AoFrio Limited/Announcement
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2018 interim financial statements and funding update

Half Year Results29 August 2018AOFFinancials

® is aregistered Trade Mark of Wellington Drive Technologies Ltd in New Zealand
Wellington Drive Technologies LtdWT9079

21 Arrenway Drive, Rosedale, North Shore City 0632, New Zealand

PO Box 302-533, North Harbour, North Shore City 0751, New Zealand

Telephone:+64 9 477 0415 Facsimile: +64 9 479 5540

Email:info@wdtl.comWebsite:www.wdtl.comPage1of3

29August 2018

Market Announcement

For Immediate Release

2018interimfinancialstatementsand fundingupdate

Wellington Drive Technologies (WDT), a leading provider of Internet of Things (“IoT”) solutions and energy

efficient motors to the retail food and beverage industry,todayreleased itsunauditedfinancial statements for the

six months ended 30 June 2018.The financial statements are consistent with the market announcement dated15

August 2018.

Funding Update

The company hasreceived an offerfora $2.5 million loan, repayable in September 2019, which it is in the process

of documenting.Meta Capital hasalsooffered to extend the repayment date of its loaninto 2019. With these

new facilities in place the company is well positionedtorepay existing debtdueMarch2019,managechangesin

customer payment termsandlocally-heldcustomerinventory,andtocommenceinvestmentinnewIoT projects.

Highlights for the first half 2018 include:

Significant revenue growth

New Zealand dollar revenue for the first half was $28.0million, an 18% increase compared to the same period

last year.This compared to previous guidance of around 10%.Revenue in the second quarter was $16.3 million,

compared to $11.1 million for the same quarter in 2017, a 47% increase.Second quarter revenue was the largest

single quarter revenue in the company’s history.

Wellington’s US$ revenue for the Americas region grew by 28% due to strong sales of ECR2 motors andthe SCS

Connect IoT platform.Asia-Pacific revenue was flat year-on-year asregionalcustomers moved more slowly than

expected towards IoT adoption and brands reduced their cooler placements.EMEA region US$ revenue was

down 12%, driven by lower volumes from bottle cooler customers in markets impacted by macro-economic

difficulties, such as Turkey and Southern Europe.The Company also decided nottocompete where bottle-cooler

motor price pressure became excessive.EMEA did, however, see significant growth in its supermarket display

customer base as ECR2 motor US$ revenues increased by 83% over the comparable period in 2017.

Revenue growth continues to be driven by IoT and ECR2 motor product sales.In first quarter 2018,motors

represented 66% of the company’s US$ revenue while IoT solutions were 29%.In second quarter,motors were

64% of the company’s total US$ revenue while IoT solutions were 32%.

Wellington is continuing to diversify beyond its historic reliance on the bottle cooler EC motor market. SCS

Connect hardware sales were 45% higher than for the comparable period in 2017. SCS Data revenues continued

to grow with US$0.7 million invoiced in the half, an 88% increase versus 2017.The ECR2 motor unit sales were

46% higher and they now surpass ECR01 motor volumes, which while lower than ECR2, did increase by 12%.

Sales to the company’s two largest supermarket and food service refrigeration customers continued to grow-they

togethercontributed 31% of total ECR2 motor sales.

Gross margin

Gross Margin at 25% was consistent with the 25% recorded in first half 2017.The company came under price

pressure in its EC motor business towards the end of 2017 and generally responded to remaincompetitive.

Additional one-time costs of $0.2million, a 0.9% impact on gross margin, were incurred to successfully manage

® is a registered Trade Mark ofWellington Drive Technologies Ltd in New Zealand
Wellington Drive Technologies LtdWT9079

Email:info@wdtl.comWebsite:www.wdtl.comPage2of3

the global electronic component shortage situation. These incremental spot buying costs ensured alternate

components were secured and that all customer demand in the period was met.Component shortages are easing

somewhat but are expected to continue well into 2019.

Operating Costs

Operating costs for the period amounted to $5.9 million, or 21% ofrevenue, compared to $5.1m and 21% of

revenue last year.Operating spending increased as the company continued to invest in the skills and infrastructure

required to support a broadening product range and diversifying customer base.This has required additional

personnel in areas such as customer management, marketing and software development.Profitability wasalso

affected by capitalisation ofdevelopment time reducing by $0.4 million as some development engineers were

redeployed to modifying existingproducts to resolve component shortage issues rather than development of future

products.

