Interim Report
UNAUDITED INTERIM FINANCIAL STATEMENTS
FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2016
The Directors of Lateral Corporation Limited (the
Company) and its subsidiary (the Group) are pleased
to report its financial results for the six months ended
30 September 2016.
Financial Results
Revenue for the six months ended 30 September
2016 was 59.7% less than the first six months of the
previous year. A reduction in sales activity during the
second half of the previous year, whilst the business
focused on refining its products and raising additional
capital, resulted in the customer base declining.
Capital constraints during most of the current period
limited the company’s ability to market its products
and increase customer numbers.
The net loss attributable to security holders improved
by 68.1% compared to the first six months of the
previous year. The net loss of $174,000 for the period
is after recognising an accounting gain of $451,000
from the write-off of loans received from related
parties. This was part of the recapitalisation of the
company agreed at the annual meeting in September
2016.
Subsequent Rapid Growth
Since The Company agreed its recapitalisation program
in September, it has raised an additional $415,000
from a share purchase plan. The subscriber base has
increased from approximately 1,000 customers at the
beginning of the financial year to more than 6,000 in
January 2017.
Recurring Revenue Strategy
Lateral was an early adopter in the current trend of
building recurring revenue with digital products.
ACMR (Annualised Committed Monthly Revenue)
is an accepted metric for the growth of subscription
businesses. Lateral recently announced that its ACMR
had increased by 800% between July and December
2016.
Dear Shareholders
Future Growth Strategy
The continued strategy is to focus investment into
smart low-risk subscriber acquisition programmes
while running an effective lean operation and
minimising operational costs.
Lateral has built an e-commerce business based
on sale of digital products and services charged
directly to the customer’s mobile phone account, a
process known as Direct Carrier Billing (DCB). Lateral
considers its DCB based e-commerce platform to be
world leading. Lateral expects the Viaduct platform
to become an enabler for third party marketing,
distribution and payment of digital content, services
and applications, using DCB as the payment method.
Lateral has the ability to build a global business and
is undertaking plans to ensure that rapid growth
continues. Lateral recently announced the signing of a
term sheet with Golden Tower NZ Limited. If approved
by shareholders and regulators this agreement will
further fund Lateral’s expansion plans.
While growth continues in Australia and the UK, Lateral
also sees opportunities in Europe, Asia and South
America. As DCB becomes adopted in green field
markets like USA, Canada and New Zealand, Lateral
intends to move quickly to capture an early mover
advantage.
On behalf of the Directors, Management and Staff of
Lateral Corporation the Company extends its thanks to
the shareholders for their support of the company.
Lateral’s mission is to aggressively grow the company,
build a sustainable business and provide strong returns
for its shareholders.
Roger Grice, CEO
Unaudited Interim Financial Statements 2016 2
Unaudited Interim Financial Statements 2016 3
Unaudited Interim
Financial Statements
FOR THE YEAR ENDED 30 SEPTEMBER 2016
Group Interim Statement of Comprehensive Income
4
Group Statement of Financial Position
5
Group Interim Statement of Changes in Equity
6
Group Interim Statement of Cash Flows
7
Notes to the Financial Statements
8
Business Directory
12
Unaudited Interim Financial Statements 2016 4
UNAUDITED
SIX MONTHS
SEP 16
UNAUDITED
SIX MONTHS
SEP 15
AUDITED
YEAR MAR 16
$$$
Continuing operations
Operating revenue 71,560 177,418 408,977
Cost of sales (145,095) (108,476) (226,468)
Gross profit (73,535) 68,942 182,509
Other income 370 937 937
Administrative expenses (510,578) (597,381) (925,624)
Loss before interest, tax, depreciation, amortisation and other items (583,743) (527,502) (742,178)
Depreciation and amortisation (393) (597) (114,990)
Finance costs (40,768) (16,968) (42,280)
Gain from write off on loans from related parties 450,926 ––
Loss before income tax (173,978) (545,067) (899,448)
Income tax expense–––
Net loss for the period (173,978) (545,067) (899,448)
Other comprehensive income–––
Total comprehensive loss for the period, net of tax (173,978) (545,067) (899,448)
Loss for the period attributable to:
Equity holders of the parent
(173,978)
(545,067) (899,448)
Comprehensive loss for the period attributable to:
Equity holders of the parent (173,978) (545,067) (899,448)
Earnings per share:
Basic earnings/(loss) per share from continuing operations (0.01) (0.03) (0.04)
Diluted earnings/(loss) per share from continuing operations (0.01) (0.03) (0.03)
FOR THE PERIOD ENDED 30 SEPTEMBER 2016
Group Interim Statement of Comprehensive Income
Group Interim Statement of Comprehensive Income
This statement should be read in conjunction with the accompanying notes and
the annual financial statements for the year ended 31 March 2016.
