business in an ethical manner and in accordance with the highest standards of corporate governance. The Company has adopted and has complied with (Fourth Edition) the ASX Corporate Governance Principles and Recommendations (Recommendations) to the extent appropriate to the size and nature of the Group’s operations. The Company has prepared a statement which sets out the corporate governance practices that were in operation during the financial year ended 30 June 2023. The Corporate Governance Statement was approved by the Board on 24 August 2023. The Company’s Corporate Governance Statement (www.trafficltd.com.au). is available for review on the Company’s website 15 Traffic Technologies Ltd and Controlled Entities Consolidated Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2023 Note Consolidated Consolidated 2023 $’000 58,048 697 (91) (36,881) (15,847) (1,596) (36) (2,205) (2,170) (6,000) 2022 $’000 53,750 120 2,987 (33,840) (15,803) (1,300) (40) (1,811) (2,333) - (6,081) 1,730 (1,805) (2,214) (7,886) (484) (3) (4) (7,889) (488) - - (7,889) (488) Cents (1.08) (1.08) Cents (0.08) (0.08) 2 2 3 3 3 3 3 4 5 5 Revenue Other income Changes in inventories of finished goods and work in progress Raw materials and consumables used Employee benefits expense Occupancy costs Advertising and marketing expense Other expenses Depreciation and amortisation expense Impairment expense Earnings/(loss) before interest and tax (EBIT) Finance costs Net loss for the year before income tax Income tax expense Net loss for the year Other comprehensive income Total comprehensive (loss)/income for the year Loss per share - Basic (cents per share) - Diluted (cents per share) The accompanying notes form part of these financial statements. 16 Traffic Technologies Ltd and Controlled Entities Consolidated Statement of Financial Position as at 30 June 2023 Note Consolidated Consolidated 2023 $’000 2022 $’000 17 6 7 8 9 10 11 12 14 12 14 15 1,182 10,007 15,072 26,261 2,504 - 7,140 9,644 1,012 11,774 15,163 27,949 2,251 1,144 10,799 14,194 35,905 42,143 12,709 9,383 3,207 25,299 3,935 211 4,146 11,285 12,157 3,221 26,663 861 233 1,094 29,445 27,757 6,460 14,386 61,252 (54,792) 6,460 61,289 (46,903) 14,386 ASSETS Current Assets Cash and cash equivalents Trade and other receivables Inventories Total Current Assets Non-Current Assets Property, plant and equipment Goodwill Intangible assets Total Non-Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Trade and other payables Interest bearing loans and borrowings Provisions Total Current Liabilities Non-Current Liabilities Interest bearing loans and borrowings Provisions Total Non-Current Liabilities TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Accumulated losses TOTAL EQUITY The accompanying notes form part of these financial statements. 17 Contributed Equity $’000 Accumulated Losses $’000 54,755 (46,415) Total $’000 8,340 (488) - (488) - (488) (488) - - - - 2,170 3,400 1,629 (665) - - - 2,170 3,400 1,629 (665) 61,289 (46,903) 14,386 - - - (7,889) (7,889) - - (7,889) (7,889) (37) - 61,252 (54,792) (37) 6,460 Traffic Technologies Ltd and Controlled Entities Consolidated Statement of Changes in Equity For the year ended 30 June 2023 Consolidated At 30 June 2021 Loss for the year Other comprehensive income Total comprehensive income for the year Transactions with owners in their capacity as owners: Placement Rights issue Shortfall placement Share issue costs At 30 June 2022 Loss for the year Other comprehensive income Total comprehensive income for the year Transactions with owners in their capacity as owners: Share issue costs At 30 June 2023 The accompanying notes form part of these financial statements. 18 Traffic Technologies Ltd and Controlled Entities Consolidated Statement of Cash Flows For the year ended 30 June 2023 Note Consolidated Consolidated 2023 $'000 64,843 (59,953) 13 (1,488) (3) 3,412 747 (61) (2,248) (23) (1,585) - (37) 9,013 2022 $'000 56,746 (55,624) - (1,686) (4) (568) 29 (173) (2,193) (762) (3,099) 7,198 (665) 7,857 (9,391) (11,039) (909) (333) (1,657) 170 1,012 1,182 (953) (321) 2,077 (1,590) 2,602 1,012 Cash flows from operating activities Receipts from customers Payments to suppliers and employees Interest received Interest paid Income tax paid Net cash from operating activities 17 Cash flows from investing activities Proceeds from sale of property, plant and equipment Purchase of property, plant and equipment Purchase of intangible assets Purchase of businesses Net cash from investing activities Cash flows from financing activities Proceeds from issues of equity securities Transaction costs relating to issues of equity securities Proceeds from borrowings Repayment of borrowings Repayment of finance leases Payment of borrowing costs Net cash from financing activities Net increase/(decrease) in cash and cash equivalents Cash and cash equivalents at beginning of the financial year Cash and cash equivalents at end of the financial year 17 The accompanying notes form part of these financial statements. 19 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 Traffic Technologies Ltd (the Company) is a company limited by shares incorporated in Australia whose shares are publicly traded on the Australian Securities Exchange (ASX). 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES a) Basis of Preparation This financial report is a general-purpose financial report that has been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the Australian Accounting Standards Board (AASB) and AASB Interpretations. The consolidated financial statements of Traffic Technologies Ltd and its subsidiaries also comply with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board. The financial report has been prepared on an accruals basis and under the historical cost convention. The financial report covers Traffic Technologies Ltd and its subsidiaries (the Group). Traffic Technologies Ltd is a for profit Australian listed public company limited by shares, incorporated and domiciled in Australia. The nature and operations and principal activities of the Group are described in the Directors’ Report. The following is a summary of material accounting policies adopted by the Group in the preparation and presentation of the financial report. The accounting policies have been consistently applied, unless otherwise stated. b) New Standards Adopted by the Group The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (‘AASB’) that are mandatory for the current reporting period. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. c) Going concern The financial statements have been prepared on a going concern basis, which assumes continuity of normal business activities and the realisation of assets and the settlement of liabilities in the ordinary course of business. Accordingly, the financial statements do not include any adjustments relating to the recoverability and classification of recorded assets or to the amounts and classification of liabilities that might be necessary should the consolidated entity not continue as a going concern. The consolidated entity has significantly reduced its exposure to debt; however, it continues to be reliant on external funding facilities to ensure it can pay its debts as and when they fall due. Although the Directors are confident that necessary funding facilities will remain in place for the foreseeable future, this represents a material uncertainty that may cast doubt regarding going concern. In assessing the appropriateness of the going concern concept the following factors have been taken into consideration by the Directors: • The trading results for the period were affected by increased costs (including unfavourable foreign exchange movements) which could not be recouped through immediate sales price rises, and supply chain delays impacting workflow. Margins are expected to improve in future periods. • A significant part of the loss for the financial year ended 30 June 2023 related to the non-cash impairment • provision against goodwill and intangible assets. The consolidated entity is expected to generate positive earnings before interest, tax, depreciation and amortisation (EBITDA) in the 2024 financial year. The consolidated entity has a strong order book and long-term customer term contracts. • • During the year the Company refinanced its facilities with a 36-month $10 million invoice finance facility and $5 million trade finance facility with Earlypay Ltd and extended the balance of the term loan with First Samuel to December 2025. 