Profit Improvement

EBITDA

1

for the first half improved to $1.1 million compared to $1.0 million for the same period in 2017. This

result was in line with previousEBITDA

1

guidance of around $1 million.EBIT improved to $0.3 million

compared to $0.2 million in 2017. The company made a net loss of $0.2 million for the half, an improvement on

the $0.5 million loss for the same period last year.The improvement in netloss is higher than the relative

EBITDA

1

improvement due to the cessation of preference share interest costs in May 2017.

Working Capital

The company generated cash in the first half.Cash at 30 June 2018 was $2.6 million compared to $1.6 million at

31December 2017.Net debt at 30 June was $0.6 million versus net debt of $1.0 million at December 2017.

Operating cash flows for the six months amounted to $1.8 million,up from$0.3 million for the corresponding

period in 2017. Netoperating and investing cash flowsamountedto $0.5millionfor the six months, a $1.4 million

improvement.

Inventory management continued to be a highlight with 7.6 inventory turns achieved in the six months, compared

to 4.6 turns for the same period last year.However, several customers have recently mandated higher levels of

locally held inventory to support shorter lead-times and increased product mix, which will increase Wellington’s

stock levels during the second half of the year.In the second quarter, one of the company’slargercustomers

decided to extend payment terms for all its suppliers, as a result of beverage brands extending their terms.This

extended payment cycle is expected to continue for the foreseeable future.

The US$0.6m loan from Meta Capital Limitedwas repaid on 31 May 2018. A new loan for US$0.6m from Meta

Capital was advanced on 29 June 2018 to partially fund the iProximity acquisition settlement and support extended

terms with selected customers.

Acquisition of iProximity

The acquisition of iProximity, an Australian-based digital marketing company, was completed on 2 July 2018.

Several field trials are underway usingiProximity’s solutions, including working with large global food brands to

deliver proximity based information to retailers and shoppers.Wellington’s SCS Connect is being integrated with

the iProximity digital marketing toolset to manage fleets of beacons installed in customer coolers, deliver asset

management tools to food and beverage brands and supermarkets and deliver product promotionsto consumers.

Customer wins

The company added its first dairy products customer to the portfolio, withdeliveries of theSCS Connect IoT

platform startingin the first quarter.This customer is expected to have reached US$1 million of revenue by early

2019 and is an indicator of how Wellington’s IoT solutions are being used beyond carbonated soft drink brands.

The dairy sector is an important target market for the company’s IoT platform.This platformwill help improve

management of in-store dairy coolers and also facilitate improved management of food quality and loss for the

industry.

2018 guidance

As noted in WDT’s announcement of 15 August,revenuefor the second half of 2018 is expected to be consistent

with the first half, with EBITDA

1

around $1 millionand full yearguidance of EBITDA

1

between $2 to 4 million

® is a registered Trade Mark ofWellington Drive Technologies Ltd in New Zealand
Wellington Drive Technologies LtdWT9079

Email:info@wdtl.comWebsite:www.wdtl.comPage3of3

wasnarrowed tobetween$2 to $3 million,withthe achievement of a net profitremaininga target.Wellington

should generateapositive operating cash flow in FY2018.

About Wellington Drive Technologies

Wellington is a leading global provider of IoT solutions, cloud-based fleet management platforms, energy-

efficient electronic motors and connected refrigeration control solutions for the retail food and beverage markets.

Through its iProximity brand in Australia it provides proximity-based marketing for Smart Cities.Wellington’s

SCS Connect IoT products, iProximity digital marketing solutions, and ECR motors serve some of the world’s

leading food and beverage brands and refrigerator manufacturers with advanced products and solutions that

improve product sales, reduce operating costs and reduce energy consumption.Wellington is headquartered in

Auckland, New Zealand, and is listed on the New Zealand stock exchange under the ticker symbol NZ:WDT

Notes

All amounts are stated in New Zealand dollars unless otherwise stated.

Note 1-EBITDA is Earnings before Interest, Taxation, Depreciation, Amortisation and Impairment. Wellington

has always reported the EBITDA result because this is the profit performance measure that avoids the distortions

caused by differences in amortisation and impairment policies.

For further information, please visitwww.wdtl.com.

