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EROAD Half Year results to end of September 2018

Half Year Results25 November 2018ERDIndustrials

TEL +64 9 927 4700 PO Box 305 394
FAX +64 9 927 4701 Triton Plaza, North Shore 0757 Page 1

FREE 0800 4-EROAD Auckland, New Zealand eroad.co.nz


EROAD 1H19: Focus on investment for next level of growth

26 November 2018

Integrated technology and services provider EROAD Limited (NZX:ERD) announced continued progress

in the first half of the financial year to 30 September 2018, whilst it invested to scale for the next level of

growth.

Highlights for the six months to 30 September 2018, and business update

1


• Revenue rose to $28.5m, up 46% over the same period last year, and operating costs were up

38% to $22.3 million

• EBITDA of $6.2m during the period, up 81% compared to $3.4m (restated) in the first half of

FY2018

• Net loss before tax of $3.6m, influenced by continued investment in the business, including a

number of operating expenses, as well as changes to accounting treatment

• Total Contracted Units in New Zealand/Australia grew to 65,285, up 31% on the same period last

year

• Total Contracted Units in North America rose to 20,955, up 115% on 30 September 2017 (36%

annualised growth over the last six months)

• Customer retention rate remains strong at 98%

• Future Contracted Income grew to $115m during the period, up 40% compared to the same

period last year.

• New service launched for civil contracting and construction sector enabling easy tracking for

powered and non-powered equipment and assets and efficient contract reporting

• Solid pipeline for NZ business for second half FY19 with enterprise customers signed during the

six months for installations continuing into 2019

• Enhanced and expanded the senior leadership team at the EROAD group level and in the US to

support future growth

• Graham Stuart assumed chairmanship of EROAD’s board of directors, succeeding Michael

Bushby, who remains on the board

• EROAD won Exporter of the Year to the USA in the $1 million to $10 million category at the

American Chamber of Commerce in New Zealand AmCham DHL Express Success & Innovation

Awards.

• EROAD won EY Debt Deal of the Year at the INFINZ 2018 industry awards for its $48 million

multi-option credit facility with BNZ to support customer leasing of in-vehicle units

• EROAD included at #7 on the Master of Growth Index in the Deloitte’s Fast 50 with 415% growth

between FY14 and FY18

Half-year to 30 September 2018

EROAD’s total contracted units grew to 86,240, up 45% on the same period last year, supporting

revenue growth of 46%. During the period, the company achieved an EBITDA margin of 22.0%,

compared to 17.5% a year ago. EROAD’s loss of $3.6 million before tax for the half-year reflects

continued investment and higher operating expenses during the six-month period (including some


1

Note the numbers presented above reflect EROAD’s new accounting treatment, explained in more detail

below and in the Financial Statements included within EROAD’s half-year report.



Page 2 eroad.co.nz

special items as outlined in the accompanying results presentation) as well as the adoption of new

accounting standards. EROAD’s Future Contracted Income rose 40% on a year ago to $115 million.

Alongside continued revenue growth, EROAD faced higher costs during the six months as the company

boosted its senior leadership team (including an expansion of its US team), to enable higher levels of

growth. EROAD also invested in laying the groundwork for its relaunch in Australia and commenced an

upgrade of its business systems. In addition, there were one-off professional services fees incurred due

to conducting detailed due diligence on a possible acquisition which ultimately the company decided not

to pursue.

EROAD Chairman Graham Stuart said “New Zealand momentum remains strong and has given us the

confidence to extend our market presence in Australia. We are happy with the performance of our New

Zealand business, but we can’t afford to be complacent as the market is changing and EROAD needs to

invest to keep ahead.”

“Unit sales in North America fell short of our expectations for the six months,” he said. “While

disappointed, we did anticipate a moderation in growth following the rush leading into the ELD

December 2017 deadline and the elevated quarter thereafter. Early progress from our strategy refresh

gives us confidence in future plans, and we continue to track towards positive operating cash flows in the

US.”

“This year we are investing ahead of revenue globally to put the people, systems and processes in place

for the next stage of EROAD’s growth. This investment is consistent with the plan outlined at the time of

the capital raise completed in February 2018. Our focus is on an ability to continue to scale quickly, as

well as R&D, to continue to improve our value proposition to existing customers and to target new

market segments,” he said.

Operational summary

New Zealand & Australia

Total contracted units in New Zealand and Australia grew to 65,285 at 30 September 2018, a growth rate

of 31% since 30 September 2017. Enterprise clients signed late in the period, and with units yet to be

installed, provide a solid pipeline for the second half of the year. Customer retention remains strong,

with high levels of contract renewals by enterprise customers. In addition, almost half of customers

renewing their service plans are upgrading to Ehubo2 units, enabling the provision of additional services,

including health and safety services.

EROAD chief executive Steven Newman said “New Zealand growth remained solid in both electronic

RUC and health and safety services, particularly among enterprise customers with sizeable fleets, as well

as among local bodies and council fleets.”

During the six months EROAD reached a decision to re-launch in the Australian market.

“We have recruited dedicated sales staff in key states in Australia to take advantage of what we see as a

growing opportunity in this market, while at the same time leveraging heavily off our New Zealand

capabilities” said Mr Newman.

“We believe the time is right for a measured, proactive expansion in Australia. The health and safety

compliance environment, including chain of responsibility rules, is as relevant as it is in New Zealand.

Moves towards other regulatory services, such as fringe benefit tax, fuel tax credits and electronic work

diaries, are gaining momentum. Further out, interest in road user charging is increasing”, said Mr

Newman.



Page 3 eroad.co.nz

North America

EROAD commenced its North American strategy refresh during the six months (completed in October

2018) to identify submarkets to focus on where its capabilities are well matched, and which offer higher

returns on investment.

Growth in unit sales moderated from last year’s very high levels. Although Total Contracted Units in NA

grew to 20,955 units, up 115% since 30 September 2017, sales in the last six months, though continuing

at higher levels than pre-ELD, fell short of expectations. NA units increased by 36% (annualised) in the

six months to 30 September 2018. The 3,198 units added were 12% below the comparative six month

period for the FY18. After a flat period in the market following the December 2017 ELD deadline, the

ELD market is transitioning to a longer-term, continuous sales cycle, with customers adjusting their

focus to acquire additional products that go beyond the minimum ELD requirements.

Mr Newman said that “EROAD’s strategy refresh in North America had confirmed the company was on

the right track and the company would focus its sales programme on targeted geographies and industry

verticals. For example, EROAD was releasing hours of service rulesets for specific product verticals

where the company believed it had a competitive advantage. The first such ruleset was for oilfields,

released in September 2018, and EROAD has already signed up initial units for this product.”

Change in accounting treatment

EROAD has elected to adopt early the new lease standard NZ IFRS 16 in conjunction with NZ IFRS 15

which was effective from 1 April 2018. While under the existing lease standard NZ IAS 17 many of

EROAD’s customer contracts meet the definition of a lease and, therefore, lease accounting as a lessor

was applied, these same contracts do not meet the definition of a lease under NZ IFRS 16. The contracts

would, therefore, be accounted for as service contracts under NZ IFRS 15.


This represents a significant change in the way the company recognises revenue and costs relating to its

contracts with customers. Most significantly, the company no longer recognises upfront revenues for

outright sales, installation services, sale of accessories or finance leases. EROAD now recognises these

revenue streams evenly over the contract term, typically over 3 years. Other impacts from adopting the

new accounting standards include a reduction in the capitalisation of costs associated with establishing

the customer contracts. Results presented for this half year, as well as comparative numbers for the last

financial year and last half year have been restated to reflect these changes. More detail on this change

is available in the Financial Statements included within EROAD’s half-year report.



Mr Newman said that while the impact of the change in the accounting standard had a negative impact

on prior year comparative results, “the new accounting standards have the benefit of producing financial

numbers that more closely reflect true cash flow in the business as hardware related revenue decreases

over time and EROAD more closely resembles a SaaS subscription business.”


Outlook for full year to March 2019

EROAD expects steady growth in NZ to continue through the second half of the year. A solid pipeline of

already contracted unit installs by new and existing enterprise customers is expected to provide

continued growth in NZ. Due to additional costs in Australia as we build in-market sales capability, that

investment will run ahead of revenue in the near to medium term. As EROAD is adopting a measured

approach, leveraging its NZ operations, a substantially smaller investment is required than with a

traditional new market entry.

Mr Newman said EROAD “would continue to incur higher operating expenses for the near term as it

invested ahead of its growth curve. This is so that the company was well-placed to continue to meet and

exceed customer expectations and be able to scale quickly as its customer base continues to grow.”



Page 4 eroad.co.nz

“This includes a major overhaul of our business systems to improve customer experience and maintain

our competitiveness,” he said.

“The opportunity in North America for the EROAD platform, which combines regulatory-driven

telematics with commercial services, continues to develop positively”, said Mr Newman.

“We are establishing a scalable platform for growth. We have a strong local leadership team in place to

drive scale. We have the people, products and increasingly the ability to win target customers”, he said.

Financial Statements

Attached to this release are the unaudited financial statements, for the six months ended 30 September

2018 and the comparative financial information for the six months ended 30 September 2017. These

financial statements have been prepared under the New Zealand equivalents to International Financial

Reporting Standards and reviewed by KPMG.

For a detailed description of EROAD’s business, and terms including Total Contracted Units, Future

Contracted Income and Retention Rate, which are non-GAAP measures used by EROAD to manage the

business, please refer to the Appendix of the November 2018 Half Year Presentation.

For further information:

Steven Newman

CEO

EROAD Limited

+64 9 927 4747

Email: steven.newman@eroad.com

About EROAD

EROAD was established in 2000 to develop an electronic solution to modernize New Zealand’s paper-

based Road User Charges (RUC) system. EROAD now helps its customers meet their ever-increasing

regulatory and fleet management requirements with an easy to use system.

EROAD’s services include road charging and tax compliance, health and safety improvement, and fuel,

fleet, and vehicle management solutions. These services benefit our customers, as well as communities

and the wider public, through encouraging safer driving practices, and providing valuable data analytics

across the road network to help improve the planning, maintenance and management of our roads.

In the last year EROAD’s platform has supported journeys of more than 3.2 billion kilometres travelled by

trucks and light vehicles in New Zealand, Australia and the United States of America. EROAD collects

more than 80% of heavy vehicle RUC collected electronically in NZ, around $0.5 billion annually. EROAD

introduced the first electronic Weight Mile Tax (WMT) service in the USA in 2014, and the first

independently-verified, comprehensive Electronic Logging Device (ELD) service in 2017.

EROAD has built a well-established business in New Zealand that is now a vital part of the transport

ecosystem. The company is investing to expand its business in New Zealand, Australia and North

America to pursue significant growth opportunities. EROAD continues to deliver intuitive solutions to

serve our communities and help our customers, government agencies and stakeholders succeed. We

work closely with customers and government agencies to understand both customer needs and

regulatory frameworks to ensure our solutions are mutually-beneficial for all parties. We believe every

community deserves the peace of mind of safe roads, and efficient and sustainable road transportation.

That is why we develop easy to use, accurate, and reliable solutions that solve complex transportation

problems.



Page 5 eroad.co.nz

Attachment: EROAD Half Year Report (including financial statements)


EROAD Limited

Results for announcement to the market

Reporting period Six months to 30 September 2018

Previous reporting period Six months to 30 September 2017



Amount (000s) Percentage change

Sales revenue from ordinary

activities

NZ$28,549 46%

Profit from ordinary activities after

tax attributable to security holders

NZ$(3,410) 12%

Net profit attributable to security

holders

NZ$(3,410) 12%


Interim dividend Amount per security Imputed amount per

security

No dividend is proposed

Record date Not applicable

Dividend payment date Not applicable


Audit The financial statements attached to this announcement

have not been audited.


Comments Refer to accompanying pages for commentary. Prior year

comparatives and percentage change has been updated to

reflect adoption of new accounting standards.