20 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) d) Basis of consolidation The consolidated financial statements comprise the financial statements of the parent entity (Traffic Technologies Ltd) and its subsidiaries. Subsidiaries are consolidated from the date on which control is obtained by the Group and cease to be consolidated from the date that control ceases. Intercompany transactions, balances and unrealised gains or losses on transactions between group entities are fully eliminated on consolidation. Accounting policies of subsidiaries are consistent with the accounting policies adopted by the Group. Business combinations are accounted for using the acquisition method. The acquisition method involves recognising at acquisition date the identifiable assets acquired, the liabilities assumed and any non-controlling interest in the acquiree. The identifiable assets acquired and the liabilities assumed are measured at their acquisition date fair values. Any contingent consideration to be transferred by the acquirer is recognised at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or liability are recognised in the statement of comprehensive income. Transaction costs incurred in relation to business combinations are recognised as expenses in profit or loss when incurred. The acquisition of a business may result in the recognition of goodwill or a gain from a bargain purchase. e) Significant accounting judgements, estimates and assumptions The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management bases its judgements and estimates on historical experience and other factors it believes to be reasonable under the circumstances. Management has identified the following critical accounting policies for which significant judgements, estimates and assumptions are made. Actual results may differ from these estimates under different assumptions and conditions and may materially affect financial results or the financial position reported in future periods. Impairment testing of non-financial assets The Group assesses impairment of all assets at each reporting date by evaluating conditions specific to the Group and to the particular asset that may lead to impairment. These include product and manufacturing performance, technology, economic and political environments and future product and service delivery expectations. If an impairment trigger exists, the recoverable amount of the asset is determined. Goodwill and intangible assets that are not yet available for use are tested annually, or more frequently if events or changes in circumstances indicate impairment. Impairment testing involves value in use calculations, which incorporate a number of key estimates and assumptions. Capitalised development costs Development costs are only capitalised by the Group when the Group can demonstrate the technical feasibility of completing the intangible asset so that it will be available for use or sale, its intention to complete and its ability to use or sell the asset, how the asset will generate future economic benefits, the availability of resources to complete the development and the ability to measure reliably the expenditure attributable to the intangible asset during its development. 21 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Recognition of deferred tax assets The extent to which deferred tax assets, temporary differences and tax losses are recognised is based on an assessment whether future taxable profits will be available to offset deductible temporary differences and tax loss carry-forwards. Allowance for impairment loss on receivables Where receivables are outstanding beyond the normal trading terms, the likelihood of recovery of these receivables is assessed. Debts that are considered to be uncollectible are written off when identified. Estimation of useful lives of assets The estimation of useful lives of assets is based on historical experience (for plant and equipment) and lease terms (for leased assets). In addition, the condition of assets is assessed and considered against the remaining useful life. Adjustments to useful life are made when considered necessary. Any change in the useful life or residual lives is treated as a change in accounting estimate and recognised in the statement of comprehensive income. Maintenance warranties In determining the level of the provision required for warranties, judgements are made in respect of the expected performance of the products and any liability resulting from installation works. Historical experience and current knowledge of the performance of products is used in determining this provision. f) Revenue Revenue from the sale of goods and the rendering of services is recognised as follows. To determine whether to recognise revenue, the Group follows a 5-step process: Identifying the contract with a customer; Identifying the performance obligations; 1. 2. 3. Determining the transaction price; 4. Allocating the transaction price to the performance obligations; and 5. Recognising revenue when performance obligations are satisfied. Revenue is recognised either at a point in time or over time as the Group satisfies performance obligations by transferring the goods or services to its customers, as follows: Sale of goods Revenue from the sale of goods is recognised when control of the goods is transferred to the customer at an amount that reflects the consideration to which the Group expected to be entitled in exchange for those goods. Rendering of services Revenue is recognised in the accounting period in which the services are rendered. For fixed-price contracts, revenue is recognised based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided (performance obligations satisfied over time). When the contract outcome cannot be estimated reliably, revenue is recognised only to the extent of the expenses recognised that are recoverable. Interest income Interest income is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset. Other income Other income is recognised when the right to receive the income is established. 22 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) g) Finance costs Finance costs are recognised using the effective interest rate method which is the rate that discounts estimated future cash payments through the estimated life of the financial liability to the amortised cost of the financial liability. h) Income tax Current tax assets and liabilities are measured at the amount expected to be recovered from or paid to the taxation authorities. Current income tax expense is the tax payable on taxable income, after taking account of tax losses and other tax credits. Deferred income tax assets are recognised for deductible temporary differences, unused tax losses and tax credits, to the extent that is probable that taxable profit will be available against which the deductible temporary differences, unused tax losses and tax credits can be utilised. The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the balance date. i) Cash and cash equivalents Cash and cash equivalents comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less. j) Trade and other receivables The Group makes use of a simplified approach in accounting for trade and other receivables and records the loss allowance at the amount equal to the expected lifetime credit losses. In using this practical expedient, the Group uses its historical experience, external indicators and forward-looking information to calculate expected credit losses using a provision matrix. The Group assesses impairment of trade receivables on a collective basis as they possess credit risk characteristics based on the number of days past due. k) Inventories Inventories are valued at the lower of cost and net realisable value. Costs incurred in bringing each product to its present location and condition are accounted for as follows: Raw materials – weighted average cost. Finished goods and work-in-progress – cost of direct materials and labour and a proportion of variable and fixed manufacturing overheads based on normal operating capacity but excluding borrowing costs. Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale. 23 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) l) Property, plant and equipment Property, plant and equipment is stated at historical cost less accumulated depreciation. Depreciation is calculated on a straight-line basis over the estimated useful life of the specific assets as follows: Right-of-use assets: lease term Plant and equipment: 10 years. Office equipment: 5 years Motor vehicles: 10 years Leasehold improvements: 10 years m) Goodwill Goodwill represents the excess of the cost of an acquisition over the fair value of the Group’s share of the net identifiable assets of the acquired subsidiary at the date of acquisition. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. The Group assesses impairment of all assets at each reporting date by evaluating conditions specific to the Group and to the particular asset that may lead to impairment. These include product and manufacturing performance, technology, economic and political environments and future product and service delivery expectations. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows that are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). If an impairment exists, the recoverable amount of the asset is determined. Impairment testing involves value in use calculations, which incorporate a number of key estimates and assumptions. n) Intangible assets Intangible assets are carried at cost less accumulated amortisation and any accumulated impairment losses. Development costs Research costs are expensed as incurred. An intangible asset arising from development expenditure on an internal project is recognised only when the Group can demonstrate the technical feasibility of completing the intangible asset so that it will be available for use or sale, its intention to complete and its ability to use or sell the asset, how the asset will generate future economic benefits, the availability of resources to complete the development and the ability to measure reliably the expenditure attributable to the intangible asset during its development. Following the initial recognition of the development expenditure, the cost model is applied requiring the asset to be carried at cost less any accumulated amortisation and accumulated impairment losses. Any expenditure so capitalised is amortised over the period of expected benefit from the related project which is generally 5 years. Software costs Software costs are carried at cost less any accumulated amortisation and any accumulated impairment losses. Purchased software development is assessed to have a finite life and is amortised over a period of 1-4 years. Patents and trademarks Patents and trademarks are initially measured at cost. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses. Patents and trademarks are assessed to have a finite life and are amortised over a period of 5 years. 24 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Intangible assets that are not yet available for use are not subject to amortisation but are tested annually for impairment or more frequently if events or changes in circumstances indicate that they might be impaired. Other assets are tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. Recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows that are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). o) Trade and other payables Trade and other payables are carried at amortised cost due to their short-term nature and are not discounted. They represent liabilities for goods and services provided to the Group prior to the end of the financial year that are unpaid and arise when the Group becomes obliged to make future payments in respect of the purchase of these goods and services. The amounts are unsecured and are usually paid within 30-60 days of recognition. p) Interest-bearing loans and borrowings Interest-bearing loans and borrowings are initially recognised at the fair value of the consideration received less directly attributable transaction costs. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Fees paid on the establishment of loan facilities that are yield related are included as part of the carrying amount of the interest-bearing loans and borrowings. Interest-bearing loans and borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after balance date. q) Leases For any new contracts entered into, the Group considers whether a contract is, or contains a lease. A lease is defined as ‘a contract, or part of a contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange for consideration’. To apply this definition the Group assesses whether the contract meets three key evaluations which are whether: The contract contains an identified asset, which is either explicitly identified in the contract or implicitly specified by being identified at the time the asset is made available to the Group. The Group has the right to obtain substantially all of the economic benefits from use of the identified asset throughout the period of use, considering its rights within the defined scope of the contract. The Group has the right to direct the use of the identified asset throughout the period of use. The Group assesses whether it has the right to direct ‘how and for what purpose’ the asset is used throughout the period of use. At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the balance sheet. The right-of-use asset is measured at cost, which is made up of the initial measurement of the lease liability, any initial direct costs incurred by the Group, an estimate of any costs to dismantle and remove the asset at the end of the lease and any lease payments made in advance of the lease commencement date (net of any incentives received). The Group depreciates right-of-use assets on a straight-line basis from the lease commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. At the lease commencement date, the Group measures the lease liability at the present value of the lease payments unpaid at that date, discounted using the interest rate implicit in the lease, if that rate is readily available, or the Group’s incremental borrowing rate. 25 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) Lease payments included in the measurement of the lease liability are made up of fixed payments, variable payments based on an index or rate, amounts expected to be payable under a residual value guarantee and payments arising from options reasonably certain to be exercised. Subsequent to initial measurement, the liability will be reduced for payments made and increased for interest. It is remeasured to reflect any reassessment or modification, or if there are changes in in-substance fixed payments. The Group has elected to account for short-term leases and leases of low-value assets using the practical expedients. Instead of recognising a right-of-use asset and lease liability, payments in relation to these are recognised as an expense in profit or loss on a straight-line basis over the lease term. r) Provisions Employee benefits Provision is made for the Group’s liability for employee benefits arising from services rendered by