Contact:

Greg AllenHoward Milliner

Chief Executive OfficerChief Financial Officer

Phone +64 27-777-9025+64 27-587-0455

---

1.
ConsolidatedInterimStatement of Comprehensive

Income

Six months ended

Unaudited

Year ended

Audited

30 Jun 201830 Jun 201731 Dec 2017

Note$000s$000s$000s

Revenue

2.1,2.2

28,04223,77543,308

Cost ofgoods sold(21,127)(17,865)(32,967)

Gross profit6,9155,91010,341

Other income

2.3

108151251

Operating expenses

2.4

(5,928)(5,060)(10,054)

Earnings before interest, taxation,

depreciation,amortisationand impairment

1,0951,001538

Depreciation

3.5

(153)(142)(301)

Amortisation

3.6

(673)(654)(1,245)

Impairment

3.6

-(24)-

Earningsbefore interestandtaxation269181(1,008)

Finance income

4.2

2545

Finance expenses

4.2

(364)(700)(934)

Loss before income tax(93)(514)(1,897)

Income tax expense(88)(8)(83)

Loss for the period

(181)(522)(1,980)

Other comprehensive income:

Items that may be reclassified subsequently

to the profit or loss:

Exchange differences ontranslating operations

262(268)(121)

Cash flow hedge

(18)9215

Income tax relating to comprehensive income

---

Other comprehensive income/(loss)for the

period

244(176)(106)

Total comprehensivegain (loss)for the period

$63($698)($2,086)

Loss for the period attributable to the

Owners of the Company

($181)($522)($1,980)

Total comprehensivegain (loss)attributable

to the Owners of the Company

$63($698)($2,086)

Basic earnings per share–cents

2.5

(0.07)(0.20)(0.77)

Diluted earnings per share–cents

2.5

(0.07)(0.20)(0.77)

The aboveConsolidatedInterimStatementof Comprehensive Incomeshould be read in conjunction with the

accompanying notes.

2.
ConsolidatedInterimStatement ofMovementsin Equity

ShareAccumulatedOtherTotal

capitallossesreservesequity

Note$000s$000s$000s$000s

Unaudited for the six months ended 30 June 2018

Equity at beginning of period123,608(114,106)(2,367)7,135

Adjustment arising on adoption of NZ

IFRS 15

-(19)-(19)

Comprehensiveincome:

Loss for period

-(181)-(181)

Other comprehensive income:

Exchange differences on translation

operations

--262262

Cash flow hedge

--(18)(18)

Income tax relating to other

comprehensive income

----

Total comprehensive income-(181)24463

Share option compensation expensed--88

Contributions of equitynet of costs

4.3

----

Equity at end of period$123,608($114,306)($2,115)$7,187

Unaudited for the six months ended 30 June 2017

Equity at beginning of period117,192(112,126)(2,317)2,749

Comprehensiveincome:

Loss for period

-(522)-(522)

Other comprehensive income:

Exchange differences on translation

operations

--(268)(268)

Cash flow hedge--9292

Income tax relating to other

comprehensive income

----

Total comprehensive income-(522)(176)(698)

Share option compensation expensed--4747

Contributions of equitynet of costs

4.3

6,416--6,416

Equity at end of period$123,608($112,648)($2,446)$8,514

3.
Consolidated Interim Statement of Movements in Equity-continued

ShareAccumulatedOtherTotal

capitallossesreservesequity

Note$000s$000s$000s$000s

Audited for year ended 31 December 2017

Equity at beginning ofperiod117,192(112,126)(2,317)2,749

Comprehensiveincome:

Loss for period

-(1,980)-(1,980)

Other comprehensive income:

Exchange differences on translation

operations

--(121)(121)

Cash flow hedge--1515

Income tax relating toother

comprehensive income

----

Total comprehensive income-(1,980)(106)(2,086)

Share option compensation expensed--5656

Contributions of equity net of costs6,416--6,416

Equity at end of period$123,608($114,106)($2,367)$7,135

The aboveConsolidatedInterimStatement ofMovementsin Equity should be read in conjunction with the

accompanying notes.