Net tangible assets per security 30 September 2018 30 September 2017

$0.36 $0.10


www.eroad.com

ENDS

---

FOR THE SIX MONTHS ENDED
30 SEPTEMBER 2018

EROAD

HALF YEAR REPORT

CONTENTS
EROAD at a Glance

02

Summary of the Six Months03

CEO’s Report04

Financial Review07

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Statement of Condensed Consolidated Comprehensive Income

11

Statement of Condensed Consolidated Financial Position

12

Statement of Condensed Consolidated Changes in Equity

13

Statement of Condensed Consolidated Cash Flows

14

Notes to the Condensed Consolidated Financial Statements

15

Independent Auditor’s Review Report

34

1

2
EROAD at a Glance

EROAD was established in 2000 to develop an electronic

solution to modernize New Zealand’s paper-based Road

User Charges (RUC) system. EROAD now helps its customers

meet their ever-increasing regulatory and fleet management

requirements with an easy to use system.

EROAD’s services include road charging and tax compliance,

health and safety improvement, and fuel, fleet, vehicle

management and asset tracking solutions. These services

benefit our customers, as well as communities and the wider

public, through encouraging safer driving practices, and

providing valuable data analytics about our road networks to

help improve the planning, maintenance and management of

our roads.

In the last year EROAD’s platform has supported journeys of

more than 3.2 billion kilometres travelled by trucks and light

vehicles in New Zealand, Australia and the United States of

America. EROAD collects more than 80% of heavy vehicle

RUC collected electronically in NZ, around $0.5 billion

annually.

EROAD introduced the first electronic Weight Mile Tax (WMT)

service in the USA in 2014, and the first independently-

verified, comprehensive Electronic Logging Device (ELD)

service in 2017.

EROAD has built a well-established business in New

Zealand that is now a vital part of the transport ecosystem.

The company is investing to expand its business in New

Zealand, Australia and North America to pursue significant

growth opportunities. EROAD continues to deliver intuitive

solutions to serve our communities and help our customers,

government agencies and stakeholders succeed. We

work closely with customers and government agencies to

understand both customer needs and regulatory frameworks

to ensure our solutions are mutually-beneficial for all parties.

We believe every community deserves the peace of mind of

safe roads, and efficient and sustainable road transportation.

That is why we develop easy to use, accurate, and reliable

solutions that solve complex transportation problems.

3
Summary of the Six Months

*

›Continued solid growth in New Zealand and relaunch

in Australia

›Contracts signed with new and existing enterprise

customers. Existing enterprise customers are installing

units in additional vehicles within their fleets, providing

a steady pipeline for second-half year in New Zealand

›EROAD wins Exporter of the Year to the USA in the $1

million to $10 million category at the American Chamber

of Commerce in New Zealand AmCham DHL Express

Success & Innovation Awards

›New service launched for civil contracting and

construction sector, enabling easy tracking for powered

and non-powered equipment and assets

›EROAD wins EY Debt Deal of the Year at the INFINZ 2018

industry awards for its $48 million multi-option credit

facility with BNZ to support customer leasing of in-vehicle

units

›Graham Stuart appointed chair of EROAD board of

directors (former chair Michael Bushby remains on

EROAD board)

›Senior leadership team was enhanced and expanded.

Chief Marketing Officer Genevieve Tearle joined the

business in September 2018, and Chief Financial Officer

Alex Ball and the General Manager of Human Resources

Mike Sweet were both appointed, commencing January

2019. In the US, a number of key appointments have been

made to deepen marketing, sales and finance capability

and complete our full North American leadership team.

›EROAD adopts new accounting standards, including

NZ IFRS 15 and early adoption of NZ IFRS 16, which

represents a significant change in the way the company

recognises revenue and costs relating to contracts with its

customers.

Units on Depot

86,240

up over 30 Sept 2017 by

+45%

Revenue

$28.5m

up over same period last year by

+46%

Customer Retention Rate

98%

Future Contracted Income (FCI)

$115m

up over 30 September 2017 by

+40%

Net Loss before tax

$(3.6)m

* As a result of adoption of new accounting standards, comparative numbers have been restated for GAAP and Non-GAAP

measures. All comparative numbers referred to in this report and comparative growth rates refer to restated balances. Refer

to note 2 of the financial statements.

4
CEO’s Report

This year is about investing in the business to build a platform

that scales for the next stage of growth. We have invested in

leadership, talent, systems and processes. Towards the end of

the previous financial year, we raised capital to enable us to

reinvest for future growth, and we have made considerable

progress towards this goal.

At the same time, we have continued to grow solidly, off a

larger customer base following last year’s record growth,

which is encouraging. However, we’ve learned a lot from a year

of rapid growth, and this is guiding our reinvestment to sustain

future growth at scale.

Total Contracted Units on EROAD’s platform at 30 September

2018 were 86,240, a gain of 45% on the same period last year,

supporting revenue growth of 46%. Our EBITDA margin for

the period is 22%, compared to 17.5% a year ago. Our loss of

$3.6 million before tax for the half-year compares to

$4.2 million for the same period last year. We faced higher

costs in the six months as we built our leadership team at a

Group level and in the US, we laid the groundwork for our

Australian expansion and we commenced the upgrade of our

business systems. We also incurred one-off professional fees to

support our due diligence on an inorganic opportunity.

Although US growth rates have moderated from last

year’s high levels, the medium and long-term trends and

opportunities for regulatory telematics in our markets remain

positive. EROAD is well-positioned to leverage its R&D

investment that has delivered a market-leading platform. The

regulatory environment, as well as commercial drivers, are

moving increasingly to electronic systems. Set against this

backdrop, EROAD is well-placed to help its customers navigate

ever more complex compliance, record-keeping and other

auditable tasks as well as operate more efficiently.

EROAD’s Future Contracted Income rose 40% on the

comparative balance last year to $115 million, reflecting

continued customer growth and our high customer retention

rate of 98%. We anticipated more uneven growth this year,

reflecting longer sales cycles with enterprise customers in

New Zealand, and the US ELD market moving into a new

phase following the initial December 2017 mandate deadline.

Revenue rose 46% to $28.5 million and operating expenses

were up 38% to $22.3 million. We expect a continued elevated

level of expenditure through the second half as we continue to

spend according to strategic and capital raise plans.

NEW ZEALAND/AUSTRALIA MARKET

Total Contracted Units in New Zealand and Australia grew to

65,285 at 30 September 2018, a growth rate of 31% since 30

September 2017.

New and existing enterprise customers continued to acquire

additional units as they equip more of their vehicles with

EROAD’s technology. In addition, almost half of all contracted

units under customer leases that were renewed in the six

months were upgraded to Ehubo2 units, enabling the provision

of additional services to customers, including health and safety

services. Our new orders mean we begin the second half of

the year with a steady pipeline as well as encouraging future

prospects.

During the six months we also re-launched in the Australian

market and we began hiring for specialised sales capability

to expand our footprint within this market. We see an

opportunity to further leverage our platform in Australia,

beyond the current organic growth of our trans-Tasman

customers. Australia’s health and safety compliance regime

(including chain of responsibility rules) has similar dynamics

to New Zealand and moves towards other regulatory services,

such as fringe benefit tax, fuel tax credits and electronic

work diaries, are gaining momentum. Further out, interest in

road user charging is increasing. We are doing this in a cost-

effective manner by leveraging the capabilities and resources

in the New Zealand business.

NORTH AMERICAN MARKET

For the six months to end of September 2018, growth in unit

sales in North America moderated from last year’s very high

levels. Although Total Contracted Units in NA grew to 20,955

units, up 115% since 30 September 2017, sales in the last six

months, though continuing at higher levels than pre-ELD, fell

short of expectations. NA units increased by 36% (annualized)

in the six months to 30 September 2018. The 3,198 units added

were 12% below the comparative six months last year. EBITDA

for our US business was -$0.4m. While disappointing, this was

driven by a relatively flat period in the ELD market after the

scramble for sales ahead of the December 2017 deadline. Our

goal is profitable growth in US matching the position we have

achieved in the New Zealand business, as we continue to track

towards positive operating cash flows in our US business

EROAD’s North American growth opportunities remain

exciting, as the market continues to move towards a growing

role for regulatory telematics. We have established a scalable

platform for growth in North America and now have the

people, products and increasingly the ability to win target

customers. We have a comprehensive local leadership team in

place, with deep US telematics experience, to drive scale.

5
During the six months, we commenced our strategic refresh

in North America, which was completed in October 2018.

This confirmed that we are on the right track, but brought

additional focus to how we prioritise our efforts to market

segments where our capabilities are well matched, and which

offer higher returns on investment.

EROAD is releasing hours of service rulesets for specific

product verticals and US states where we believe we have

a competitive advantage. For example, since releasing our

ruleset for the oilfields sector, in September 2018, we have

attracted new business in that industry. The ELD market has

moved from its pre-mandate deadline ‘scramble’ into a more

continuous improvement phase. Interestingly, a number of

customers who were reluctant purchasers of ELDs (as it was a

requirement mandated by federal law) have now realised the

wider benefits of EROAD’s platform. Since September 2017,

over 60% of units have been upgraded by customers, who are

now enjoying the benefits of managing commercial services

and regulatory compliance on an easy-to-use, single platform.

We will also be keeping a keen eye on targeted opportunities

arising from fleets with Automatic On-Board Recording

Devices (AOBRDs) who were given an additional two years

‘grandfather rights’ until December 2019, to comply with the

ELD mandate new paragraph.

One of the challenges we face in the USA with the expansion

of the ELD market is that this has attracted the attention

of non-practicing patent entities (NPPE). EROAD has been

approached by one such company who claims that EROAD

infringes a number of its patents. We strongly assert that

we do not infringe the patents and have informed this NPPE

that we will seek our attorney fees from them in the event we

succeeded in any potential litigation, although no infringement

action has been filed. Unfortunately, dealing with issues like

this is part of the risk of doing business in the USA. We are

implementing our plans to combat this issue, which will carry

some cost in legal services.

BUILDING A PLATFORM FOR GROWTH AND

STRENGTHENING OUR TEAM

We’re pleased with the progress we’ve made, since our capital

raise ($21.5 million in late FY18), to invest for our next phase of

growth. We have started to deploy the capital raised, including

upgrading customer support systems to maintain high service

levels as well as providing working capital for inventory growth.

We deployed around $5 million to replace non-bank lender

funding to simplify EROAD’s funding structure and operational

activities. Finally, we are using around $12.5 million to develop

and expand disruptive product offerings, and to build a digital

ecosystem to better collect and analyse transport data.

We’ve also refreshed our governance roles and senior

leadership team to help us with the next part of our journey.

We’re delighted that Graham Stuart accepted an invitation to

chair EROAD’s board of directors, and equally pleased that

departing chair Michael Bushby stays on, lending his continued

expertise, including a deep understanding of the Australian

environment. The EROAD team is grateful to Michael for his

guidance, dedication and leadership over the last six years.

Graham offers a range of strategic and financial skills, which

will hold us in good stead for achieving our long-term strategy

and to assist us in growing shareholder value.

At an executive level, we farewelled CFO Jason Dale. Jason

played a key role in EROAD’s investment in back office systems

as well as our recent capital raise, and we appreciate the

skills and expertise he brought to the business. Thanks also

to Rebecca McKaskell and Sara Goessi who led our human

resources and communications teams respectively for many

years, and whose contributions to the business since its early

days are appreciated. We’re delighted to welcome our new

Chief Marketing Officer Genevieve Tearle to the company.

Chief Financial Officer Alex Ball and General Manager Human

Resources Mike Sweet will both join us in January 2019.

CHANGE IN ACCOUNTING TREATMENT

EROAD has elected to early adopt the new lease standard NZ

IFRS 16 in conjunction with the new revenue standard NZ IFRS

15 which was effective from 1 April 2018. Under the existing

lease standard NZ IAS 17, many of EROAD’s customer contracts

meet the definition of a lease and, therefore, lease accounting

as a lessor was applied. These same contracts do not meet the

definition of a lease under NZ IFRS 16. The contracts, therefore,

are accounted for as service contracts under IFRS 15.

This represents a significant change in the way the company

recognises revenue and costs relating to its contracts with

customers. Most significantly, the company no longer

recognises upfront revenues for outright sales, installation

services, sale of accessories or finance leases. EROAD now

recognises these revenue streams evenly over the contract

term, typically over 3 years. Other impacts from adopting

the new accounting standards include a reduction in the

capitalisation of costs associated with establishing the

customer contracts.