employees to reporting date. Employee benefits expected to be settled wholly within one year are measured at the amounts expected to be paid when the liability is settled plus related on-costs. All other employee benefit liabilities are measured at the present value of the estimated future cash outflows to be made for those benefits. Warranty provision A provision has been recognised for expected warranty claims on products supplied by the Group, based on current sales levels, current information available about past returns and repairs and the warranty period for products sold. 26 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 2. REVENUE AND OTHER INCOME Revenue Sale of goods – recognised at point in time Sale of services – recognised over time Other revenue Revenue from contracts with customers Other income Net profit on disposal of fixed assets Other income Total other income 3. EXPENSES Employee related expenses Wages and salaries Superannuation (defined contribution) Other employee benefits expense Other expenses Administrative costs Public company costs Impairment loss on financial assets Depreciation, amortisation and impairment expenses Depreciation Amortisation Impairment Total depreciation amortisation and impairment expenses Finance costs Interest on loans Lease interest Borrowing costs Amortisation of capitalised transaction costs Total finance costs 27 Consolidated 2023 $’000 Consolidated 2022 $’000 53,008 4,879 161 58,048 681 16 697 48,927 4,685 138 53,750 21 99 120 Consolidated 2023 $’000 Consolidated 2022 $’000 11,606 1,295 2,946 15,847 1,834 277 94 2,205 1,120 1,050 6,000 8,170 1,488 191 80 46 1,805 11,874 1,186 2,743 15,803 1,496 315 - 1,811 1,142 1,191 - 2,333 1,758 135 321 - 2,214 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 4. INCOME TAX Income Tax Expense Current income tax Deferred income tax Income tax expense reported in the statement of comprehensive income Reconciliation of income tax expense applicable to accounting loss before income tax calculated at the statutory tax rate to aggregate income tax expense Accounting loss before income tax Income tax benefit at the Group’s statutory income tax rate of 30% (2022: 30%) Non-deductible expenditure Other deductible expenditure Non-refundable foreign tax Prior year under/over provision Net benefit of R&D tax incentive Set-off of deferred tax liability Unrecognised DTA on current year tax losses Aggregate income tax expense Deferred Tax Balances Temporary differences Intangible assets Right of use assets Plant and equipment Inventory Employee provisions Warranty provisions Credit notes Prepayments Doubtful debts Foreign exchange Other capital expenditure Other accruals and provisions Deferred tax liability Set-off of deferred tax assets and liabilities Net deferred tax assets and liabilities Statement of Financial Position Consolidated 2022 $’000 Consolidated 2023 $’000 (2,978) 1 (81) 75 1,011 14 19 - 56 - 30 134 (1,719) 1,719 - (2,614) 15 (93) 76 1,022 14 18 (4) 32 - 40 118 (1,376) 1,376 - 28 Consolidated 2023 $’000 Consolidated 2022 $’000 3 - 3 (7,886) (2,366) 1,821 (2) 3 (9) 626 (344) 274 3 4 - 4 (484) (145) 23 - 4 (61) 486 (303) - 4 Statement of Profit or Loss Consolidated Consolidated 2023 $’000 2022 $’000 (184) (12) 10 (19) (58) - 1 (4) - - - 77 (189) 189 - (364) (14) 12 (1) (11) - 1 4 24 - (10) 16 (343) 343 - Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 4. INCOME TAX (continued) The following tax losses have not been recognised as a deferred tax asset: Carried forward tax offsets Unrecognised deferred tax assets Consolidated 2023 $’000 Consolidated 2022 $’000 1,726 1,726 1,280 1,280 Tax Consolidation Traffic Technologies Ltd and its 100% owned Australian resident subsidiaries formed a tax consolidated group with effect from 1 July 2005 and are therefore taxed as a single entity from that date. The head entity within the tax consolidated group is Traffic Technologies Ltd. Each wholly owned subsidiary of Traffic Technologies Ltd is a member of the tax consolidated group, as identified at note 19. Tax Funding Arrangements and Tax Sharing Agreements The Group has entered into a tax funding agreement that sets out its funding obligations of the tax consolidated group in respect of tax amounts. Contributions to fund the current tax liabilities are payable in accordance with the tax funding agreement and reflect the timing of the head entity’s obligation to make payments for the tax liabilities to the relevant taxation authority. 5. EARNINGS PER SHARE Basic earnings per share is calculated as net profit/(loss) attributable to members of the parent entity divided by the weighted average number of ordinary shares. Diluted earnings per share is calculated as net profit/loss attributable to members of the parent entity divided by the weighted average number of ordinary shares and dilutive potential ordinary shares. The following reflects the income and share data used in the basic and diluted earnings per share computations: Earnings used in calculating earnings per share For basic and diluted earnings per share: Consolidated Consolidated 2023 $’000 2022 $’000 Net loss attributable to ordinary equity holders of the parent (7,889) (488) Weighted average number of shares Weighted average number of ordinary shares used in calculating basic earnings per share Weighted average number of ordinary shares adjusted for the effect of dilution Consolidated 2023 Thousands Consolidated 2022 Thousands 733,355 733,355 620,218 620,218 There are no instruments excluded from the calculation of diluted earnings per share that could potentially dilute earnings per share in the future because they are anti-dilutive for 2023 (2022: nil). 29 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 6. TRADE AND OTHER RECEIVABLES Trade receivables Allowance for credit loss Prepaid stock Other prepayments Other receivables Ageing of trade receivables: 1- 30 days 31-60 days 61-90 days 91 days and over Movement in provision for credit loss: Balance at the beginning of the year Charge for the year Amounts recovered during the year Amounts written off as uncollectible Balance at the end of the year Consolidated 2023 $’000 Consolidated 2022 $’000 8,339 (186) 8,153 671 640 543 10,007 5,942 1,562 440 395 8,339 106 94 (1) (13) 186 9,418 (106) 9,312 1,447 697 318 11,774 5,857 2,469 882 210 9,418 104 2 - - 106 The Group assesses impairment of trade receivables on a collective basis as they possess credit risk characteristics based on the number of days past due, the Group’s credit loss experience over the previous five years and the overall quality of the Group’s trade receivables. 7. INVENTORIES Raw materials Work in progress and sub-assemblies Finished goods Consolidated 2023 $’000 Consolidated 2022 $’000 6,230 2,958 5,884 15,072 6,501 2,518 6,144 15,163 Raw materials comprise stock items and components purchased for use in the manufacturing process. Work in progress and sub-assemblies comprise partially manufactured goods at various stages of the manufacturing process. Finished goods are completed goods available for sale. 30 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 8. PROPERTY, PLANT AND EQUIPMENT Consolidated Right-of-Use Assets Equipment $’000 Right-of-Use Assets Property $’000 Plant & Equipment $’000 Movement in carrying amounts At 1 July 2021 net book value Additions Disposals Depreciation expense At 30 June 2022 net book value Additions Disposals Depreciation expense At 30 June 2023 net book value Carrying amounts At 30 June 2022 Cost Accumulated depreciation Carrying amounts at 30 June 2022 At 30 June 2023 Cost Accumulated depreciation Carrying amounts at 30 June 2023 315 435 (7) (115) 628 52 - (115) 565 1,068 (440) 628 1,121 (556) 565 491 1,044 - (792) 743 1,326 - (814) 1,255 2,492 (1,749) 743 3,817 (2,562) 1,255 943 173 (1) (235) 880 60 (66) (190) 684 8,456 (7,576) 880 8,180 (7,496) 684 Total $’000 1,749 1,652 (8) (1,142) 2,251 1,438 (66) (1,119) 2,504 12,016 (9,765) 2,251 13,118 (10,614) 2,504 The Group’s property, plant and equipment is pledged as security against the Group’s borrowings - see note 12. Leased assets are pledged as security for the related lease liabilities – see note 13. 