4.
ConsolidatedInterimStatement of Financial Position

UnauditedAudited

30 Jun 201830 Jun 201731 Dec 2017

Note$000s$000s$000s

Current Assets

Cash and cash equivalents2,5891,1571,563

Trade and other receivables

3.1

17,82211,45011,690

Derivative financial instruments-576

Inventories

3.2

3,4864,1333,025

Total current assets23,89716,79716,284

Non-Current Assets

Plant andequipment

3.5

1,228918948

Intangible assets

3.6

7,3376,0766,931

Investments

3.7

175--

Totalnon-currentassets8,7406,9947,879

Total assets32,63723,79124,163

Current Liabilities

Trade andother payables

3.3

19,47212,42612,703

Deferred income

2.2

1,426446526

Provisions

3.4

423316377

Borrowings–current portion

4.1

2,98026591

Derivative financial instruments125--

Total current liabilities24,42613,21414,197

Non-CurrentLiabilities

Borrowings

4.1

1771,5212,007

Deferred income

2.2

847542824

Total non-current liabilities1,0242,0632,831

Total liabilities25,45015,27717,028

Net assets$7,187$8,514$7,135

Equity

Contributed equity

4.3

123,608123,608123,608

Accumulated losses(114,306)(112,648)(114,106)

Other reserves(2,115)(2,446)(2,367)

Total equity$7,187$8,514$7,135

The aboveConsolidatedInterimStatement of Financial Position should be read in conjunction with the

accompanying notes.

5.
Consolidated InterimCash FlowStatement

Six months ended

Unaudited

Year ended

Audited

30 Jun 201830 Jun 201731 Dec 2017

Note$000s$000s$000s

Cash flows fromoperating activities

Receipts from customers exclusive of

GST/VAT

23,31322,36141,406

Payments to suppliers and employees

exclusive of GST/VAT

(21,134)(21,540)(40,605)

Interest received2545

Interest paid(290)(288)(522)

Taxation(paid)/ received(101)23(24)

Net GST/VATreceived / (paid)4(250)957

Net cash inflowfrom operating activities1,7943111,257

Cash flows from investing activities

Payments for plantandequipment(374)(108)(260)

Payments for intangibleassets(725)(1,134)(2,358)

Payment–deposit for iProximity acquisition(163)--

Proceeds from sale of plantandequipment-4-

Net cash outflow from investing activities(1,262)(1,238)(2,618)

Cash flows from financing activities

Cashproceeds from share issues, net of

issue costs

-(12)(13)

New loan drawdowns

4.1

1,143-1,083

Loan repayments

4.1

(848)--

Finance lease borrowing251--

Finance lease repayments(20)(14)(25)

Net cash inflow from financing activities526(26)1,045

Netincrease / (decrease)in cash and cash

equivalents

1,058(953)(316)

Cash and cash equivalents at the beginning of

the financial period

1,5632,0992,099

Effect of exchange rate movements on cash(32)11(220)

Cash and cashequivalents at end of period$2,589$1,157$1,563

The aboveConsolidated Interim Cash FlowStatementshould be read in conjunction with the accompanying

notes.

6.
Notes to the Interim Financial Statements

for the six months ended30 June 2018

1.Basis of preparation

1.1General Information

Wellington Drive Technologies Limited (the“company”) and its subsidiaries (together the“group”) develop,

manufacture, market and sellenergy saving,electronically-commutated(EC)motors,connected controllersand fans

for worldwide use.

The company is a limited liability company incorporated and domiciled in New Zealand.The address of its registered

office is21 Arrenway Drive, Rosedale, Auckland 0632.The company is registered under theCompanies Act 1993

and is an FMC reporting entity under Part 7 of the Financial Markets Conduct Act 2013. The financial statements

have been prepared in accordance with the requirements of Part 7 of the Financial Markets Conduct Act 2013 and

the NZX MainBoard Listing Rules.

These interim financial statements do not include all the notes and disclosuresset out inthe annual report. As a

result, this report should be read in conjunction with the annual financial statements for the year ended 31 December

2017.

These consolidated interim financial statements have been approvedfor issue on 29August 2018 andhave not been

audited.

1.2.Accounting Policies

Theseconsolidated interim financial statements have been prepared in accordance withgenerally accepted

accounting practice inNew Zealand.They comply with New Zealand International Accounting Standard 34:Interim

Financial Reportingand International Accounting Standard 34:Interim Financial Reporting. The group is a for-profit

entity for the purposes of financial reporting.

Other than as disclosed below, all significantaccounting policies adopted in the preparation of these consolidated

interim financial statementshave been applied on a basisconsistent with thoseusedin the auditedfinancial

statementsof the groupfor the year ended 31 December 2017.

Application ofNZIFRS 15Revenue from Contracts from Customers–Application of NZIFRS 15 which became

effective on 1 January 2018 resulted in a contract with an overseas distributor being treated as an agency

service contract instead of a principal goods purchase and sale contract. This resulted in a reduction in revenue

and cost of sales for the six months ended 30 June 2018 with an adjustment to accumulated lossesbrought

forward for the impact on prior periods.