None of this changes the underlying performance of the

business but has the benefit of producing financial numbers

that even more closely reflect true operating cash flows in the

business, as hardware related revenue decreases gradually

over time and EROAD more closely resembles a SaaS

subscription business.

6
Results presented for this half year, as well as comparative

numbers for the last fi nancial year and last half year, have been

restated to refl ect these changes. This change is discussed

more fully in our Financial Review and Financial Statements

section of this half year report.

OUTLOOK FOR FULL YEAR 2019

EROAD expects steady growth to continue through the second

half of the year while we continue to spend according to

strategic and capital raise plans. A solid pipeline for installation

of new units already contracted, and ongoing upgrades to

Ehubo2 units, points to continued growth in New Zealand.

We anticipate additional costs in Australia as we build our in-

market sales capability, such investment is likely to run ahead

of revenue in the near to medium term. In North America,

we expect growth to continue to be lumpy as we target

specifi c verticals and geographies. We, however, are confi dent

that we are well-equipped for our next stage of growth as

transport fl eets start to more fully understand the benefi ts of

our premium off ering in helping them both meet regulatory

compliance at lower cost, as well as improving the effi ciency of

their operations.

While operating expenses will remain at an elevated level as

we re-equip the business for its next phase of growth, we are

confi dent our revenue growth will remain solid and that we are

building not only a world-best global platform for regulatory

telematics but also the systems and channels to better-

leverage this investment.

Steven Newman, CEO

7
Financial Review

8
Financial Review

The North American segment contributed revenues of $6.8m

an increase of 144% on the comparative period last year. Total

Contracted Units grew to 20,955 at 30 September 2018 an

increase of 115% on the comparative period. Both the revenue

and unit growth compared to 30 September 2017 reflect the

strong growth in the second half of FY18 and revenue has also

been impacted by a stronger USD.

Expenses

Operating expenses of $22.3m for the six months to

30 September 2018 were 38% higher than the comparative

period. Operating expenses were impacted by costs incurred

by the Group acting on strategic initiatives signaled in the

FY18 equity raise and other key strategic initiatives, including

evaluation of an inorganic growth opportunity which did not

proceed. In addition, there was a higher level of R&D costs

expensed with higher levels of research and maintenance

activities.

Depreciation costs have increased by 28% on the comparative

period to $3.1m driven primarily by the growth in Hardware

Assets.

Amortisation of Intangible Assets has increased by 16% on the

comparative period last year due to higher average values of

released development spend subject to amortisation.

Amortisation of costs to acquire customers and contract

costs are 34% higher than the comparative period. Under the

previous lease standard these costs were capitalised within

leased assets and included within Depreciation.

Finance Income and Finance Expenses

Net finance costs of $1.3m are 64% higher than the

comparative period last year, primarly a result of higher

interest expenses driven by higher levels of borrowings due to

the facilities established to assist with funding of our long-term

contracts, in addition to higher interest costs as a result of

adopting NZ IFRS 15 & 16.

FINANCIAL POSITION & CASH FLOW

Property, Plant & Equipment

Additions to Property, Plant and Equipment amounted to

$6.4m for the 6 months to 30 September 2018. $5.3m of these

additions relate to additions to hardware assets and hardware

assets under construction.

Intangible Assets

During the period a further $3.7m was invested into

Development and Software assets, down slightly from $4.2m

in the comparative 6-month period. With a higher level of

costs being expensed relating to research and maintenance

activities. Areas of focus have been continued build out of ELD

rulesets, products to support Australian market entry, new

asset tracker and platform scalability work.

ADOPTION OF NEW ACCOUNTING STANDARDS

The adoption of NZ IFRS 15 Revenue from Contracts with

Customers and NZ IFRS 16 Leases has had a significant impact

on the way the Group recognises revenue and related costs for its

contracts with its customers. Due to a change in the definition of a

lease under NZ IFRS 16, the Group together with specialist advice

has concluded that its contracts no longer meet the definition of

a lease due to the change in determining the extent of control

the Group maintains over the assets whilst they are in customers

possession. This means that all revenue relating to contracts with

customers will be accounted for under NZ IFRS 15.

The impact of adoption of both standards has resulted in

recognition of revenue and related costs more evenly over

the contract period. This has had a significant impact on the

restatement of our comparative numbers with the reversal of

revenue and costs for a significant number of units that had

previously been reported as finance leases. In addition, as a

result of contracts no longer meeting the definition of a lease,

initial direct costs of obtaining the lease contract which were

previously capitalised under NZ IAS 17, have been reassessed

under NZ IFRS 15 and its definition of incremental costs in

obtaining specific contracts with customers.

The Group has applied both NZ IFRS 15 and NZ IFRS 16, with

restatement of comparative information. For the six months to

30 September 2017 this resulted in a reduction to revenue of

$1.3m and increased loss before tax of $0.4m. It is noted that

the impact on the second half of FY18 was more significant

due to the higher volume of units added in the second half

and high number of units accounted for previously as finance

leases.

All comparative numbers referenced below are restated

numbers.

FINANCIAL PERFORMANCE

Revenue

Operating revenues of $28.5m for the six months to

30 September 2018 were 46% higher than the comparative

period last year. Total Contracted Units increased by 45% on

the comparative period last year to 86,240.

Our Australian and New Zealand segment contributed

revenues of $21.7m, an increase of 32% on the comparative

period last year. Total Contracted Units grew 31% on the

comparative period to 65,285 at 30 September 2018. Both

revenue and unit growth compared to 30 September 2017,

reflect the strong growth in the second half of FY18.

Whilst growth in enterprise fleets has slowed compared to the

second half of FY18, which was bolstered by some significant

deals, volume in the six months to 30 September 2018

continued to be solid.

9
Cash flows & funding

Cash increased by $0.4m during the six months to 30

September 2018.

Operating cash flows of $7.1m are up from $0.7m in the

comparative period. Operating cash flows in the comparative

period were suppressed by adverse working capital

movements, some of which reversed and contributed to

operating cash flows in the current period.

Cash outflows from investing activities were $13.6m for the

six-month period, an increase of 18% on the comparative

period with higher investment in hardware assets and costs to

acquire and contract costs, partly offset by lower investment in

intangible assets.

Cash flows from financing activities were $7.0m down from

$9.8m in the comparative period due to repayments made on

debt facilities.

Net tangible assets per share at 30 September 2018 were

$0.36 compared to $0.10 at 30 September 2017.

DIVIDEND

Consistent with its Dividend Policy, EROAD does not intend to pay

an interim dividend for the period ended 30 September 2018.

10
Condensed Consolidated

Financial Statements

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018

11
EROAD LIMITED

STATEMENT OF CONDENSED CONSOLIDATED COMPREHENSIVE INCOME

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018

GROUP

30 September 201830 September 2017

Notes

Unaudited

$

Unaudited &

Restated*

$

Revenue328,549,20219,569,839

Expenses4(22,348,431)(16,149,631)

Earnings before interest, taxation, depreciation and amortisation 6,200,7713,420,208

Depreciation of Property, Plant & Equipment9(3,148,463)(2,461,734)

Amortisation of Intangible Assets10(3,078,276)(2,655,749)

Amortisation of contract fulfilment and contract acquisition costs(2,264,118)(1,689,880)

Earnings before interest and taxation(2,290,086)(3,387,155)

Finance income36,3435,584

Finance expense(1,315,226)(801,050)

Net financing costs(1,278,883)(795,466)

Profit/(loss) before tax (3,568,969)(4,182,621)

Income tax (expense)/benefit12159,055320,372

Profit/(loss) after tax for the year attributable to the shareholders(3,409,914)(3,862,249)

Other comprehensive income(494,379)(80,808)

Total comprehensive income/(loss) for the year(3,904,293)(3,943,057)

Earnings per share - Basic (cents) (5.10) (6.44)

Earnings per share - Diluted (cents) (5.04) (6.44)

* Refer to note 2

The above Statement of Condensed Consolidated Comprehensive Income should be read in conjunction with the accompanying notes.

12
EROAD LIMITED

STATEMENT OF CONDENSED CONSOLIDATED FINANCIAL POSITION

AS AT 30 SEPTEMBER 2018

GROUP

30 September 201830 September 201731 March 2018

Notes

Unaudited

$

Unaudited &

Restated*

$

Restated*

$

CURRENT ASSETS

Cash and cash equivalents822,271,713829,70621,870,415

Restricted Bank Account11,577,64210,239,8499,498,071

Trade and other receivables12,115,8218,567,96313,419,427

Contract fulfi lment costs2,324,5441,852,9402,140,135

Contract acquisition costs2,002,4011,192,3431,448,655

Current tax receivable7,95418,50221,456

Total Current Assets50,300,07522,701,30348,398,159

NON-CURRENT ASSETS

Property, plant and equipment927,049,48220,495,80923,848,227

Intangible assets1030,555,54430,271,82829,901,469

Contract fulfi lment costs2,455,6801,942,9012,204,472

Contract acquisition costs1,903,6841,092,2161,635,487

Deferred tax assets7,287,0604,463,9456,607,411

Total Non-Current Assets69,251,45058,266,69964,197,066

TOTAL ASSETS119,551,52580,968,002112,595,225

CURRENT LIABILITIES

Overdrafts8-940,393-

Borrowings1433,227,34416,920,26810,574,689

Trade payables and accruals5,786,0933,989,3444,859,124

Payables to NZTA & ODOT11,410,38910,215,9359,439,139

Current tax payable-18,74385,245

Contract liabilities116,375,3984,795,3466,534,101

Lease liabilities642,644772,182801,024

Employee entitlements1,388,5711,187,0281,147,462

Total Current Liabilities58,830,43938,839,23933,440,784

NON-CURRENT LIABILITIES

Borrowings

--15,908,670

Contract liabilities

114,143,4183,952,3653,639,851

Lease liabilities

1,633,1671,682,7261,264,690

Deferred tax liabilities356,131111,438244,433

Total Non-Current Liabilities

6,132,7165,746,52921,057,644

TOTAL LIABILITIES64,963,15544,585,76854,498,428

NET ASSETS54,588,37036,382,23458,096,797

EQUITY

Share capital780,612,72959,467,16180,326,438

Translation reserve(1,029,019)(421,942)(534,640)

Retained earnings(24,995,340)(22,662,985)(21,695,001)

TOTAL SHAREHOLDERS' EQUITY54,588,37036,382,23458,096,797

* Refer to note 2

The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes.

Chairman, 26 November 2018 Executive Director, 26 November 2018

13
EROAD LIMITED

STATEMENT OF CONDENSED CONSOLIDATED CHANGES IN EQUITY

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018

GROUP

Share Capital Retained Earnings

Translation

Reserve

Total

Notes$$$$

Balance as at 1 April 2017 as originally

presented - Audited

58,965,367 (13,066,244) (343,389) 45,555,734

Adjustment on initial application of NZ IFRS 15,16 & 9

(net of tax)

2 - (5,792,674) 2,255 (5,790,419)

Balance as at 1 April 2017 (restated)* 58,965,367 (18,858,918) (341,134) 39,765,315

Loss after tax for the period (restated) - (3,862,249) - (3,862,249)

Other comprehensive income - - (80,808)(80,808)

Total comprehensive loss for the period - net of tax - (3,862,249) (80,808) (3,943,057)

Equity settled share-based payments 37,818 58,182 - 96,000

Share capital issued7 463,976 - - 463,976

Balance as at 30 September 2017 - Unaudited

(restated)

59,467,161 (22,662,985) (421,942) 36,382,234

Balance as at 1 April 2018 as originally presented -

Audited

80,326,438 (12,625,692) (540,182) 67,160,564

Adjustment on initial application of NZ IFRS 15,16 & 9

(net of tax)

2 - (9,069,309) 5,542 (9,063,767)

Balance as at 1 April 2018 (restated)* 80,326,438 (21,695,001) (534,640) 58,096,797

Loss after tax for the period

-

(3,409,914)

-

(3,409,914)

Other comprehensive income - - (494,379)(494,379)

Total comprehesive loss for period - net of tax - (3,409,914) (494,379) (3,904,293)

Equity settled share-based payments 94,424 109,575 - 203,999

Share capital issued7 191,867 - - 191,867

Balance as at 30 September 2018 - Unaudited 80,612,729 (24,995,340) (1,029,019) 54,588,370

*Refer to note 2

The above Statement of Condensed Consolidated Changes in Equity should be read in conjunction with the accompanying notes.