31 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 9. GOODWILL Carrying amounts of goodwill allocated to each cash-generating unit Signals Carrying amount brought forward Less: Impairment expense (see note 10) Carrying amount carried forward Installation and maintenance Carrying amount brought forward Less: Impairment expense (see note 10) Carrying amount carried forward Total carrying amount Impairment of Goodwill and Intangible Assets Consolidated 2023 $’000 Consolidated 2022 $’000 18 (18) - 1,126 (1,126) - - 18 - 18 1,126 - 1,126 1,144 The Group performed impairment testing as at 30 June 2023 and 30 June 2022. Management has considered the sensitivity of value in use calculations to changes in assumptions. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. Recoverable amount is the higher of an asset's fair value less costs to sell and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows that are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). The Group identified three cash-generating units (CGU’s) which are Signals, Installation and Maintenance, and Controllers. Signals CGU specialises in the design, manufacture and installation of traffic signals, portable roadside technology, variable message signs (VMS) emergency telephones and road lighting. Controllers CGU develops and manufactures traffic controllers. Installation and maintenance CGU provides installation and maintenance traffic products. The recoverable amount of each cash-generating unit has been determined based on a value in use calculation using post-tax cash flow projections based on financial budget revenue forecasts prepared by management covering a one-year period, with the following key assumptions for all three CGU’s referred to below: Growth rate beyond budget period (years 2-5) Growth rate beyond 5 years Post-tax discount rate (WACC) 2023 5% 3% 16.3% 2022 5% 3% 13.3% As at 30 June 2023, the market capitalisation of the Group was below the book value of its equity and operating profit from the CGU’s was lower than budget, indicating potential impairment of goodwill and intangible assets. The Group calculated the recoverable amount of each CGU at that date and recognised an impairment expense ($6.0m) against the carrying value of goodwill and intangible assets so that each CGU was measured at its recoverable amount. 32 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 9. GOODWILL (continued) The CGU’s affected by impairment testing were: Signals - $2.3m impairment of development costs (see notes 9 and 10) Installation and maintenance – $1.1m impairment of goodwill (see note 9) Controllers – $2.6m impairment of development costs and software costs (see note 10) . 10. INTANGIBLE ASSETS Development Costs $’000 Software Costs $’000 Patents & Trademarks $’000 9,720 2,015 (994) 10,741 1,996 (861) (4,855) 7,021 20,961 (10,220) 10,741 22,955 (15,934) 7,021 40 156 (175) 21 232 (170) (1) 82 2,308 (2,287) 21 2,540 (2,458) 82 36 23 (22) 37 20 (20) - 37 573 (536) 37 593 (556) 37 Total $’000 9,796 2,194 (1,191) 10,799 2,248 (1,051) (4,856) 7,140 23,842 (13,043) 10,799 26,088 (18,948) 7,140 Consolidated Consolidated 2022 $’000 2023 $’000 9,066 3,643 12,709 6,927 4,358 11,285 Consolidated Movement in carrying amounts At 1 July 2021 net book value Additions Amortisation At 30 June 2022 net book value Additions Amortisation Impairment At 30 June 2023 net book value Carrying amounts At 30 June 2022 Cost Accumulated amortisation Carrying amounts at 30 June 2022 At 30 June 2023 Cost Accumulated amortisation Carrying amounts at 30 June 2023 11. TRADE AND OTHER PAYABLES Trade creditors Sundry creditors and accruals 33 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 12. INTEREST BEARING LOANS AND BORROWINGS Consolidated 2023 $’000 Consolidated 2022 $’000 Note Current borrowings Term loan (ADM Capital) Debtor & trade finance facility (Early Pay) Debtor & trade finance facility (Timelio) Term loan (First Samuel) Unsecured loan (Directors) Equipment lease liabilities Property lease liabilities Non-current borrowings Trade finance facility (Early Pay) Term loan (First Samuel) Unsecured loans (Directors) Equipment lease liabilities Property lease liabilities Capitalised borrowing costs Financing facilities available Total facilities at reporting date Term debt facility (ADM Capital) Debtor & trade finance facility (Timelio) Debtor & trade finance facility (Early Pay) Term loan (First Samuel) Unsecured loans (Directors) Bank guarantee facility (Westpac) Facilities used at reporting date Term debt facility (ADM Capital) Debtor & trade finance facility (Timelio) Debtor & trade finance facility (Early Pay) Term loan (First Samuel) Unsecured loans (Directors) Bank guarantee facility (Westpac) Facilities unused at reporting date Term debt facility (ADM Capital) Debtor & trade finance facility (Timelio) Debtor & trade finance facility (Early Pay) Term loan (First Samuel) Unsecured loans (Directors) Bank guarantee facility (Westpac) 34 13 13 13 13 - 7,258 - 1,000 500 158 467 9,383 840 2,000 200 390 791 (286) 3,935 - - 14,000 3,000 700 254 17,954 - - 8,098 3,000 700 254 12,052 - - 5,902 - - - 5,902 1,274 - 6,907 3,500 - 113 363 12,157 - - - 431 430 - 861 1,274 9,000 - 3,500 - 265 14,039 1,274 6,907 - 3,500 - 181 11,862 - 2,093 - - - 84 2,177 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 12. INTEREST BEARING LOANS AND BORROWINGS (continued) Terms and conditions relating to the above financial instruments Lender Facility Amount Early Pay $14.0m+ First Samuel Unsecured loans $3.0m+ $0.7m Facility Type Debtor & trade finance Term loan Related party loans Interest Expiry Security 11.1%-12.65% + fees 12% 13% 17 January 2026 15 December 2025 28 February 2025 First ranking charge Second ranking charge Unsecured + First Samuel loan reducing to $2.0m in July and October 2023 with a further $1.0m to be refinanced by Early Pay. Previous facilities with ADM Capital and Timelio were extinguished during the year. 13.LEASE LIABILITIES Current Equipment leases Property leases Non-current Equipment leases Property leases Total Lease liability commitments payable Less than one year Later than one year but less than five years Less future finance charges Total lease liabilities Lease payments not recognised as a liability Consolidated 2023 $’000 Consolidated 2022 $’000 158 467 625 390 791 1,181 1,806 815 1,375 2,190 (384) 1,806 113 363 476 431 430 861 1,337 589 947 1,536 (199) 1,337 The Group has elected not to recognise a lease liability for short-term leases (leases with an expected term of 12 months or less) or for leases of low value assets. Payments made under such leases are expensed on a straight-line basis. The expense relating to payments not included in the measurement of the lease liability is as follows: Shot-term property lease expense 35 Consolidated 2023 $’000 Consolidated 2022 $’000 669 767 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 14. PROVISIONS Current Employee benefits Warranty provision Non-current Employee benefits 15. CONTRIBUTED EQUITY Ordinary shares At 30 June 2022 Placement Share issue costs At 30 June 2023 Consolidated 2023 $’000 Consolidated 2022 $’000 3,160 47 3,207 3,174 47 3,221 211 233 No. of Shares ‘000 722,170 35,500 - $’000 61,289 - (37) 757,670 61,252 In March 2023 the Company entered into an At-The-Market (ATM) subscription facility with Dolphin Corporate Investments (DCI). The ATM facility provides TTI with up to $3,000,000 of standby equity over the next 3 years. The Company issued DCI with 35,500,000 shares as collateral under the ATM agreement from its LR7.1 capacity at nil consideration to DCI. The Company may, at any time, buy back the collateral shares for no consideration (subject to shareholder approval). In the event the Company utilises the ATM facility, the Company is able to set its own floor price and the final issue price will be calculated as the greater of the floor price set or a 5.5% discount to the Volume Weighted Average Price (VWAP) achieved by DCI over a period of the Company’s election and sole discretion. Ordinary shares have the right to receive dividends as declared and, in the event of a winding up of the Company, to participate in the proceeds from the sale of all surplus assets in proportion to the number and amounts paid up on shares held. Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company. 36 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 16. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES Financial risk management objectives and policies The Group’s principal financial instruments comprise term loan facilities, debtor and trade finance facilities, equipment and property leases, hire purchase contracts, cash and short-term deposits. The totals for each category of financial instruments are as follows: Financial assets Cash and cash equivalents Trade and other receivables Total financial assets Financial liabilities Trade and other payables Financial liabilities at amortised cost Total financial liabilities Fair values Consolidated 2023 $’000 Consolidated 2022 $’000 1,182 10,007 11,189 1,012 11,854 12,866 (12,709) (13,318) (26,027) (11,365) (13,018) (24,383) The carrying amount of financial assets and liabilities recorded in the financial statements represents their respective fair values, determined in accordance with the accounting policies disclosed in note 1 to the financial statements. The Group manages its exposure to key financial risks, including interest rate and currency risk in accordance with the Group's financial risk management policy. The objective of the policy is to support the delivery of the Group's financial targets whilst protecting future financial security. The Group has various financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations. It is the Group’s policy that no trading in financial instruments shall be undertaken. The carrying amount of financial assets and financial liabilities recorded in the financial statements represents their respective fair values. The main risks arising from the Group’s financial instruments are interest rate risk, credit risk, liquidity risk and foreign currency risk. Interest rate risk The Group's exposure to market interest rates relates primarily to the Group's long-term debt obligations. At balance date the Group had the following financial assets and liabilities exposed to market interest rate risk: Financial assets Cash and cash equivalents Total financial assets Financial liabilities Loan facilities Debtor and trade finance Equipment lease liabilities Property lease liabilities Capitalised borrowing costs Total financial liabilities 37 Consolidated 2023 $’000 Consolidated 2022 $’000 1,182 1,182 1,012 1,012 (3,700) (8,098) (548) (1,258) 286 (13,318) (4,774) (6,907) (544) (793) - (13,018) Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 16. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) The Group’s exposure to market risk for changes in interest rates relates primarily to the Group’s long-term debt and debtor and trade finance obligations. At 30 June 2023 61% of the Group's borrowings were at a variable rate of interest (2022: 53%). Details of the Group’s debt are disclosed in note 12. The Group constantly analyses its interest rate exposure. Within this analysis consideration is given to potential renewals of existing positions, alternative financing, alternative hedging positions and the mix of fixed and variable interest rates. Credit risk The Group trades only with recognised, creditworthy third parties and, as such, collateral is not requested nor is it the Group's policy to securitise its trade and other receivables. It is the Group's policy that all customers who wish to trade on credit terms are subject to credit verification procedures including an assessment of their independent credit rating, financial position, past experience and industry reputation. Risk limits are set for each individual customer in accordance with parameters set by the Board. These risk limits are regularly monitored. Receivables balances are monitored on an ongoing basis with the result that the Group's exposure to bad debts is not significant. For transactions that are not denominated in the functional currency of the relevant operating unit, the Group does not offer credit terms without the specific approval of senior management. There are no significant concentrations of credit risk within the Group. Liquidity risk The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of current working capital, term loans, debtor and trade finance and lease liabilities. Maturity analysis of financial liabilities Year ended 30 June 2023 Payables Interest bearing loans & borrowings Finance lease liabilities Bank guarantees Total financial liabilities Year ended 30 June 2022 Payables Interest bearing loans & borrowings Finance lease liabilities Bank guarantees Total financial liabilities 38 ≤ 6 months $’000 6-12 months $’000 12,709 9,089 313 - 22,111 11,285 12,220 589 - 24,094 - 360 313 - 673 - 363 474 - 837 1 – 5 years $’000 - 3,464 1,181 254 4,899 - 385 474 181 1,040 > 5 years $’000 Total $’000 - - - - - - - - - - 12,709 12,913 1,807 254 27,683 11,285 12,968 1,537 181 25,971 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 16. FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (continued) Foreign exchange risk Exposure to foreign exchange risk arises where the Group purchases certain components denominated in foreign currency. Sensitivity Analysis The following table illustrates sensitivities to the Group’s exposure to changes in interest rates on borrowings and exchange rates on purchases. Year ended 30 June 2023 +/- 1% change in interest rates +/- 5% change in AUD/USD exchange rate Year ended 30 June 2022 +/-1% change in interest rates +/- 5% change in AUD/USD exchange rate Profit/(loss) Equity $’000 $’000 +/- 81 +/- 81 +/- 1,228 +/- 1,228 +/- 72 +/- 72 +/- 978 +/- 978 39 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 17. NOTES TO THE STATEMENT OF CASH FLOWS Reconciliation of cash Cash at bank and on hand Reconciliation of loss after tax to net cash flows from operations Net loss Adjustments for: Depreciation and amortisation of non-current assets Impairment of goodwill and intangible assets Profit on sale of fixed assets Foreign exchange loss/(gain) Amortisation of capitalised borrowing costs Doubtful debts expense Stock obsolescence (benefit)/expense Changes in assets and liabilities: (Increase)/decrease in trade and other receivables (Increase)/decrease in inventories Increase/(decrease) in trade and other payables Increase/(decrease) in provisions Net cash from operating activities Consolidated 2023 $’000 1,182 Consolidated 2022 $’000 1,012 (7,889) (488) 2,170 6,000 (681) (4) 46 94 (3) 1,768 91 1,856 (36) 3,412 2,333 - (21) (7) - - (64) (2,299) (2,987) 2,874 91 (568) Non-cash financing and investing activities During the year the Group acquired property, plant and equipment (excluding property right-of-use assets) with an aggregate value of $52,122 (2022: $435,012) by means of leases. 18. CLAIMS AND CONTINGENCIES Guarantees The Company was a party to a deed of cross guarantee with its wholly-owned subsidiaries. However, none of the subsidiaries meet the large companies threshold. At this stage, the deed has no effect. As detailed in note 12, the Company is party to finance facility agreements with its financiers to which the Company’s subsidiaries are guarantors. The extent to which an outflow of funds will be required is dependent on the risk of default under the finance facility agreement. The Directors do not expect default to occur. 