Application of NZIFRS 9 Financial Instruments–Application of NZIFRS 9 which became effective on 1 January

2018 had no impact on these financial statements.

(a)Going concern convention

The group reported a loss after tax of $181,000 (2017: $522,000) and cash flows inflows from operating activities of

$1,794,000 (2017: $311,000) for the six months ended 30 June 2018. As at 30 June 2018,thegroup had cash of

$2,589,000 (2017: $1,157,000) and net assets of $7,187,000 (2017: $8,514,000).As at 30 June 2018, thegroup had

excess current liabilities over current assetsof $529,000. On 2 July 2018 the group paid A$1.1 million on closing the

acquisition of iProximity.

The groupis forecasting to beEBITDAprofitable in 2018, is targeting the achievement of a net profitandis forecasting

to generatecashinflows fromits operating activities.Forecasts include judgements and estimates over key

assumptions relating to future revenue growth, gross margins, operating costs and capital expenditure. It should be

noted that by their very nature forecasts includeinherent uncertainty and actual results may vary from those forecasts.

7.
The company hassince balance datereceived an offer offundingwhichwill enable the repayment of the Smartshares

Limited loan on due date.The offer is for a$2.5 millionloan repayable in September 2019.Meta Capital hasalso

offered to extendthe repayment date of its loaninto 2019.It is the considered view of the Directors that the Group

will have access to adequate resources to meet its ongoing obligations for at least a period of 12 months from the

date of signing these consolidated financial statements.

On this basis, the Directors have assessed it is appropriate to adopt the going concern basis in preparing its financial

statements.

(b)Functional and presentation currency

Items included in the financial statements of each of the group’s entities are measured using the currency of the

primary economic environment in which the entity operates (“the functional currency”).The company’s functional

currency is US Dollarsbecause its purchase and sale of product is mainly denominated in US Dollars.

The consolidatedinterimfinancial statements are presented in New Zealand dollars, rounded to the nearest

thousand, which is the group’s presentation currency.Thepresentation currency remains New Zealand dollars due

to thecompany’sshareholder base being concentrated in New Zealand.

8.
2.Results for the period

2.1Segment information

(a)Reportable segments

At 30 June 2018, thegroupis organised on a global basis intooneoperatingsegment–themarketing, sale,

manufacture anddevelopment ofelectricmotors and associated electronics and software.Theinterimfinancial

statements thereforereflectthe results and financialpositionof the segment.

(b)Geographical segments

Thegroupoperates inthreemain geographical areas,although it is managed on a global basis.

Six months endedYear ended

30 Jun 201830 Jun 201731 Dec 2017

Revenue by Destination$000s$000s$000s

Americas

24,04319,39535,939

Asia / Pacific (APAC)

1,9622,0053,562

Europe / Middle East / Africa (EMEA)

2,0372,3753,807

Total

$28,042$23,775$43,308

Revenue is allocated above based on the country in which the customer is located.

2.2Revenue

Six months endedYear ended

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Product revenue

27,85823,63343,081

Services revenue

184142227

Total

$28,042$23,775$43,308

Revenue is measured at the fair value of theconsideration received or receivable for the sale of goods and services,

excluding GST / VAT, rebates and discounts and after eliminating sales within the group.

Sale of Goods–sales are recognised when legal title or possession is transferred to the buyer which is usually when

delivery of the goods to the customer takes place.

Sale of services–revenue from the provision of services is recognised when services are rendered to the buyer.

The company has received incomein previous years amounting toUSD212,000in connection with thedevelopment

of a new motor product.Thisincomehas been deferred andwill be recognised in the income statementwhen the

motordevelopment is completed andproducts are soldpursuant to a licence agreement.The company has also

received revenue ofUSD672,000 in the period(June2017: USD 372,000)fromthe sale of data services for its SCS

Connect product.Thatincomealsohas been deferred and will be recognised in the income statement over the

service period.Service periods range from 1 to 10 years.

2.3Other income

Six months endedYear ended

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Net foreign exchange gains

106126215

Other

22536

Total

$108$151$251

Net foreign exchange gainsarise from normal trading activities exceptfor the 6 months to 30 June 2017whenthe

amountincluded a $61,000 gain arising from the revaluation of the mandatory convertible preference shares which

converted into ordinary shares in May 2017(Year ended 31 December 2017–a $60,000 gain).