14
EROAD LIMITED

STATEMENT OF CONDENSED CONSOLIDATED CASH FLOWS

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018

GROUP

30 September

2018

30 September

2017

Notes

Unaudited

$

Unaudited &

Restated*

$

Cash flows from operating activities

Cash received from customers30,197,67218,229,810

Payments to suppliers and employees (21,770,892) (17,119,902)

Interest received 11,152 5,834

Interest paid (1,315,226) (760,163)

Tax received/(paid) (71,743) 362,153

Net cash inflow from operating activities13 7,050,963 7 1 7, 7 3 2

Cash flows from investing activities

Payments for investment in property, plant & equipment (6,349,718) (4,973,593)

Payments for investment in intangible assets (3,732,351) (4,264,800)

Payments for investment in contract fulfilment costs (1,753,301) (1,500,443)

Payments for investment in contract acquisition costs (1,768,377) (812,204)

Net cash outflow from investing activities (13,603,747) (11,551,040)

Cash flows from financing activities

Receipts from bank loans 12,375,373 10,833,014

Repayments of bank loans (5,631,388) (691,834)

Repayments of lease liability 210,097 (353,045)

Net cash outflow from financing activities 6,954,082 9,788,135

Net increase/(decrease) in cash held 401,298 (1,045,173)

Cash at beginning of the financial period 21,870,415 934,486

Closing cash and cash equivalents (net of overdraft) 22,271,713 (110,687)

*Refer to note 2

The above Statement of Condensed Consolidated Cash Flows should be read in conjunction with the accompanying notes.

15
EROAD LIMITED

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2018

NOTE 1 • SUMMARY OF SIGNIFICANT GROUP ACCOUNTING POLICIES

The condensed consolidated financial statements of EROAD Limited (EROAD), together with its subsidiaries (the “Group”), as

at and for the six months ended 30 September 2018, have been prepared in accordance with the New Zealand equivalent to

International Accounting Standard 34: “Interim Financial Reporting” (NZ IAS 34), and Generally Accepted Accounting Practice in

New Zealand (NZ GAAP) and should be read in conjunction with the financial statements as at and for the year ended 31 March

2018. The Group is a profit oriented entity.

EROAD Limited (the “Company”) is a company domiciled in New Zealand, is registered under the Companies Act 1993 and listed on

the NZX Main Board. The Company is a FMC reporting entity for the purposes of the Financial Markets Conduct Act 2013. The Group

is involved in providing electronic on-board units and software as a service to the transportation industry.

“The condensed consolidated financial statements for the Group are for the period ended 30 September 2018. The financial

statements were authorised for issue by the directors on 26 November 2018 and are unaudited. References in these financial

statements to ”$” are in New Zealand dollars.

Other than the effect of new accounting standards adopted during the period as disclosed below and in Note 2, the condensed

consolidated financial statements have been prepared using the same accounting policies and methods of computation as, and

should be read in conjunction with, the financial statements and related notes included in EROAD’s annual report for the year ended

31 March 2018.

Where presentation has changed in the current period comparative amounts have been restated to align with the current year’s

presentation.

There is no seasonality or cyclicality influences on the results of the Group.

The following significant group accounting policies have been adjusted as a result of the adoption of new accounting standards

disclosed in Note 2.

(a) Use of estimates and judgements

The Group provides a right to use its hardware assets as part of its contracts with customers. Determining whether the contract

contains a lease as per the definition of NZ IFRS 16, is a significant judgement requiring consideration as to whether the customer

has the right to direct the use of the hardware asset. Historically the company assessed EROAD’s customers as having physical

control of the EROAD unit and therefore a right to use an asset. Under NZ IFRS 16 the company has determined that EROAD’s

customers don’t have the right to direct the use of EROAD’s asset because EROAD continues to have the right and ability to change

how the unit operates during the customer’s contractual term. The Group determined that customers do not have the right to

control the use of its hardware assets and therefore the arrangement does not contain a lease. Therefore the contracts have been

accounted for as a services contract under NZ IFRS 15.

The contracts with customers include promises to provide multiple products and services. Determining whether the products

and services are considered distinct performance obligations that should be accounted for separately versus together requires

significant judgement. The Group provides significant integration services of its hardware assets and installation services when

integrating its software and therefore has accounted for these services as one performance obligation.

NOTE 2 • IMPACT OF INITIAL APPLICATION OF NEW NZ IFRS

This note discloses the new accounting policies that have been applied from 1 April 2018, where they have changed from those

applied in prior periods. The Group has adopted NZ IFRS 15 Revenue from Contracts with Customers, NZ IFRS 16 Leases and NZ

IFRS 9 Financial Instruments, with application from 1 April 2018. This note explains the impact of the adoption of NZ IFRS 15, NZ

IFRS 16 and NZ IFRS 9 on the Group’s financial statements.

In adopting the above new standards, the Group has applied the following:

A. NZ IFRS 15 – In the current year, the Group has applied NZ IFRS 15 from its effective date. The date of initial application of NZ

IFRS 15 for the Group is 1 April 2018. The group has applied NZ IFRS 15 using retrospective approach with practical expedients and

restatement of comparative information.

B. NZ IFRS 16 – In the current year, the Group has applied NZ IFRS 16 in advance of its effective date. The date of initial application

of NZ IFRS 16 for the Group is 1 April 2018. The group has applied NZ IFRS 16 using the full retrospective approach, with restatement

of comparative information.

C. NZ IFRS 9 – The Group has applied NZ IFRS 9 modified retrospectively, but has elected not to restate comparative information.

As a result, the comparative information provided continues to be accounted for in accordance with the Group’s previous

accounting policies.

16
The effect of initially applying these standards is mainly attributed to:

- Reversing previous sales and associated cost of sales of all contracts deemed “finance leases” under the old lease standard;

- Deferral of the recognition of revenue relating to eHubo hardware sales, installations and accessories;

- Expensing of costs capitalised for contract establishment costs under the old lease standard;

- Recognition of right to use assets and associated liabilities where EROAD is the lessee; and

- Minimal impact arising from application of the Group’s expected credit loss model.

The decision was made to early adopt NZ IFRS 16, as while under the existing Leases standard NZ IAS 17, many of EROAD’s

customer contracts met the definition of a lease and lease accounting as a lessor was applied, these same contracts do not meet

the definition of a lease under NZ IFRS 16 and would therefore be accounted for as service contracts under IFRS 15. Without early

adoption of IFRS 16 EROAD would effectively be restating revenue again for the year ended 31 March 2020 on adoption of the new

lease standard. The Board believes that in early adopting the new lease standard the potential confusion created around EROAD’s

revenues is eliminated and this method will provide more relevant and understandable information for the user of the financial

statements.

(A) Revenue

Under NZ IFRS 16, a customer contract contains a lease based on whether the customer has the right to direct the use of an asset,

in this case being the EROAD eHubo or Tubo (the unit). This differs from the definition under NZ IAS 17 which defines a lease as an

agreement providing the customer the right to use an asset. Historically the company determined that EROAD’s customers had

physical control of the EROAD unit and therefore a right to use an asset and consequently a lease. Under NZ IFRS 16, the focus is on

the right to direct the use of the asset and the company has determined that EROAD’s customers do not have that right as EROAD

continues to have the right and ability to change how the unit operates during the customer’s contractual term. These contracts

therefore no longer meet the definition of a lease and are accounted for as service contracts under NZ IFRS 15.

NZ IFRS 15 replaces NZ IAS 18 Revenue and NZ IAS 11 Construction Contracts. The standard applies to all revenue arising from

contracts with customers unless those contracts are within the scope of another standard. The standard is based on a five-step

model to account for revenue arising from contracts with customers. Under NZ IFRS 15, revenue is recognised to depict the transfer

of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled

in exchange for those goods or services. The standard also specifies the accounting for incremental costs of obtaining a contract

with a customer and for the costs incurred to fulfil a contract with a customer if those cost are not within the scope of another

standard.

Application of the new lease definition represents a change in the way the company recognises revenue and costs relating to its

contracts with customers. The company no longer recognises revenues at the point of dispatch to the customer from contracts for

outright sales of an EROAD units, installation services, sale of accessories or entering finance leases. EROAD now recognises these

revenue streams over the contract term, typically 3 years. Other impacts from adopting the new accounting standards include a

reduction in the capitalisation of costs associated with establishing the customer contracts.

The following new revenue accounting policies have been adopted:

Software as a service revenue

The Group generates revenue through the sale of hardware assets, rental of hardware assets, installation of hardware assets and

provision of software services as part of contracts with customers as part of a bundled package. These hardware units enable

customers to access the software platform offered by the Group. The transaction involving hardware and accessories do not

convey a distinct good or service. The sale does not transfer control to the customer as the Group provides a significant service

of integrating the software service to produce a combined output. The sale of the hardware, accessories and software service are

referred to as Software as a Service (SaaS) revenue, which is recognised over time as the customer simultaneously receives and

consumes the benefits of the service. The Group concluded that the customer is expected to benefit from the services evenly over

the period of delivery being the contract period and as a result would recognise revenue on a straight line basis of the contract

period.

The Group has applied a policy of capitalising only costs that are incremental in obtaining contracts with customers.

The timing of revenue recognition may differ from the timing of invoicing to customers and the receipt of consideration. A contract

liability is recognised where consideration is received in advance of the completion of associated performance obligations. A

contract asset is recognised where performance obligations are completed in advance of receiving consideration and invoicing the

customer.

NOTE 2 • IMPACT OF INITIAL APPLICATION OF NEW NZ IFRS (CONTINUED)

17
Installation

The Group offers installation services as part of a number of promises to transfer goods and services within each contract.

Installation services do not convey a distinct good or service and therefore are not a separate performance obligation as the

installation is a set-up activity that does not provide the customer a direct benefit other than access to the software services. As a

result, the installation service is considered as part of the single performance obligation; referred to as Software as a Service (SaaS)

revenue, which includes the software service and hardware sale or rental for which the customer simultaneously receives and

consumes the benefit of the service. Where installation revenue is received in advance of satisfying the performance obligation a

contract liability is recognised. The contract liability derecognised over time evenly over the period of the contract as the customer

derives the benefit evenly from the services provided over the contract period.

(B) Leases

The Group separates the components of a contract into the lease and non-lease component and classifies the lease component as a

lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

For all leases where EROAD is the lessee; except short-term leases and leases of low value assets (based on the nature of the asset

and its value), the Group:

a) recognises right-of-use assets and lease liabilities in the consolidated statement of financial position, initially measured at the

present value of future lease payments;

b) recognises depreciation of right-of-use assets and interest on lease liabilities in the consolidated statement of comprehensive

income; and

c) separates the total amount of cash paid into a principal portion (presented within financing activities) and interest (presented

within operating activities) in the consolidated statement of cash flows.

Lease incentives (e.g. free rent period) are recognised as part of the measurement of the right-of-use assets and lease liabilities

whereas under NZ IAS 17 they resulted in the recognition of a lease incentive liability, amortised as a reduction of rental expense on

a straight-line basis.

The right-of-use assets are tested for impairment in accordance with NZ IAS 36 Impairment of Assets. This replaces the previous

requirement to recognise a provision for onerous lease contracts on operating leases. For short term leases (lease term of 12 months

or less) and leases of low-value assets (such as personal computers and office furniture), the Group has opted to recognise a lease

expense on a straight-line basis as permitted by NZ IFRS 16.

(C) Financial Instruments

The Group classifies its financial assets as being measured at amortised cost. At initial recognition, the Group measures a financial

asset at its fair value plus transaction costs that are directly attributable to the acquisition of the financial asset.