40 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 19. SUBSIDIARIES The consolidated financial statements include the financial statements of Traffic Technologies Ltd and the subsidiaries listed in the following table. Principal Place of Business Principal Activity Ownership Held by 2023 % Interest the Group 2022 % 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 Name of Subsidiary Traffic Technologies Signal & Hardware Division Pty Ltd Traffic Technologies Traffic Management Division Pty Ltd De Neefe Pty Ltd Traffic Technologies Traffic Hire Pty Ltd Sunny Sign Company Pty Ltd Pro-Tech Traffic Management Pty Ltd KJ Aldridge Investments Pty Ltd Aldridge Traffic Group Pty Ltd Excelsior Diecasting Pty Limited Aldridge Traffic Systems Pty Ltd Aldridge Plastics Pty Ltd Australia Non-trading Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Non-trading Manufacture signs Non-trading Manufacture signs Non-trading Non-trading Non-trading Non-trading Manufacture signals, streetlights etc. Non-trading Quick Turn Circuits Pty Ltd Australia Manufacture controllers Traffic Technologies International Limited Hong Kong Telensa Pty Ltd Telensa Australia Pty Ltd L&M Traffic Services Pty Ltd Australia Australia Australia Non-trading Non-trading Non-trading Installation & maintenance 41 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 20. RELATED PARTY TRANSACTIONS Transactions with Shareholders First Samuel Limited (one of the Company’s lenders – see note 12) holds 36,947,085 ordinary shares in the Company. Transactions with Directors or Director-related entities Managing Director Mr. Liosatos and Chairman Mr. Hardgrave have provided unsecured loans of $100,000 each to the Company; the loans are repayable on 28 February 2025 and carry an interest rate of 13%. In addition, an entity associated with Mr. Con Liosatos has provided a short-term loan of $500,000 to the Company. After the on- charge of interest costs and bank charges, no profit has been made by the related party. Inventory was purchased from an entity associated with Mr. Liosatos amounting to $14,704 (2022: nil), with $14,704 included in trade payables at 30 June 2023 (2022: nil). 21. SUBSEQUENT EVENTS Subsequent to balance date there have been no significant events which have affected the operations of the Group. 22. AUDITOR’S REMUNERATION Amounts received or due and receivable by: Grant Thornton, for the audit of the financial report Consolidated 2023 $ Consolidated 2022 $ 108,500 99,000 42 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 23. KEY MANAGEMENT PERSONNEL DISCLOSURES a) Compensation of Key Management Personnel Details of the nature and amount of each element of the remuneration of key management personnel are disclosed in the Remuneration Report section of the Directors’ Report. Compensation by Category: Key Management Personnel Short-term employee benefits Post-employment benefits Other long-term benefits Total Consolidated 2023 $ Consolidated 2022 $ 982,119 74,249 18,382 1,074,750 942,857 68,934 15,873 1,027,664 b) Shares issued on exercise of remuneration options No shares have been issued to key management personnel as a result of the exercise of remuneration options. c) Option holdings of Key Management Personnel There were no share options outstanding at 30 June 2023 or at the date of this report (2022: nil). No shares have been issued to key management personnel as a result of the exercise of remuneration options. d) Loans to Key Management Personnel There were no loans to key management personnel. 43 Traffic Technologies Ltd and Controlled Entities Notes to the Consolidated Financial Statements For the year ended 30 June 2023 24. SEGMENT INFORMATION The Group has only one operating segment: Traffic Products. The Group’s chief operating decision maker (the Managing Director) reviews financial information on a consolidated basis and makes strategic decisions based on this consolidated information. Revenue from government agencies accounted for 21% of sales (2022: 26%). Revenue from the largest non- government customer accounted for 9% (2022: 6%) of sales. The Group operates predominately in Australia. Revenue by geographic location: Australia Overseas Total 25. PARENT ENTITY DISCLOSURES Current assets Total assets Current liabilities Total liabilities Issued capital Retained earnings Total shareholders’ equity Loss of the parent entity Total comprehensive income of the parent entity Guarantees entered into by the parent entity in relation to debts of its subsidiaries Consolidated Consolidated 2023 $’000 53,910 4,138 58,048 2022 $’000 48,674 5,076 53,750 2023 $’000 4,787 52,723 72,571 76,055 61,252 (84,584) (23,332) (3,141) (3,141) 9,740 2022 $’000 3,169 51,012 66,326 71,165 61,289 (81,442) (20,153) (3,598) (3,598) 6,907 44 Traffic Technologies Ltd Directors’ Declaration For the year ended 30 June 2023 DIRECTORS’ DECLARATION The Directors of the Company declare that: 1. The consolidated financial statements and notes of Traffic Technologies Ltd are in accordance with the Corporations Act 2001 and: a) comply with Australian Accounting Standards and the Corporations Regulations 2001; and b) give a true and fair view of the consolidated entity’s financial position as at 30 June 2023 and of its performance for the year ended on that date. 2. 3. 4. The Company has included in the notes to the financial statements an explicit and unreserved statement of compliance with International Financial Reporting Standards. In the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due and payable. The Directors have been given the declarations by the Managing Director and Chief Financial Officer required by section 295A of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the Directors by: On behalf of the Board Mark Hardgrave Chairman Melbourne 24 August 2023 45 ASX Additional Information As at 11 August 2023 Additional information required by the Australian Securities Exchange and not shown elsewhere in this report is as follows. The information is current as at 11 August 2023. a) Distribution of Shareholdings Ordinary Shares 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over Holdings less than a marketable parcel b) Twenty Largest Shareholders Name Number of Holders 157 30 39 549 499 1,274 530 Number of Shares 22,205 80,148 343,292 25,416,914 731,807,629 757,670,188 8,116,885 1 2 3 4 5 6 7 8 9 RSAM INVESTMENTS PTY LTD FIRST SAMUEL LTD ACN 086243567 DOLPHIN CORPORATE INVESTMENTS PTY LTD ANNLEW INVESTMENTS PTY LTD MR LAMBROU LIOSATOU* MR ROBERT SCOTT ANTHONY MINNEY MR PETER GEOFFREY HOLLICK + MS HELEN THERESE PATTINSON BROWNLOW PTY LTD BANNABY INVESTMENTS PTY LTD 10 LIOSATOS SUPERANNUATION PTY LTD * 11 GP MANAGEMENT P/L 12 MR MOHAMMED ABOU-EID 13 CLAPSY PTY LTD 14 MRS TRUDI MILNE 15 DOLPHIN CAPITAL PARTNERS PTY LTD 16 MORGRAE PTY LTD 17 BERKSHIRE NOMINEES PTY LTD 18 MR MORGAN LITTLEWOOD 19 HEDDERWICK PTY LTD 20 MR VINCENT GALANTE + MRS RUTH ELIZABETH LEAMING Total * Associated with Directors. 46 No. of Shares % Held 50,148,883 36,947,085 35,500,000 34,400,000 27,950,475 20,257,821 6.62% 4.88% 4.69% 4.54% 3.69% 2.67% 20,000,000 2.64% 17,722,499 17,606,063 17,362,162 16,174,890 15,500,000 14,848,359 12,500,000 12,000,000 11,500,000 11,064,003 8,006,343 6,569,139 6,446,356 2.34% 2.32% 2.29% 2.13% 2.05% 1.96% 1.65% 1.58% 1.52% 1.46% 1.06% 0.87% 0.85% 392,504,078 51.80% ASX Additional Information As at 11 August 2023 c) Substantial Shareholders (greater than 5%) Holder Name Mr. Robert Minney Mr. Con Liosatos d) Voting Rights All ordinary shares carry one vote per share without restriction. e) Ordinary shares subject to voluntary escrow restrictions None. Ordinary Shares Number 70,406,704 45,312,637 % 9.29 5.98 47 Grant Thornton Audit Pty Ltd Level 22 Tower 5 Collins Square 727 Collins Street Melbourne VIC 3008 GPO Box 4736 Melbourne VIC 3001 T +61 3 8320 2222 Independent Auditor’s Report To the Members of Traffic Technologies Limited Report on the audit of the financial report Opinion We have audited the financial report of Traffic Technologies Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2023, the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies, and the Directors’ declaration. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: a giving a true and fair view of the Group’s financial position as at 30 June 2023 and of its performance for the year ended on that date; and b complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. www.grantthornton.com.au ACN-130 913 594 Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389. ‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Limited is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards Legislation. 48 w Material uncertainty related to going concern We draw attention to Note 1(c) in the financial statements, which indicates that the Group has incurred a trading loss and continues to be reliant on external funding. As stated in Note 1(c), these events or conditions, along with other matters as set forth in Note 1(c), indicate that a material uncertainty exists that may cast doubt on the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In addition to the matter described in the Material uncertainty related to going concern section, we have determined the matters described below to be the key audit matters to be communicated in our report. Key audit matter How our audit addressed the key audit matter Impairment of goodwill and intangible assets (Note 9, 10) As at 30th June 2023, prior to the recorded provision for impairment, the Group carried goodwill at $1,144,000, capitalised development costs at $11,874,000, patents and trademarks at $38,900 and software costs at $83,400 at 30 June 2023. Management recorded a provision for impairment of intangible assets of $6,000,000 which comprises impairment of goodwill of $1,144,000, development costs of $4,855,000 and software costs of $1,000. AASB 136 Impairment of Assets prescribes Goodwill to be assessed for impairment annually by Management and, in addition, requires Management to perform annual impairment testing for intangible assets not yet available for use. Per AASB 136, management must allocate non- financial assets, including goodwill and other intangible assets, to CGUs for impairment testing. Management evaluates each CGU for impairment by comparing the carrying amount with the recoverable amount. The recoverable amount is determined by the higher value of its fair value less costs of disposal and its value-in-use. The Group determined the recoverable amount using a discounted cash flow model (value-in-use). This method involves making significant estimates and judgements, including forecasting future cash flows. This area is a key audit matter due to the significant balance carried by the Group and the complexity, subjectivity, and estimation uncertainty involved in estimating the recoverable amount. Our procedures included, amongst others: • Understanding and documenting Management’s process and controls related to the assessment of impairment, including Management’s identification of CGUs and the calculation of the recoverable amount for each CGU; • Evaluating the value-in-use models against the requirements of AASB 136; • Evaluate Management’s assessment of impairment indicators for intangible assets previously capitalised; • Evaluating Management’s value-in-use models by: − Testing the mathematical accuracy of the calculations; − Challenging the appropriateness of Management’s revenue and cost forecasts including comparing the forecast cash flows to historical growth rates achieved; − − Assessing management’s estimates and judgements for growth rates applied; and Assessing the appropriateness of discount rates applied to forecasted future cash flows. • Performing sensitivity analysis on the significant inputs and assumptions within the models; and • Comparing the recorded impairment provision to the model and evaluating if it is reasonable; • Assessing the adequacy of financial statement disclosures • Assessing the appropriateness of discount rates applied to forecasted future cash flows. We have tested that the discount rate used is within the range advised by our Corporate Finance expert for this group, adjusted for movements in the cash rate during the year. 49 Grant Thornton Audit Pty Ltd Capitalised development costs (Note 10) The Group capitalises costs directly attributable to traffic product development in accordance with AASB 138 Intangible Assets. Development costs are directly attributable to the development of new products are capitalised and presented as intangible assets on the consolidated statement of financial position. The carrying development costs as at 30 June 2023 amounts to $11,874,000. Judgement is required in determining whether the costs meet the capitalisation criteria under AASB 138 Intangible Assets. The measurement of capitalised development costs by the Group is based on the time and overhead costs associated with individuals employed by the Group for the specific purpose of developing new products. Capitalised development costs are amortised over a useful life of five years. Product development is core to the Group’s operations, and it is a key asset on the Group’s consolidated statement of financial position. Given the subjectivity and judgement applied by the Group to meet the requirements of AASB 138 with respect to capitalisable expenditure, we determined this area a key audit matter. Our procedures included, amongst others: • Obtaining an understanding of internal processes and controls, including reviewing Management’s capitalisation policy for compliance with AASB 138; • Testing a sample of costs capitalised in the year and vouching to supporting documentation against the criteria of AASB 138; • Evaluating the Group’s position that the underlying assets are in the development phase, are technically feasible, will generate probable future economic benefits, and the ability to bring the asset to completion for use or sale, amongst other requirements of AASB 138; • Inquiring of Management to understand the nature and status of key projects; • Assessing Management’s useful economic life determination, including amortisation charge for consistency with accounting policies adopted; and • Assessing the adequacy of financial statement disclosures. Information other than the financial report and auditor’s report thereon The Directors are responsible for the other information. The other information comprises the information included in the Group’s annual report for the year ended 30 June 2023, but does not include the financial report and our auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the Directors for the financial report The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the Directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the Directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. 50 Grant Thornton Audit Pty Ltd Auditor’s responsibilities for the audit of the financial report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar1_2020.pdf.This description forms part of our auditor’s report. Report on the remuneration report Opinion on the remuneration report We have audited the Remuneration Report included in pages 10 to 12 of the Directors’ report for the year ended 30 June 2023. In our opinion, the Remuneration Report of Traffic Technologies Limited, for the year ended 30 June 2023 complies with section 300A of the Corporations Act 2001. Responsibilities The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Grant Thornton Audit Pty Ltd Chartered Accountants Michael Climpson Partner Melbourne, 24 August 2023 51 Grant Thornton Audit Pty Ltd Traffic Technologies Ltd 31 Brisbane Street Eltham 3095 Victoria, Australia * Applicable Sites P: +61 3 9430 0222 F: +61 3 9430 0244 E: tt@trafficltd.com.au trafficltd.com.au

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