9.
2.4Operating expenses

Six months endedYear ended

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Employee benefits

4,2583,8827,810

Rental expense relating to operating leases

159143270

2.5Earnings per share

Earnings per share (‘EPS’) is the amount of post-tax profit attributable to each share.

Basic EPS of aloss of0.07cents (June 2017–loss of 0.20cents) is calculated by dividing the loss attributable to

equity holders ofthe companyof $181,000 (June 2017-$522,000) by the weighted average number of ordinary

shareson issue during the yearof257,041,576(June 2017–256,939,967).

DilutedEPS of a loss of0.07cents*(June 2017-loss of 0.20cents) reflects anycommitments the group has to issue

shares in future that would decrease EPS.The weighted average number of ordinary shares is compared with the

number of shares that would have been issued assuming the exercise of share options.

As at 30 June, the following instruments existed that are, or were, potentially dilutive of future earnings per share, but

were not included in the calculation of diluted EPS for that year because the effect in that year would have been

antidilutive:

Numbers of shares30 Jun201830 Jun201731 Dec 2017

Part paid shares

12,703,07012,703,07012,703,07012,703,070

US employee share options

1,914,6011,914,6011,914,6011,914,601

*TheJune 2018weighted average number of ordinary shares on issue for the purpose of the dilutedEPScalculation includes

18,897,928ordinaryshares being the maximumnumber of ordinary shares thatmaybe issuedfor deferred consideration

pursuant to the acquisition of iProximity(refer to note 5.3).

10.
3.Operating assets and liabilities

3.1.Tradeand other receivables

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Trade receivables

16,94810,60811,146

Provision for doubtful debts

(113)(104)(107)

Net trade receivables

16,83510,50411,039

Prepayments

316239325

VAT/GSTrefunds due

585620259

Income tax refund due

14122

Other receivables

728645

$17,822$11,450$11,690

3.2.Inventories

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Finished goods–at cost

2,6612,7262,271

Work in progress–at cost

6391,176549

Raw materials–at cost

281299267

Less inventory provisions

(95)(68)(62)

Total inventories

$3,486$4,133$3,025

3.3Trade and other payables

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Trade payables

17,84011,37511,233

Employee entitlements

8878071,179

Income tax payable

--49

Accrued expenses

745244242

$19,472$12,426$12,703

3.4Provisions

30 Jun 201830 Jun 201731 Dec 2017

Warranty provisions$000s$000s$000s

Carrying amount at startof period

377253253

Additional provisions recognised

118168300

Amounts used

(95)(93)(175)

Exchange adjustment

23(12)(1)

Carrying amount at end of period

$423$316$377

The group sells productswith warranty periods of up tofiveyears.The terms ofthe warranty provide that thegroup

will repair or replace items that fail to perform satisfactorily.A provision is recognised based on historical data and

average levels of repairs and warranty claims experienced by the group.It is expectedthat the provision will be

utilised within one year as any product failures are typically exhibited within one year of sale.

11.
3.5Plant and equipment

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Net book amount at start of period

948999999

Additions

374108260

Depreciation

(153)(142)(301)

Disposals

---

Exchange adjustment

59(47)(10)

Net book amount at end of period

$1,228$918$948

Depreciation

Plant and equipment

117107229

Office equipment, furniture &fittings

363572

$153$142$301

Sale of plant and equipment

Gain on disposal

$-$4$-

Capital commitments

Capital commitments contracted for at 30 June 2018amounted to $169,000(June 2017 $179,000)

3.6Intangible assets

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Net book amount at start of period

6,9315,9145,914

Additions

7251,1342,358

Amortisation

(673)(654)(1,245)

Impairment

-(24)-

Exchange adjustment

354(294)(96)

Net book amount at end of period

$7,337$6,076$6,931

Amortisation and impairment

Amortisation of intangible assets

$673$654$1,221

Impairment of intangible assets

-$24$24

3.7Investments

On 28 February 2018the company signed an agreement with iProximity, anAustralian based innovative proximity

marketing solutions and consumer intelligence company. The agreement is an option expiring 28 August 2018 and

allows the company to acquire all the shares in iProximity. On 22 May 2018 the company gave notice that itwill

exercise its option.See also note 5.3for the impact.