The Group assesses on a forward-looking basis, the expected credit losses associated with its financial assets carried at amortised

cost. The impairment methodology applied depends on whether there has been a significant increase in credit risk. In assessing

whether there has been a significant increase in credit risk, the Group considers both forward looking and financial history of

counterparts to assess the probability of default or likelihood that full settlement is received.

For trade receivables, the Group applies the simplified approach permitted by NZ IFRS 9, which requires expected lifetime

credit losses to be recognised from initial recognition of the trade receivables. Trade receivables are written off when there is no

reasonable expectation of recovery. Indicators that there is no reasonable expectation of recovery include, amongst others, the

failure of a debtor to engage in a repayment plan with the Group, and a failure to make contractual payments for a period of greater

than 180 days past due. The expected credit loss allowances for financial assets are based on assumptions about risk of default and

expected credit loss rates. The Group uses judgement in making these assumptions and selecting the inputs to the impairment

calculation. This is based on the Group’s past history, existing market conditions as well as forward looking estimates at the end of

each reporting period.

Trade Receivables

The Group’s trade receivables are subject to NZ IFRS 9’s expected credit loss model. The Group has applied the NZ IFRS 9 simplified

approach to measuring expected credit losses which uses a lifetime expected credit loss allowance for all trade receivables. To

measure expected credit losses, trade receivables have been grouped and reviewed on the basis of the number of days past due.

The expected credit loss allowance has been calculated by considering the impact of the following characteristics:

• The Baseline characteristic considers the age of each invoice and applies an increasing expected credit loss estimate as the

trade receivable ages.

NOTE 2 • IMPACT OF INITIAL APPLICATION OF NEW NZ IFRS (CONTINUED)

18
• The Aging and Write offs characteristics consider the history of write off related to the specific customer and the relative

size of aged debt to current debt. If the trade receivable aged over 180 days makes up more than 50% of the total trade

receivable for a specific customer, further provision for expected credit loss is added.

• The Country, Customer and Market characteristics consider the relative risk related to the country and/or region within which

the customer resides and makes an assessment of the financial strength of the customer and the market position that the

Group has achieved within that market.

This note discloses the new accounting policies that have been applied from 1 April 2018, where they have changed from those

applied in prior periods. The Group has adopted NZ IFRS 15 Revenue from Contracts with Customers, NZ IFRS 16 Leases and NZ

IFRS 9 Financial Instruments, with application from 1 April 2018. This note explains the impact of the adoption of NZ IFRS 15, NZ

IFRS 16 and NZ IFRS 9 on the Group’s financial statements.

As a result of the changes in the entity’s accounting policies, prior year financial statements are restated to reflect these changes.

The adjustments from the adoption of NZ IFRS 15 and NZ IFRS 16 have been explained in Note 2(a) and Note 2(b) respectively. The

tables below detail the adjustments recognised for each individual line item.

STATEMENT OF CONDENSED

CONSOLIDATED COMPREHENSIVE INCOME

AS AT 30 SEPTEMBER 2017

As originally

presented

Restated

Unaudited$

2(a)(i)

$

2(a)(ii)

$

2(b)(i)

$

2(b)(ii)

$$

Revenue20,905,733 (404,052) (289,215) (642,627) - 19,569,839

Expenses(16,940,596) 848,719 - (490,134) 432,380 (16,149,631)

Earnings before interest, taxation,

depreciation and amortisation

3,965,137444,667(289,215)(1,132,761)432,3803,420,208

Depreciation of Property, Plant & Equipment(4,638,052) (355,402) - 2,861,386 (329,666)(2,461,734)

Amortisation of Intangible Assets(2,655,749) - - - - (2,655,749)

Amortisation of contract fulfillment and contract

aquisition costs

- - - (1,689,880) - (1,689,880)

Earnings before interest and taxation(3,328,664)89,265(289,215)38,745102,714(3,387,155)

Finance income44,732 - - (39,148) - 5,584

Finance expense(482,327) (41,872) (74,145) (123,607) (79,099)(801,050)

Net financing costs(437,595)(41,872)(74,145)(162,755)(79,099)(795,466)

Profit/(loss) before tax (3,766,259)47, 3 9 3(363,360)(124,010)23,615(4,182,621)

Income tax (expense)/benefit149,750 8,986 100,132 69,137 (7,633)320,372

Profit/(loss) from continuing operations(3,616,509)56,379(263,228)(54,873)15,982(3,862,249)

Other comprehensive income(80,808) - - - - (80,808)

Total comprehensive income/(loss) for the year(3,697,317)56,379(263,228)(54,873)15,982(3,943,057)

Earnings per share - Basic (cents)(6.03) 0.09 (0.44) (0.09) 0.03 (6.44)

Earnings per share - Diluted (cents)(6.03) 0.09 (0.44) (0.09) 0.03 (6.44)

NOTE 2 • IMPACT OF INITIAL APPLICATION OF NEW NZ IFRS (CONTINUED)

19
STATEMENT OF CONDENSED

CONSOLIDATED FINANCIAL POSITION

AS AT 30 SEPTEMBER 2017

As originally

presented

Restated

Unaudited$

2(a)(i)

$

2(a)(ii)

$

2(b)(i)

$

2(b)(ii)

$$

CURRENT ASSETS

Cash and cash equivalents829,706 - - - - 829,706

Restricted Bank Account10,239,849 - - - - 10,239,849

Trade and other receivables8,567,963 - - - - 8,567,963

Contract fulfillment costs- - - 1,852,940 - 1,852,940

Contract aquisition costs- - - 1,192,343 - 1,192,343

Finance lease receivable776,654 - - (776,654) - -

Current tax receivable18,502 - - - - 18,502

Total Current Assets 20,432,674 - - 2,268,629 - 22,701,303

NON-CURRENT ASSETS

Property, plant and equipment26,092,420 1,277,086 - (8,700,966) 1,827,269 20,495,809

Intangible assets30,271,828 - - - - 30,271,828

Contract fulfillment costs- - - 1,942,901 - 1,942,901

Contract aquisition costs- - - 1,092,216 - 1,092,216

Finance lease receivable1,434,196 - - (1,434,196) - -

Deferred tax assets2,084,612 228,429 746,987 1,348,710 55,207 4,463,945

Total Non-Current Assets 59,883,056 1,505,515 746,987 (5,751,335) 1,882,476 58,266,699

TOTAL ASSETS80,315,7301,505,515746,987(3,482,706)1,882,47680,968,002

CURRENT LIABILITIES

Overdrafts940,393 - - - - 940,393

Borrowings16,920,268 - - - - 16,920,268

Trade payables and accruals4,345,231 - - 1 (355,888)3,989,344

Payables to NZTA & ODOT10,215,935 - - - - 10,215,935

Current tax payable18,743 - - - - 18,743

Contract liabilities- 3,404,717 1,390,629 - - 4,795,346

Deferred revenue2,520,429 (2,520,429) - - - -

Lease liabilities- - - - 772,182 772,182

Employee entitlements1,187,028 - - - - 1,187,028

Total Current Liabilities36,148,027 884,288 1,390,629 1 416,294 38,839,239

NON-CURRENT LIABILITIES

Contract liabilities- 2,625,171 1,327,194 - - 3,952,365

Deferred revenue1,749,310 (1,749,310) - - - -

Lease liabilities- - - - 1,682,726 1,682,726

Deferred tax liabilities- 68,320 (10,708) - 53,826 111,438

Total Non-Current Liabilities1,749,310944,1811,316,486 - 1,736,5525,746,529

TOTAL LIABILITIES 37,897,337 1,828,469 2,707,115 1 2,152,846 44,585,768

NET ASSETS 42,418,393 (322,954) (1,960,128) (3,482,707) (270,370) 36,382,234

EQUITY

Share capital59,467,161 - - - - 59,467,161

Translation reserve(424,197) 7,779 - (5,526) 2 (421,942)

Retained earnings(16,624,571) (330,733) (1,960,128) (3,477,181) (270,372)(22,662,985)

TOTAL SHAREHOLDERS' EQUITY 42,418,393 (322,954) (1,960,128) (3,482,707) (270,370) 36,382,234

NOTE 2 • IMPACT OF INITIAL APPLICATION OF NEW NZ IFRS (CONTINUED)

20
GROUP

As at 1 April 2018As at 1 April 2017

$$

Retained earnings as originally presented(12,625,692)(13,066,244)

Sale of hardware and accessories (Note 2(a)(i))(669,333)(386,805)

Sale of installation services (Note 2(a)(ii))(2,518,770)(1,693,899)

Impact of the new definition of a lease (Note 2(b)(i))(5,621,780)(3,403,698)

Impact on lessee accounting (Note 2(b)(ii))(259,426)(308,272)

Opening retained earnings (21,695,001) (18,858,918)


STATEMENT OF CONDENSED

CONSOLIDATED CASH FLOWS

AS AT 30 SEPTEMBER 2017

As originally

presented

Restated

Unaudited$

2(a)(i)

$

2(a)(ii)

$

2(b)(i)

$

2(b)(ii)

$$

Cash flows from operating activities

Cash received from customers17,951,288 41,872 74,145 162,505 -18,229,810

Payments to suppliers and employees(17,871,747) 810,086 - (490,385) 432,144 (17,119,902)

Interest received44,732 - - (38,898) - 5,834

Interest paid(441,444) (41,872) (74,145) (123,603) (79,099)(760,163)

Tax received 362,153 - - - - 362,153

Net cash inflow from operating activities 44,982 810,086 - (490,381) 353,045 717,732

Cash flows from investing activities

Payments for investment in property,

plant & equipment

(6,966,535) (810,086) - 2,803,028 - (4,973,593)

Payments for investment in intangible assets(4,264,800) - - - - (4,264,800)

Payments for investment in contract

fulfillment costs

- - - (1,500,443) - (1,500,443)

Payments for investment in contract

acquisition costs

- - - (812,204) - (812,204)

Net cash outflow from investing activities (11,231,335) (810,086) - 490,381 - (11,551,040)

Cash flows from financing activities

Receipts from bank loans 10,833,014 - - - - 10,833,014

Repayments of bank loans (691,834) - - - - (691,834)

Repayments of lease liability - - - - (353,045) (353,045)

Net cash outflow from financing activities 10,141,180 - - - (353,045) 9,788,135

Net increase/(decrease) in cash held (1,045,173) - - - - (1,045,173)

Cash at beginning of the financial period 934,486 - - - - 934,486

Closing cash and cash equivalents (net of

overdrafts)

(110,687) - - - - (110,687)

NOTE 2 • IMPACT OF INITIAL APPLICATION OF NEW NZ IFRS (CONTINUED)

21
The Group notes that the transition adjustments above differ from the estimated impact of NZ IFRS 15 disclosed in our annual

report for the year ended 31 March 2018. At the time of reporting the Group did not anticipate early adoption of NZ IFRS 16 nor

the significant impact of doing so. This is the first set of Group’s financials statements where NZ IFRS 9, 15 and 16 has been

applied. The changes in accounting policies are also expected to be reflected in the Group’s consolidated financial statements

for the year ended 31 March 2019 with the following estimated impacts on comparatives for key lines of the Statement of

Comprehensive Income and Statement of Financial Position:

As originally

presented

Adoption of NZ

IFRS 9, 15 & 16Restated

31 March 1831 March 18

Statement of Comprehensive Income

Revenue 51,523,757 (7,245,500) 44,278,257

Earnings before interest, taxation, depreciation and amortisation 15,009,973 (3,953,162) 11,056,811

Earnings before interest and taxation (530,378) (3,041,722) (3,572,100)

Profit/(loss) before tax (1,544,204) (3,827,091) (5,371,295)

Profit/(loss) from continuing operations 209,616 (3,275,557) (3,065,941)

Statement of Financial Position

Total Current Assets 46,625,816 1,772,343 48,398,159

Total Non-Current Assets 66,539,591 (2,342,525) 64,197,066

Total Assets 113,165,407 (570,182) 112,595,225

Total Current Liabilities 28,695,890 4,744,894 33,440,784

Total Non-Current Liabilities 17,308,953 3,748,691 21,057,644

Total Liabilities 46,004,843 8,493,585 54,498,428

Total Shareholders Equity 67,160,564 (9,063,767) 58,096,797

Note 2(a) NZ IFRS 15 Revenue from Contracts with Customers

The Group no longer classifies its customer contracts as lease contracts having early adopted the new determination of a lease

under NZ IFRS 16. All customer contracts are now accounted for under NZ IFRS 15 as service contracts. Refer to Note 1 for

judgements made.