Unaudited Interim Financial Statements 2016 5
UNAUDITED
SIX MONTHS
SEPT 16
AUDITED YEAR
MAR 16
$$
Assets
Current assets
Cash and cash equivalents 79,619 372
Trade and other receivables 61,395 59,033
Prepayments 104,575 3,797
Income tax receivable 1,763 1,763
247,352 64,965
Non-current assets
Property, plant and equipment 2,607 3,000
Intangible assets 5,474 5,474
8,081 8,474
Total assets 255,433 73,439
Equity and liabilities
Equity
Issued capital 2,036,234 1,090,400
(Accumulated loss)/ Retained earnings (2,425,262) (2,251,284)
Equity reserves (97,237) (97,237)
Mandatory convertible notes - 190,816
Total equity (486,265) (1,067,305)
Current liabilities
Bank overdraft - 15,061
Trade and other payables 130,645 393,934
Related party trade and other payables - 253,663
Loans from related parties - 478,086
130,645 1,140,744
Non-current liabilities
Loans from related parties211,053 –
Borrowings400,000–
611,053 –
Total liabilities741,6981,140,744
Total equity and liabilities255,43373,439
Statement of Financial Position
AS AT 30 SEPTEMBER 2016
Group Statement Of Financial Position
Director 31 January 2017Director 31 January 2017
This statement should be read in conjunction with the accompanying notes and
the annual financial statements for the year ended 31 March 2016.
For and on behalf of the Board of Directors, dated 31 January 2017
Unaudited Interim Financial Statements 2016 6
ISSUED
CAPITAL
MANDATORY
CONVERTIBLE
NOTES
PRE-
ACQUISITION
LOSSES
ACCUMULATED
LOSS
TOTAL
EQUITY
$$$$$
As at 1 April 2015 (Restated) 1,085,317 – (97,237) (1,351,836) (363,756)
Profit/(Loss) for the period–– (545,067) (545,067)
Other comprehensive income– – ––
Total comprehensive income/(loss)––– (545,067) (545,067)
Issue of share capital 6,100 –– – 6,100
Issue of mandatory convertible notes– 120,500– – 120,500
Unaudited balance for the period
ended 30 September 2015
1,091,417 120,500 (97,237) (1,896,903) (782,223)
As at 1 October 2015 1,091,417
120,500
(97,237) (1,896,903) (782,223)
Profit/(Loss) for the period––– (354,381) (354,381)
Other comprehensive income––––
Total comprehensive income/(loss)–– (354,381) (354,381)
Issue of share capital––––
Issue of mandatory convertible notes - 70,316 –– 70,316
Transaction costs (1,017) - –– (1,017)
Audited balance for the period
ended 31 March 2016
1,090,400
190,816
(97,237) (2,251,284) (1,067,305)
As at 1 April 2016 1,090,400 190,816 190,816 (2,251,284) (1,067,305)
Profit/(Loss) for the period––– (173,978)(173,978)
Other comprehensive income–––––
Total comprehensive income/(loss)––– (173,978) (173,978)
Issue of share capital 566,390 – – – 566,390
Issued to related parties for financing charges 74,148 – – – 74,148
Issued to related parties for settlement of loans 120,968 – – – 120,968
Issued for interest on convertible notes 9,106 – – – 9,106
Conversion of mandatory convertible notes 190,816 (190,816) – – –
Transaction costs (15,594) – – – (15,594)
Unaudited balance for the period
ended 30 September 2016
2,036,234
–
(97,237) (2,425,262) (486,265)
Statement of Changes In Equity
FOR THE PERIOD ENDED 30 SEPTEMBER 2016
Group Interim Statement of Changes In Equity
This statement should be read in conjunction with the accompanying notes and
the annual financial statements for the year ended 31 March 2016.
Unaudited Interim Financial Statements 2016 7
Statement of Cash Flows
FOR THE PERIOD ENDED 30 SEPTEMBER 2016
Group Interim Statement of Cash Flows
UNAUDITED
SIX MONTHS
SEP 16
UNAUDITED
SIX MONTHS
SEP 15
AUDITED
YEAR MAR 16
$$$
Operating activities
Receipts from customers 41,319 213,275 451,973
Interest received 44 44 –
Payments to suppliers (781,765) (297,014) (533,243)
Payments to employees (120,090) (229,830) (318,267)
Interest paid (19,069) (785) (34,021)
Income tax paid/(received) – (3) 33
Net cash flows from operating activities (879,561) (314,313) (433,525)
Investing activities
Purchase of property, plant and equipment
–
(430) (430)
Purchase of intangible assets
–
(4,460) (4,460)
Net cash flows from investing activities– (4,890) (4,890)
Financing activities
Issue of share capital 550,796 6,100 5,083
Borrowings 400,000 – 30,714
Borrowings from related parties 23,073 – –
Issue of convertible notes – 120,500 190,816
Net cash flows from financing activities 973,869 126,600 226,613
Net increase in cash and cash equivalents 94,308 (192,603) (211,802)
Cash and cash equivalents at beginning of period (14,689) 197,113 197,113
Cash and cash equivalents at end of period 79,619 4,510 (14,689)
This statement should be read in conjunction with the accompanying notes and
the annual financial statements for the year ended 31 March 2016.