12.
4.Capital and financing costs

4.1Borrowings

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Current portion

Loan facility–Smartshares Limited

2,000--

Loan facility–Meta Capital Limited

890-564

Finance leases

902627

$2,980$26$591

Non-Current portion

Loan facility–Smartshares Limited

-1,5002,000

Finance leases

177217

$177$1,521$2,007

Loan facility–SmartsharesLimited

In September 2016 thecompanysecured a $2 million unsecured loan facility from Smartshares Limited (formerly

SuperLife Limited), a shareholder.The loan facility initially hada one year term.In June 2017 the company agreed

with the lenderan extension of the facilityto March2019.Interest is payable quarterly at 15.75% pa(14.75%until

September 2017).The facility has been drawn down to $2.0million at balance date.A$20,000 annual revolver fee

is payable.

Loan facility–Meta CapitalLimited

InNovember2017thecompanysecured aUSD 600,000unsecured loan facility fromMeta Capital Limited, a

company related to a director.USD 400,000 was drawn down in December 2017 and USD 200,000 in January 2018.

The loan was repaid in May 2018.A new unsecured loan facility was entered into in May 2018 and USD 600,000

drawn down in June 2018. The loan is repayable in December 2018. Interest is payable at12.5%.

4.2Finance income and expenses

Six months endedYear ended

30 Jun 201830 Jun201731 Dec2017

$000s$000s$000s

Finance income

Change in fair value ofembedded option

---

Other interest income

2545

$2$5$45

Finance expense

Convertible preference shares:

-Amortisation ofliability

-329329

-Preference shares coupon

-12582

-Change in fair value ofembedded option

-126126

-580587

Interest payable to Smartshares Limited

155110244

Interest payable to Meta Capital Limited

49-8

Other interest

16010145

$364$700$934

13.
4.3Contributed equity

30 Jun 2018

Shares

30 Jun 2017

Shares

30 Jun 2018

$000s

30 Jun 2017

$000s

Ordinary shares–fully paid (a)

257,097,352257,097,352123,571123,571

Ordinary shares–partly paid (b)

12,703,07012,703,0703737

US employee shareoptions (c)

1,914,6011,914,601--

Total shares and options on issue

271,715,023271,715,023$123,608$123,608

(a)Ordinary shares–fully paid

30 Jun 2018

Shares

30 Jun 2017

Shares

30 Jun 2018

$000s

30 Jun 2017

$000s

Opening balance of ordinaryshares on issue

257,097,352231,684,047123,571117,155

-Mandatory convertible preference shares that

converted toordinaryshares in May 2017 at

25.5 cents each

-25,211,740-6,429

-Part paid shares exercised

-201,565-19

-NZX charges relating tothese transactions

---(32)

Ordinary fully paid shares on issue at period end

257,097,352257,097,352$123,571$123,571

All ordinary shares are authorised and have no par value.Ordinary shares entitle the holder to participate in

dividends and theproceeds on winding up of the company in proportion to the number of and amounts paid on

shares held.

(b)Ordinary shares–partlypaid

Six months ended

30 Jun 2018

Shares

30 Jun 2017

Shares

30 Jun 2018

$000s

30 Jun 2017

$000s

Partly paid shares onissue at start of period

12,703,07012,904,6353737

Issued

----

Exercised

-(201,565)--

Ordinary part paid shares on issue at period end

12,703,07012,703,070$37$37

(c)US employee share options (numbers)

30 Jun 201830 Jun 2017

Optionsoutstanding at start of period

1,914,6011,914,601

Granted/ Exercised

--

Outstanding at end of period

1,914,6011,914,601

14.
5.Other information

5.1Related party transactions

(a)Directors

The names of persons who are directors of the companyare onpage16.

(b)Key management personnel and compensation

Key management personnel compensation is set out below.Key management personnel comprises of the Directors,

the Chief Executive Officer (CEO) and all the senior executives that report directly to theCEO.

Six monthsSix months

endedended

30 Jun201830 Jun2017

$000s$000s

Salaries, fees and other short term benefits

9871,007

Share based remuneration

435

Directors remuneration

7070

Total

$1,061$1,112

(c)Employee share basedremuneration

Equity settled, share based compensation is provided to employees via the Wellington Partly Paid Share Scheme

and Wellington Employees Share Option Plan.The fair value of the employee services received in exchange for the

grant of part paidshares or options are recognised as an expense over the vesting period.The proceeds received

net of any directly attributable transaction costs are credited to share capital when the partly paid share proceeds are

received or options are exercised.