2(a)(i) Sale of hardware and accessories

The Group reversed the revenue received for the sale of hardware and accessories, increasing the deferred revenue balance with

a corresponding adjustment to revenue and retained earnings. In addition to this, hardware assets previously de-recognised

as part of a sale have been recognised as property, plant and equipment, with a corresponding adjustment being made to

depreciation, accumulated depreciation and retained earnings. The hardware assets recognised are measured at cost and

depreciated based on their estimated useful economic lives. The impact of the adjustments for each financial statement line item

affected is stated above in Note 2.

2(a)(ii) Sale of installation services

Following the adoption of NZ IFRS 15, installation revenue previously recognised has been allocated to a contract liability

(deferred revenue) where the contracts have been determined to not yet be complete at the period end, with a corresponding

adjustment being made to revenue and retained earnings. The corresponding contract costs associated to the installation of

hardware units is concluded to be a cost of fulfilling the contract and has been capitalised as a contract asset by adjusting

expenses and retained earnings. The costs of fulfilling the contract are amortised based on the expected useful life of the

contract asset. The impact of the adjustments for each financial statement line item affected is stated above in Note 2.

Note 2(b) NZ IFRS 16 Leases

NZ IFRS 16 replaces NZ IAS 17 Leases and sets out the principles for the recognition, measurement, presentation and disclosure

of leases. The standard identifies a lease within a contract if the contract conveys the right to control the use of an identified

asset for a period of time in exchange for consideration. It introduces significant changes to lessee accounting by removing the

distinction between operating and finance leases and requiring the recognition of a right-of-use asset and a lease liability at the

lease commencement for all leases, except for short-term leases and leases of low value assets. In addition to this, the standard

specifically requires for the separating of components of a contract into the lease and non-lease components.

NOTE 2 • IMPACT OF INITIAL APPLICATION OF NEW NZ IFRS (CONTINUED)

22
In the current year, the Group has applied NZ IFRS 16 in advance of its effective date. The date of initial application of NZ IFRS

16 for the Group is 1 April 2018. The group has applied NZ IFRS 16 using the full retrospective approach, with restatement of

comparative information. The Directors are of the view that early adopting the NZ IFRS 16 at the same time as NZ IFRS 15 is the

most appropriate approach, given that the majority of EROAD’s contracts have been classified as leases under NZ IAS 17. The

change in the definition to the right to direct the use and control as the EROAD hardware has a significant impact on the new NZ

IFRS 15 revenue recognition and therefore the Directors decided to adopt the new revenue and lease standards concurrently.

2(b)(i) Impact of the new definition of a lease as a lessor

Prior to the adoption of NZ IFRS 16, the Group accounted for the rental of hardware units to customers as either operating or

finance leases based on an assessment of whether substantially all the risks and rewards of ownership had been transferred to the

customer. Contracts deemed to be a finance lease were accounted for by derecognising the sold hardware asset and recognising a

sale at the inception of the contract.

As a result of the change in definition of leases within the standard, these contracts are now accounted for under NZ IFRS 15.As

a result of the contracts no longer meeting the definition of a lease, initial direct costs of obtaining the lease contract which were

previously capitalised under NZ IAS 17, have been reassessed under NZ IFRS 15. Applying NZ IFRS 15, the Group has reassessed

historical capitalised amounts based on the new definitions within NZ IFRS 15. The Group has capitalised the costs that are

incremental in obtaining contracts with customers in accordance with NZ IFRS 15. The Group performed a reallocation of revenue

and expenses based on the change in accounting policy, the impact of the adjustments for each financial statement line item

affected is stated above at Note 2. The impact of restating previously recognised finance leases has had a significant impact on the

restatement of comparative numbers. The impact of the adjustments for each financial statement line item affected is stated above

in Note 2.

2(b)(ii) Impact on lessee accounting

Former Operating Leases as a lessee

Under NZ IFRS 16 the Group has now recognised right-of-use asset and lease liability in the consolidated statement of financial

position initially measured at the present value of future lease payments. The Group has also recognised depreciation of the right-

of-use asset and interest on lease liabilities in the consolidated statement of comprehensive income. Payments made are separated

into a principal portion (presented within financing activities) and interest portion (presented within operating activities) in the

consolidated statement of cash flows. The impact of the adjustments for each financial statement line item affected is stated above

in Note 2.

Note 2(c) NZ IFRS 9 Financial Instruments

NZ IFRS 9, as it relates to the Group, replaces the provisions of NZ IAS 39 that relate to the recognition, classification, measurement

and impairment of financial assets. The adoption of NZ IFRS 9 from 1 April 2018 resulted in changes in accounting policies however

has not resulted in material changes to amounts recognised in the consolidated financial statements.

Classification and measurement

NZ IFRS 9 impacts the following classifications of financial assets:

• Cash

• Trade and other receivables

There was no change in the fair value of the financial assets as a result of the reclassification.

NOTE 3 • REVENUE

GROUP

30 September 201830 September 2017


Unaudited


$

Unaudited &

Restated

$

Revenue from contracts with Customers

Software as a Service (SaaS) revenue27,115,90518,128,672

Transaction fee revenue 1,174,600902,340

Other income

Grant revenue-325,284

Other revenue258,697213,543

Total Revenues28,549,20219,569,839

NOTE 2 • IMPACT OF INITIAL APPLICATION OF NEW NZ IFRS (CONTINUED)

23
Set out above is the disaggregation of the Group’s revenue from contracts with customers. The disaggregation reflects how the

nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. Specifically, software as a

service (SaaS) revenue represents revenue earned from customer contracts for the sale or rental of hardware, installation services

and provision of software services. Transaction fee revenue relates to the collection of Road User Charges (RUC) fees. Refer to Note

1 for the accounting policy.

Transaction price allocated to the remaining performance obligations

The below table represents the revenue allocated to performance obligations that are unsatisfied or partially unsatisfied at the

period end. The revenue amounts yet to be recognised under non-cancellable contract agreements at 30 September are expected

to be recognised by EROAD based on the time bands disclosed below.

GROUP

30 September 201830 September 2017


Unaudited


$

Unaudited &

Restated

$

Software as a Service (SaaS) revenue

Not later than one year 54,542,990 38,132,069

Later than one year not later than five years 60,597,029 43,888,799

Later than five years - -

Total price allocated to remaining performance obligations115,140,01982,020,868

The Group reports the Non-GAAP measure, Future Contracted Income. To align with the change in accounting policies, the

definition of Future Contracted Income has been amended to include all contracted software as a Service (SaaS) revenues to be

recognised in future periods. The disclosure above aligns with the Future Contracted Income reported by the Group.


NOTE 4 • EXPENSES

GROUP

30 September 201830 September 2017


Note

Unaudited


$

Unaudited &

Restated

$

Personnel expenses

610,382,4938,735,563

Administrative and other operating expenses8,106,4964,659,682

SaaS platform costs3,482,1772,347,087

Directors fees174,000136,520

Auditor's remuneration - KPMG131,500101,750

Tax compliance services - KPMG43,20572,853

Tax advisory services - KPMG28,56041,176

Corporate Finance - KPMG*-55,000

Total Expenses22,348,43116,149,631

During the six months the costs expensed in Research and Development was $2,276,184 (30 September 2017: $1,626,420).

* Gross Corporate Finance fees were $172,714 of which $117,714 was capitalised. These fees were for support provided in relation

to the establishment of new debt facilities during the half year ended 30 September 2017.

NOTE 3 • REVENUE (CONTINUED)

24
NOTE 5 • SEGMENTAL NOTE

The Group has three segments as described below, which are the Group’s strategic divisions. The strategic divisions offer

different services and are managed separately because they require different technology, services and marketing strategies.

For each strategic division, the Group’s CEO (the chief operating decision maker) reviews internal management reports. The

following summary describes the operations in each of the Group’s segments.

EROAD reports selected financial information segmented by geographic location for operating companies and corporate and

development costs.

• Corporate & Development: Corporate head office costs and R&D activities for development of new and existing products and

services

• North America: Operating companies serving customers in North America

• Australia & New Zealand: Operating companies serving customers in Australia & New Zealand

Reportable segment information

Information related to each reportable segment is set out below. Segment result represents Earnings before Interest, Taxation,

Depreciation & Amortisation (EBITDA), which is the measure reported to the chief operating decision maker.

Corporate & DevelopmentNorth AmericaAustralia & New Zealand

30 September

2018

30 September

2017

30 September

2018

30 September

2017

30 September

2018

30 September

2017

Unaudited

$

Unaudited &

Restated

$

Unaudited

$

Unaudited &

Restated

$

Unaudited

$

Unaudited &

Restated

$

Revenue

Software as a Service (SaaS) revenue--6,810,7562,786,56820,305,14915,342,104

Transaction fee revenue ----1,174,600902,340

Other revenue ₁6,019,42111,589,382100,75657,006173,301141,815

6,019,42111,589,3826,911,5122,843,57421,653,05016,386,259

Earnings Before Interest, Taxation,

Depreciation & Amortisation

(7,011,824)(812,341)(386,666)(2,296,161)13,478,37810,112,548

Total assets66,378,62256,008,80820,368,0679,937,58338,137,45930,724,112

Depreciation of Property,

Plant & Equipment

(364,757)(517,254)(1,473,836)(507,820)(1,847,592)(1,591,858)

Amortisation of Intangible Assets(3,078,276)(2,655,749)----

Amortisation of Contract and Customer

Acquisition Assets

--(498,028)(246,535)(1,766,090)(1,443,345)


₁ Revenue from Corporate & Development Markets includes R&D Grant Income of $325,284 in 2017.

25
Reconciliation of information on reportable segments

30 September 201830 September 2017

Unaudited

$

Unaudited &

Restated

$

Revenue

Total revenue for reportable segments34,583,98330,819,215

Elimination of inter-segment revenue(6,034,781)(11,249,376)

Consolidated revenue28,549,20219,569,839

EBITDA

Total EBITDA for reportable segments6,079,8887,004,046

Elimination of inter-segment EBITDA120,883(3,583,838)

Consolidated EBITDA6,200,7713,420,208

Depreciation

Total depreciation for reportable segments(3,686,185)(2,616,932)

Elimination of inter-segment profit5 37,72 2155,198

Consolidated Depreciation(3,148,463)(2,461,734)

Total assets

Total assets for reportable segments124,884,14896,670,503

Elimination of inter-segment balances(5,332,623)(15,702,501)

Consolidated total assets119,551,52580,968,002

Allocation of Development Assets

Included within Total Assets are Development Assets of $28,011,628 at 30 September 2018 (30 September 2017: $27,177,895) for

internal reporting purposes these are allocated to the Corporate & Development segment based on the ownership of intellectual

property. The amortisation for these assets are also presented in the Corporate & Development segment.

For certain other purposes, the Development Asset is allocated to the operating segments that the Development Asset relates to,

or if the Development Asset is developed for use globally across all operating companies the asset is allocated to segments based

on the proportionate share of the Group’s Contracted Units. At 30 September 2018 there was $17,392,723 (30 September 2017:

$16,873,215) of global Development Assets that have been allocated across segments based on the Contracted Units.

GROUP

30 September 201830 September 2017


Unaudited

$

Unaudited

$

Development Assets allocated to North America

13,263,070 12,006,250

Development Assets allocated to Australia & New Zealand 14,748,558 15,171,645

Total Development Assets 28,011,628 27,177,895

NOTE 5 • SEGMENTAL NOTE (CONTINUED)

26
NOTE 6 • PERSONNEL EXPENSES

GROUP

30 September 201830 September 2017


Unaudited

$

Unaudited &

Restated

$

Employment expenses - excluding capitalised customer acquisition costs

12,158,009 11,913,422

Salaries and wages capitalised (1,775,516) (3,177,859)

10,382,493 8,735,563

NOTE 7 • PAID UP CAPITAL

All issued shares are fully paid up and have equal voting rights and share equally in dividends and surplus on winding up.