Unaudited Interim Financial Statements 2016 8
Notes to the Financial Statements
Notes to the Financial Statements
Reporting Entity
Lateral Corporation Limited (“the Company”, or “LAT”) is a company incorporated in New Zealand on 10 December 2013, registered
under the Companies Act 1993 and listed on the NZX Alternative Market.
The unaudited interim financial statements of the Company for the six months ended 30 September 2016 comprise the consolidated
financial statements of the Parent and its subsidiary (together referred to as the “Group”). The financial statements of the Group have
been prepared in accordance with the Financial Reporting Act 2013.
The Company is a developer and distributer of premium digital products and services that enable commercialisation of the mobile and
fixed web using various payment methods.
Statement of compliance
These unaudited condensed consolidated financial statements have been prepared in accordance with New Zealand generally
accepted accounting practice (NZ GAAP), the requirements of the Companies Act 1993 and the Financial Reporting Act 2013.
The financial statements are condensed in accordance with NZ IAS 34 Interim Financial Reporting and comply with New Zealand
Equivalents to the International Financial Reporting Standards (NZ IFRS). These interim financial statements do not include all of
the notes of the type normally included in an annual financial report. Accordingly, the interim financial statements should be read in
conjunction with the Group Annual Report for the year ended 31 March 2016.
The Company is designated as a profit-oriented entity and an issuer for the purposes of the Financial Reporting Act 2013.
The same accounting policies, presentation and methods of computation have been followed in these condensed financial statements
as were applied in the audited financial statements of the Group for the period ended 31 March 2016.
There have been no material changes in the nature of operating segments since 31 March 2016.
There have been no material changes in the management of risk or in any risk management policies in the current period.
There have been no changes in the estimated useful life of key items of plant and equipment.
There have been no changes in the estimated recoverable amount or estimated useful life of intangibles.
2. Segment Information
3. Financial Risk Management
4. Property, Plant and Equipment
5. Intangible Assets
1. Statement Of Accounting Policies
Unaudited Interim Financial Statements 2016 9
Notes to the Financial Statements
Notes to the Financial Statements
TribalGlu Limited is a company owned by Robert McAuley and Roger Grice. During the period to 30 September 2016 TribalGlu
provided management services to Lateral Corporation Limited of $76,304 of which $19,900 was accrued prior to completion of the
transactions under note 6(a).
During the period, Dene Biddlecombe made payments of $19,629 on behalf of the Company, repaid subsequent to 30 September 2016.
Directors suspended directors’ fees for the three months to 30 June 2016. The total directors’ fees for the six months was $19,925.
During the period, prior to the transactions under note 6(a), interest of $8,722 was accrued on the shareholder loan from Roger Grice
and $8,070 was accrued on the loan from Robert McAuley.
The following related party transactions were completed in accordance with the resolutions passed at the company’s general meeting
on 16 September 2016:
(a) Transactions related to borrowings and accrued fees owing to directors and shareholders
Roger Grice forgave loans of $217,007, received shares to the value of $54,205 and converted $90,466 of the total value due
to him to a two year interest free loan.
Robert McAuley forgave loans of $166,168, received shares to the value of $43,259 and converted $62,229 of the total value
due to him to a two year interest free loan.
Dene Biddlecombe forgave loans of $35,000, received shares to the value of $8,550 and converted $14,783 of the total values
due to him to a two year interest free loan.
Joseph van Wijk forgave loans of $15,250, received shares to the value of $6,304 and converted $6,304 of the total values due
to him to a two year interest free loan.
Joe McLeod forgave loans of $17,500, received shares to the value of $4,425 and converted $7,242 of the total values due to
him to a two year interest free loan.
(b) FE Investments Limited Loan
John Philpott, a shareholder, sourced and negotiated the FE Investments Limited Loan Facility on behalf of the Company
(Note 8). For providing those services John Philpott received $20,000 through the issue of 666,666 shares to John Philpott
(and his associated persons) at $0.03 per share
A one-off guarantee fee of 9% per annum was payable to the personal guarantors in proportion to the amount each are
personally liable for under the guarantee provided to FE Investments. The guarantee fee was satisfied by the issue of shares in
the Company to the guarantors at an issue price of $0.03 per share.