(d)Meta Capital Limited loan

Meta Capital Limited is a company associated witha director, Mr J McMahon. Note 4.1 sets out details of the

agreementswith MetaCapital Limited and the amounts outstanding at balance dates.Interest paid / payable to Meta

Capital Limited is disclosed in note 4.2.

(e)Smartshares Limited loan

Smartshares Limited is a substantial security holder. Note 4.1 sets out details of the agreements with Smartshares

Limited and the amounts outstanding at balance dates. Interest paid/ payable to Smartshares Limited is disclosed

in note 4.2.

5.2Contingencies and commitments

Thereare no materialcontingent liabilities or assets (June2018).

5.3Subsequent events

On 28 February 2018the company signed an agreement with iProximity, an Australian based innovative proximity

marketing solutions and consumer intelligence company.The agreement is an option expiring28 August 2018 and

allows the company to acquire all the shares in iProximity. The considerationfor the acquisition ifthe company

exercises its option includes both up-front payments and three year cash and share-based earn out targets as follows:

a.Payment of a non-refundable deposit of A$150,000, in consideration of the option;

b.A$1.1m in cash on closing (i.e. at exerciseof the option);

c.Payment of up to a further A$500,000 based on meeting specified EBIT targets (for iProximity’s existing

business) for FY2018 and FY2019; and

d.The future issue to the Vendors of fully paid ordinary shares (“Consideration Shares”) in the capital of

Wellington in tranches based on meeting specified EBIT targets for the business purchased for the period

ending 31 December 2020 (as to 50% of the shares) and also based on Wellington’s SCS™ Connect

System controller sales performance for the same period (as to the other 50% of the shares).

Consideration Shares not “earned” by 31 December 2020 are forfeited.

On 22

nd

Maythe company gave notice that itwillexerciseits option to acquire all the shares in iProximity Pty

Limited (iPX) on 2 July 2018.A$1,100,000 was paid on 2 July 2018.The maximum number of Consideration

15.
Shares that may be issued to the Vendors (i.e. assuming 100% achievement of EBIT and SCS™ sales objectives)

is 18,897,928.

The acquisition was completed on 2 July 2018. The accounting for the acquisition is currently under review and is

not completed.

5.4Reconciliation of loss for the period to net cash inflowfrom operating activities

Six months ended

Unaudited

Year ended

Audited

30 Jun 201830 Jun 201731 Dec 2017

$000s$000s$000s

Loss after taxation for the period(181)(522)(1,980)

Adjustments for:

Depreciation,amortisationand impairment8268201,546

Gain on disposal of plant & equipment-(4)-

Share based payments84756

Amortisation ofborrowing-329329

Change in fair value of embedded option-126126

Inventory provision movements33(3)(9)

Doubtful debt provision movements6(44)(41)

Provision for warranty movements4663124

Net foreign exchange differences(4)(313)181

Increase in trade and other receivables(6,138)(2,391)(2,634)

Increase in deferred income923397759

(Increase) / decrease in inventories(494)(669)445

Increase in trade and other payables6,7692,4752,355

Net cash inflow from operatingactivities1,794$311$1,257

16.
Directory

Directors

Tony Nowell,Chairman

DrLisbeth Jacobs

John McMahon

Gottfried Pausch

Senior Staff

Greg Allen,Chief Executive Officer

Steven Hodgson,Senior Vice President Commercial

David Howell,Chief TechnicalOfficer

Howard Milliner,ChiefFinancial Officer

Marc Tinsel, Head of Manufacturing

Peter Barnes, Global Quality Leader

Ali Karahasanoğlu,Sales Director, Europe/ Eurasia

Erick Layseca-Flores,Business DevelopmentManager,Americas

Gerardo Gonzalez, VPIntelligent Systems Business Unit

Clayton Thomas, Sales and Marketing Director Asia-Pacific

Ron Jackson,Secretary

Phone/Fax

Ph: 64-9-4774500

Fax: 64-9-4795540

Internet

Website: www.wdtl.com

Email: info@wdtl.com

Addresses

21Arrenway Drive,Rosedale

North Shore City 0632, New Zealand

PO Box 302-533, North Harbour

Auckland 0751, New Zealand

Registered Office

21Arrenway Drive, Rosedale

North Shore City 0632, New Zealand

Auditor

PricewaterhouseCoopers

188 Quay Street, Auckland, New Zealand

Share Registry

Computershare Investor Services Ltd

Private Bag 92119, Auckland 1142

New Zealand

17.
Interim Report

June 2018

WT9080

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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