GROUP

Number of

ordinary shares

Issue price

$

Issued Capital

$

At 31 March 2017 (audited)60,245,66058,965,367

Issue of shares to staff under LTI schemes490,000$2.151,053,500

Held in trust as treasury stock (1,053,500)

Vested under LTS scheme37,818

Shares issued to employees for 2017 bonus

281,351$1.65

463,976

At 30 September 2017 (unaudited)61,017,01159,467,161

Vested under LTI scheme31,223

Shares issued in December 2017 Equity Placement5,099,247$3.0415,501,711

Shares issued in March 2018 Share Purchase Plan1,973,673$3.046,000,000

Costs of raising capital (673,657)

At 31 March 2018 (audited)68,089,93180,326,438

Vested under LTS scheme 34,425

Issue of shares to staff under LTI schemes 116,705 $3.89 453,982

Held in trust as treasury stock (453,982)

Shares issued to employees for 2018 bonus 18,136 $3.31 59,999

Shares issued to employees for 2018 bonus 54,000 $3.55 191,867

At 30 September 2018 (unaudited)68,278,77280,612,729


At 30 September 2018 there was 68,278,772 authorised and issued ordinary shares (30 September 2017: 61,017,011). 972,484

shares are held in trust for employees in relation to the long-term incentive and service plan and are accounted for as treasury

stock (30 September 2017: 893,440).

The calculation of both basic and diluted earnings per share at 30 September 2018 was based on the profit attributable to

ordinary shareholders of ($3,409,914) (30 September 2017: ($3,862,249)). The weighted number of ordinary shares was

66,880,441 (30 September 2017: 59,982,002) for basic earnings per share, and 67,718,296 for diluted earnings per share (30

September 2017: 60,001,111).

Other components of equity include:

• Translation reserve - comprises foreign currency translation differences arising from the translation of financial statements of

the Group’s foreign subsidiaries into New Zealand Dollars.

• Retained earnings - includes all current and prior period retained profits and share-based employee remuneration.

27
NOTE 8 • CASH AND CASH EQUIVALENTS (NET OF OVERDRAFTS)

GROUP

30 September 201830 September 201731 March 2018


Unaudited

$

Unaudited

$

Audited

$

Cash and bank22,271,713829,70621,870,415

Overdraft-(940,393)-

22,271,713(110,687)21,870,415

NOTE 9 • PROPERTY, PLANT AND EQUIPMENT

GROUP

Right of Use

Assets

Hardware

Assets

Plant and

equipment

Leasehold

improvements

Motor

vehicles

Office

equipmentComputersTotal

$$$$$$$$

Year ended 31 March 2018

Opening net book amount

as originally presented -

Audited

-21,718,976128,198579,147414,148438,158485,31023,763,937

Adjustment on application

of NZ IFRS 15 & NZ IFRS 16

2,171,904(7,990,481)-(36)---(5,818,613)

Opening net book amount

- restated

2,171,90413,728,495128,198579,111414,148438,158485,31017,945,324

Additions-10,840,240158,808-166,93581,65751,02811,298,668

Disposals----(42,170)-(3,205)(45,375)

Depreciation charge(649,520)(3,775,467)(69,011)(132,901)(165,270)(202,180)(367,042)(5,361,391)

Depreciation recovered----34,633-62335,256

Effect of movement in

exchange rates

(18,522)2,884-(5,726)-(2,112)(779)(24,255)

Closing net book amount -

restated

1,503,86220,796,152217,995440,484408,276315,523165,93523,848,227

Cost4,119,23431,721,956506,7291,096,375930,9181,013,7732,570,00241,958,987

Accumulated depreciation(2,615,372)(10,925,804)(288,734)(655,891)(522,642)(698,250)(2,404,067)(18,110,760)

Net book amount - restated1,503,86220,796,152217,995440,484408,276315,523165,93523,848,227

28
GROUP

Right of Use

Assets

Hardware

Assets

Plant and

equipment

Leasehold

improvements

Motor

vehicles

Office

equipmentComputersTotal

$$$$$$$$

Six months ended

30 September 2017 - Unaudited

Opening net book amount

as originally presented -

Audited

-21,718,976128,198579,147414,148438,158485,31023,763,937

Adjustment on application

of NZ IFRS 15 & NZ IFRS 16

2,171,904(7,990,481)-(36)---(5,818,613)

Opening net book amount

- restated

2,171,90413,728,495128,198579,111414,148438,158485,31017,945,324

Additions-4,724,391117,365-97,21858,79350,4445,048,211

Disposals----(26,083)-(3,690)(29,773)

Depreciation charge(329,653)(1,594,965)(32,175)(65,755)(82,231)(106,595)(250,360)(2,461,734)

Depreciation recovered----18,546-86619,412

Effect of movement in

exchange rates

(14,933)(1,622)-(5,477)-(2,409)(1,190)(25,631)

Closing net book amount -

restated

1,827,31816,856,299213,388507,879421,598387,947281,38020,495,809


Cost4,123,42025,620,786465,2871,097,936877,287991,7802,569,43735,745,933

Accumulated depreciation(2,296,102)(8,764,487)(251,899)(590,057)(455,689)(603,833)(2,288,057)(15,250,124)

Net book amount - restated1,827,31816,856,299213,388507,879421,598387,947281,38020,495,809

GROUP

Right of Use

Assets

Hardware

Assets

Plant and

equipment

Leasehold

improvements

Motor

vehicles

Office

equipmentComputersTotal

$$$$$$$$

Six months ended

30 September 2018 - Unaudited

Opening net book amount

as originally presented -

Audited

-26,789,392217,995440,547408,276315,523165,93528,337,668

Adjustment on application

of NZ IFRS 15 & NZ IFRS 16

1,503,862 (5,993,240) - (63) - - - (4,489,441)

Opening net book amount

- restated

1,503,86220,796,152217,995440,484408,276315,523165,93523,848,227

Additions504,1215,303,432137,369167,683101,03964,712125,7186,404,074

Disposals---(8,394)(132,376)--(140,770)

Depreciation charge(353,102)(2,428,695)(43,602)(76,916)(83,443)(73,051)(89,654)(3,148,463)

Depreciation recovered---3,17295,953--99,125

Effect of movement in

exchange rates

83,265(138,100)-29,682-10,2502,192(12,711)

Closing net book amount -

restated

1,738,14623,532,789311,762555,711389,449317,434204,19127,049,482

Cost4,758,56136,981,667644,0981,306,082899,5821,107,6562,712,42048,410,066

Accumulated depreciation(3,020,415)(13,448,878)(332,336)(750,371)(510,133)(790,222)(2,508,229)(21,360,584)

Net book amount - restated1,738,14623,532,789311,762555,711389,449317,434204,19127,049,482

Included in the hardware assets is equipment under construction of $7,226,917 (31 March 2018: $4,630,977 September 2017: $5,361,963).

NOTE 9 • PROPERTY, PLANT AND EQUIPMENT (CONTINUED)

29
NOTE 10 • INTANGIBLE ASSETS

GROUPPatentsTrade MarksDevelopmentSoftwareTotal

$$$$$

Year ended 31 March 2018 - Audited

Opening net book amount14,65132,57626,197,4262,418,12428,662,777

Additions--5,309,7361,523,3476,833,083

Disposals-----

Amortisation charge(350)-(4,654,532)(939,509)(5,594,391)

Closing net book amount14,30132,57626,852,6303,001,96229,901,469

Cost17,80032,57637,995,3485,530,20643,575,930

Accumulated amortisation(3,499)-(11,142,718)(2,528,244)(13,674,461)

Net book amount14,30132,57626,852,6303,001,96229,901,469

GROUPPatentsTrade MarksDevelopmentSoftwareTotal

$$$$$

Six months ended 30 September 2017 - Unaudited

Opening net book amount14,65132,57626,197,4262,418,12428,662,777

Additions--3,204,0691,060,7314,264,800

Disposals-----

Amortisation charge(175)-(2,223,600)(431,974)(2,655,749)

Closing net book amount14,47632,57627,177,8953,046,88130,271,828

Cost17,80032,57635,889,6835,067,59041,007,649

Accumulated amortisation(3,324)-(8,711,788)(2,020,709)(10,735,821)

Net book amount14,47632,57627,177,8953,046,88130,271,828

GROUPPatentsTrade MarksDevelopmentSoftwareTotal

$$$$$

Six months ended 30 September 2018 - Unaudited

Opening net book amount14,30132,57626,852,6303,001,96229,901,469

Additions--3,720,58811,7633,732,351

Amortisation charge(1,592)-(2,561,590)(515,094)(3,078,276)

Closing net book amount12,70932,57628,011,6282,498,63130,555,544

Cost17,80032,57641,715,9375,541,96847,308,281

Accumulated amortisation(5,091)-(13,704,309)(3,043,337)(16,752,737)

Net book amount12,70932,57628,011,6282,498,63130,555,544

The useful lives of the Group’s Intangible Assets are assessed to be finite. Assets with finite lives are amortised over their

useful lives and tested for impairment whenever there are indications that the assets may be impaired. Where an indicator

of impairment exists the Group makes a formal assessment of the recoverable amount. Where the carrying value of an asset

exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. The recoverable

amount is the greater of fair value less costs to sell of the assets value in use. For the purposes of assessing impairment, assets

are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units).

30
NOTE 11 • CONTRACT LIABILITIES

The group enters into contracts with customers for the provision of software services over a contracted period. As stated in the

accounting policies, this revenue is recognised over time as the customer simultaneously receives and consumes the benefit

of the service. The Group has determined that the benefit of the services provided is consumed evenly over the period of the

contract, and thus the performance obligations are satisfied evenly over the period. Where the Group receives a portion of the

transaction price of a contract in advance, this is recognised as a contract liability and released over the contract period as the

Group satisfies its performance obligations.

GROUP

30 September

2018

30 September

2017

31 March

2018

Unaudited

$

Unaudited &

Restated

$

Restated

$

Opening balance

10,173,9528,068,9078,068,907

Amounts deferred during the period3,126,8663,468,1987,770,427

Amount recognised in the Statement of Comprehensive Income(2,782,002)(2,789,394)(5,665,382)

Closing balance10,518,8168,747,71110,173,952

At 30 September 2018, $6,375,398 is expected to be recognised in the Statement of Comprehensive Income in the next twelve

months and has therefore been classified as a current on the balance sheet (31 March 2018: $6,534,101, 30 September 2017:

$4,795,346).

NOTE 12 • INCOME TAX EXPENSE

GROUP

30 September 201830 September 2017


Unaudited

$

Unaudited &

Restated

$

(a) Reconciliation of effective tax rate

Profit/(Loss) before income tax(3,568,969)(4,182,621)

Income tax using the Company’s domestic tax rate of 28% (999,311)(1,171,134)

Non-deductible expense/(non-assessable income)464,4744,205

Temporary differences

Losses and timing differences (recognised)/not recognised256,698830,942

Effect of different tax rates119,08415,615

Income tax expense/(benefit)(159,055)(320,372)

31
NOTE 13 • RECONCILIATION OF CASH FLOWS

GROUP

30 September 201830 September 2017


Unaudited

$

Unaudited &

Restated

$

Reconciliation of operating cash flows with reported profit/(loss) after tax:

Profit/(loss) after tax for the six month period attributable to the shareholders(3,409,914)(3,862,249)

Add/(less) non-cash items

Tax asset recognised(567,951)(329,885)

Depreciation and amortisation8,490,8576,807,363

Other non-cash expenses/(income)(98,513)14,510

7,824,3936,491,988

Add/(less) movements in other working capital items:

Decrease/(increase) in trade and other receivables1,303,606(2,017,399)

Decrease/(increase) in current tax receivables13,502343,410

Decrease/(increase) in current tax payables(85,245)18,743

Increase/(decrease) in contract liabilities344,864677,541

Increase /(decrease) in trade payables, interest payable and accruals1,059,757(934,302)

2,636,484(1,912,007)

Net cash from operating activities7,050,9637 1 7, 7 3 2

NOTE 14 • BORROWINGS

On 3 July 2017, in order to support funding requirements in connection with the Group’s growth and to manage the related working capital

requirements, the Company entered into a Multi-Option Credit Facility Agreement with the Bank of New Zealand (BNZ). The agreement

was subsequently amended and restated in December 2017. At 30 September 2018, EROAD had the following facilities in place:

$9,450,000 Term Loan Facility A – to restructure existing term facilities. The Term Loan has a term of 16 months from the December

refinance date, with the facility having a maturity date of 1 April 2019. The interest rate is variable based on the 3-month BKBM bid plus a

margin of 3.10%. Principal and interest payments are made quarterly in line with a 30 month repayment profile.