6. Related Party Transactions
GUARANTORS
AMOUNTS PERSONALLY
GUARANTEED UNDER
THE FEI LOAN FACILITY
GUARANTEE FEE
(9% per annum for a
term of 18 months)
GUARANTEE FEE
SHARES
Roger Grice$100,000.00$13,536.99451,2333
Dene Biddlecombe$150,000.00$20,305.48676,849
John Philpott$75,000.00$10,152.74338,425
Russell Maloney$75,000.00$10,152.74338,425
Total$400,000.00$54,147.951,804,932
The Convertible Notes were converted to ordinary shares at an issue price of $0.102 per share on 8 July 2016. The issue price was
determined at 15% below the Volume Weighted Average Price (VWAP). Interest on the convertible notes was payable quarterly in
arrears at an interest rate of 10% p.a.
7. Mandatory Convertible Notes
Unaudited Interim Financial Statements 2016 10
Notes to the Financial Statements
Notes to the Financial Statements
FE Investments Limited (FEI) advanced a loan of $400,000 to the Company on 11 July 2016. An interest rate of 12.75% p.a. applies
and the loan is repayable on 31 December 2017. The loan is secured by a general security deed (GSD) over Lateral Corporation and
personal guarantees provided by Dene Biddlecombe, Roger Grice, John Philpott and Russ Maloney. If the personal guarantees are
called upon by FEI, the Company will owe such amounts paid to FEI to the personal guarantors. In these circumstances FEI has agreed
to assign the GSD to the guarantors.
The financial report has been prepared on a going concern basis. The company will continue to require additional funds for its ongoing
expansion programme. The directors expect to hold sufficient funds to ensure that financial obligations can continue to be met as they
fall due for longer than 12 months. In the event that the funds raised are less than the amount required, the company may be unable to
realise its assets and discharge its liabilities in the normal course of business.
These interim financial statements are not required to be audited.
Subsequent to 30 September 2016, the company received $414,633 for the issue of 8,292,673 shares on 11 November 2016 under a
share purchase plan.
The Company received a short term loan advance of $50,000 from Dene Biddlecombe on 11 January 2017 to assist with short term
cash flow needs. The loan is repayable on 31 April 2017 and interest of 20% p.a. applies.
Transaction with Golden Tower NZ Limited
The company has signed a conditional term sheet with Golden Tower NZ Limited (GTNZ) where the business of Lateral Corporation is
spun into Lateral Profiles Limited (Lateral Profiles) (a wholly owned subsidiary of the Company) and GTNZ acquires a 90% shareholding
in LAT (together, the Transaction).
Principal Terms of the Transaction are that GTNZ will acquire a 90% shareholding in LAT by subscribing for 463,405,050 new shares for
consideration of approximately NZ$3.2 million (in aggregate). The consideration comprises approximately NZ$1.6 million cash and a
commercial property valued at NZ$1.6 million.
As part of the Transaction all of the existing assets and debts in LAT will be transferred to Lateral Profiles including approximately
NZ$600,000 of the cash invested in LAT by GTNZ.
LAT will also distribute all of its Lateral Profiles shares to the current shareholders of LAT in proportion to their current shareholding
in LAT (i.e. the shareholders of LAT prior to the Transaction taking place). Accordingly the current LAT business will effectively be
privatised and secure additional working capital without shareholders facing any material dilution. At the same time LAT shareholders
will have a continuing shareholding interest in GTNZ’s property and future property initiatives.
The Transaction is conditional upon LAT obtaining all shareholder approvals and such other consents and approvals that may be
required to undertake the Transaction, including but not limited to those approvals that may be required in accordance with the
Companies Act 1993, under the Takeovers Code, and the NZAX Listing Rules.
The Transaction is also conditional upon LAT’s due diligence on GTNZ and the commercial property valuation (which makes up part of
the consideration for the new shares in LAT).
A Notice of Special Meeting to approve the Transaction, and all other required documentation will be circulated to LAT shareholders in
due course.
8. Borrowings
9. Going Concern
11. Audit
10. Significant Events after Balance Date
Unaudited Interim Financial Statements 2016 11
Company number: 4844319
Directors: Dene Biddlecombe, Chairman
Joseph van Wijk
Robert McAuley
Registered office: Level 2, 5 Balm Street
Newmarket
Auckland
Share Registrar: Link Market Services
Level 7, Zurich House
21 Queen Street
Auckland 1010
Bankers: Westpac Bank Limited
Solicitors: Duncan Cotterill
Wellington
Auditors: Grant Thornton
Auckland
Business Directory
Level 1, 5 Balm Street, Newmarket, Auckland 1023, New Zealand
PO Box 109437, Auckland 1149, New Zealand
PHONE
+
64 9 522 3334
FAX
+
64 9 522 0064
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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