$8,247,910 (NZD) Term Loan Facility E – used to restructure previous amounts drawn under the Committed Cash Advance Facility up to

the refinance date in December 2017. The Term Loan has a term of 16 months from the December refinance date, with the facility having

a maturity date of 1 April 2019. The interest rate is variable based on the 3-month BKBM bid plus a margin of 3.10%. Principal and interest

payments are made quarterly in line with a 33 month repayment profile.

$3,000,328 (USD) Term Loan Facility E – used to restructure previous amounts drawn under the Committed Cash Advance Facility up to

the refinance date in December 2017. The Term Loan has a term of 16 months from the December refinance date, with the facility having

a maturity date of 1 April 2019. The interest rate is variable based on the 3-month US LIBOR plus a margin of 3.10%. Principal and interest

payments are made quarterly in line with a 33 month repayment profile.

$21,000,000 Committed Cash Advance Facility – to finance the up-front costs in connection with securing Future Contracted Income.

The Committed Cash Advance Facility has a 16 month term from the December refinance date, with the facility having a maturity date of

1 April 2019. Structurally the facility is paid down and redrawn (revolving credit) each time the Company presents a certificate outlining

the Group’s growth in new Future Contracted Income on a monthly basis. For drawings in New Zealand Dollars of a 1-month duration,

the interest rate is the 1-month BKBM plus margin of 2.50%. For drawings in USD of a 1-month duration, the interest rate is the 1 month US

LIBOR plus a margin of 2.50%. In addition to a 1.50% line fee on the total facility limit, payable quarterly in advance.

$5,150,000 Overdraft Facilities – for general working capital purposes. This is an on demand facility with the interest rate based on the

Market Connect Overdraft Prime Rate plus a margin of 1%.

32
EROAD’s operating covenants to support the above facilities include Loan to Total FCI Ratio, Interest Cover Ratio, Total Assets (Obligators)

to Total Assets (Group) ratio, and an umbrella limit on the aggregate of all facilities being below $35,000,000. EROAD was compliant with

all covenants during the period and at 30 September 2018.

The security package for the Multi-Option Credit Facility Agreement includes an all obligations cross-guarantee granted by EROAD

Australia Pty Limited, EROAD Financial Services Limited and EROAD Inc in favour of the BNZ in respect of the obligations of EROAD

Limited, and a General Security Agreements granted by EROAD Limited, EROAD Inc and EROAD Australia Pty Limited in favour of the

BNZ as secured parties.

On 11 October 2018, the Group has entered into an amended and restated the Multi-Option Credit Facility Agreement with the Bank of

New Zealand with an increased facility limit and longer maturity date through to 31 October 2020. As this facility had not been signed at

30 September 2018, all lending under the facilities outlined above have been presented as current as at 30 September 2018.

At the balance date the Group has a working capital deficit of $8.5 million due to current borrowings of $33 million that have been

subsequently renewed in the normal course of business on 11 October 2018. The financial statements have been prepared on the going

concern basis as Directors believe there will be sufficient cash flows generated from operations to meet the Group’s obligations as they fall

due according to the terms of the new facilities.

Terms and debt repayment schedule

Nominal

Interest

Year of

Maturity

30 Sept 2018

Face Value

30 Sept 2018

Carrying

amount

30 Sept 2017

Face Value

30 Sept 2017

Carrying

Amount

31 Mar 2018

Face Value

31 Mar 2018

Carrying

Amount

Unaudited

$

Unaudited

$

Unaudited

$

Unaudited

$

Audited

$

Audited

$

Term Loans - NZ $

denominated

5.14%201913,213,66413,213,66410,629,41810,629,41816,873,67816,873,678

Term Loans - US $

denominated

5.44%20193,759,1723,759,172--4,201,5744,201,574

NZ Growth -

Committed Cash

Advance Facility

4.23%201911,806,37311,806,3734,791,0184,791,0183,584,6233,584,623

US Growth -

Committed Cash

Advance Facility

4.37%20194,562,8314,562,8311,750,0481,750,0482,057,7882,057,788

Capitalised

borrowing costs

-(114,696)-(250,216)-(234,304)

33,342,04033,227,34417,170,48416,920,26826,717,66326,483,359

EROAD Limited also has an on demand overdraft facility of $5,000,000 of which no amount was drawn at 30 September 2018 (31

March 2018: Nil; 30 September 2017: $940,393).

NOTE 15 • RELATED PARTY TRANSACTIONS

Related party transactions are consistent in nature with those reported at 31 March 2018.

NOTE 16 • CAPITAL COMMITMENTS

The capital expenditure commitments are in line with those at 31 March 2018.

NOTE 14 • BORROWINGS (CONTINUED)

3333
NOTE 17 • CONTINGENT LIABILITIES

During the six months to 30 September 2018, the Group has been approached by a third party who asserts that EROAD infringes a

number of its patents. From our internal review of the patent claims asserted by the other party, the Group believes there are grounds

in support for why we do not infringe their patents and also strong grounds that the patents would likely be considered invalid if

EROAD was to challenge them. The Group strongly asserts that we do not infringe the patents and have informed the other party that

we would seek our attorney fees from them in the event we succeeded in any potential litigation.

As we firmly believe that we have not infringed any patents no amounts have been provided for in relation to this claim. The Group

may incur some legal costs in defending this claim over the next twelve months.

NOTE 18 • EVENTS SUBSEQUENT TO BALANCE DATE

Other than the renewal of debt facilities (see note 14), there are no reportable events subsequent to balance date (30 September 2017:

Nil, 31 March 2018: Nil).

34



© 2018 KPMG, a New Zealand partnership and a member firm of the KPMG network of independent member

firms affiliated with KPMG International Cooperative (“KPMG International”), a Swiss entity.


Independent Review

Report

To the shareholders of EROAD Limited

Report on the condensed consolidated financial statements

Conclusion

Based on our review, nothing has come to our attention

that causes us to believe that the condensed

consolidated financial statements of EROAD Limited (the

company) and its subsidiaries (the Group) on pages 11 to

33 do not:

i. present fairly in all material respects the

Group’s financial position as at 30 September

2018 and its financial performance and cash

flows for the 6 month period ended on that

date; and

ii. comply with NZ IAS 34 Interim Financial

Reporting.

We have completed a review of the accompanying

condensed consolidated financial statements which

comprise:

— the condensed consolidated statement of financial

position as at 30 September 2018;

— the condensed consolidated statements of

comprehensive income, changes in equity and cash

flows for the 6 month period then ended; and

— notes, including a summary of significant Group

accounting policies and other explanatory

information.

Basis for conclusion

A review of condensed consolidated financial statements in accordance with NZ SRE 2410 Review of Financial Statements

Performed by the Independent Auditor of the Entity (“NZ SRE 2410”) is a limited assurance engagement. The auditor

performs procedures, consisting of making enquiries, primarily of persons responsible for financial and accounting matters,

and applying analytical and other review procedures.

As the auditor of EROAD Limited, NZ SRE 2410 requires that we comply with the ethical requirements relevant to the audit

of the annual financial statements.

Our firm has also provided other services to the Group in relation to tax compliance, tax advisory and other assurance

services. Subject to certain restrictions, partners and employees of our firm may also deal with the Group on normal terms

within the ordinary course of trading activities of the business of the Group. These matters have not impaired our

independence as reviewer of the Group. The firm has no other relationship with, or interest in, the Group.

Use of this Independent Review Report

This report is made solely to the shareholders as a body. Our review work has been undertaken so that we might state to

the shareholders those matters we are required to state to them in the Independent Review Report and for no other

purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the

shareholders as a body for our review work, this report, or any of the opinions we have formed.

35





Responsibilities of the Directors for the condensed consolidated financial

statements

The Directors, on behalf of the Group, are responsible for:

— the preparation and fair presentation of the condensed consolidated financial statements in accordance with NZ IAS

34 Interim Financial Reporting;

— implementing necessary internal control to enable the preparation of an condensed consolidated financial statements

that is fairly presented and free from material misstatement, whether due to fraud or error; and

— assessing the ability to continue as a going concern. This includes disclosing, as applicable, matters related to going

concern and using the going concern basis of accounting unless they either intend to liquidate or to cease operations,

or have no realistic alternative but to do so.

Auditor’s Responsibilities for the review of the condensed consolidated financial

statements

Our responsibility is to express a conclusion on the condensed consolidated financial statements based on our review. We

conducted our review in accordance with NZ SRE 2410. NZ SRE 2410 requires us to conclude whether anything has come to

our attention that causes us to believe that the condensed consolidated financial statements are not prepared, in all

material respects, in accordance with NZ IAS 34 Interim Financial Reporting.

The procedures performed in a review are substantially less than those performed in an audit conducted in accordance

with International Standards on Auditing (New Zealand). Accordingly we do not express an audit opinion on these

condensed consolidated financial statements.

This description forms part of our Independent Review Report.



KPMG

Auckland

26 November 2018


36
“Looking after our people as well as our customers is at the heart of

how we operate.

EROAD’s second-generation driver support, vehicle monitoring and

other health and safety services are an important part of this.”

ALAN PEARSON, CEO

TIL LOGISTICS

37
EROAD

EROAD Limited

260 Oteha Valley Road

Albany, Auckland 0632

REGISTRAR

Computershare Investor

Services Limited

Level 2, 159 Hurstmere Road

Takapuna, Auckland 0622

UNITS ON DEPOT

The number of EROAD devices installed

in vehicles and subject to a service contract

with a customer.

UNITS PENDING

INSTALLATION

The number of EROAD devices subject

to a service contract with a customer

but not yet installed.

TOTAL CONTRACTED

UNITS (TCU)

TCU is made up of Units on Depot plus

Units Pending Installation.

FUTURE CONTRACTED

INCOME (FCI)

Contracted Software as a Service (SaaS)

income that will be recognised as revenue

in future periods.

LEGAL ADVISERS

TO EROAD

Chapman Tripp

Level 35, ANZ Centre

23-29 Albert Street, Auckland 1010

AUDITOR

KPMG

KPMG Centre

18 Viaduct Harbour Avenue, Auckland 1010

Directory

Non GAAP Measures

EBITDA MARGIN

Earnings before Interest, Taxation,

Depreciation and Amortisation (EBITDA)

divided by revenue.

RETENTION RATE

The number of Total Contracted Units

at the beginning of the 12 month period

and retained on Depot at the end of the

12 month period, as a percentage of Total

Contracted Units at the beginning of the 12

month period.

ANNUALISED HEAVY

TRANSPORT RUC

The New Zealand Road User Charges for

vehicles over 3,500kg purchased through

EROAD for the month, multiplied by 12.

eroad.com

---

1

2
01

EROAD

1H19 Results

Six months ended 30 September 2018

Contents
01 1H19 Results Introduction

Important Information 02

1H19 Results 03

02 Results Summary

Highlights 05

Financial Performance 06

Breakdown of Extraordinary Expenses 07

Change of Accounting Standards 08

03 Australia & New Zealand

Key Achievements & Initiatives 10

ANZ Market Summary 11

Market Launch — Australia 12

Case Study One — St Johns NZ 13

Case Study Two — TIL Logistics 14

04 North America

Achievements and Key Events 16

North America — Execution 17

Single Platform 18

One Platform 19

North America — Market Update 20

Research and Development 21

05 Performance

Graph 23

Graph 24

Graph 25

Graph 26

06 Outlook

FY19 Outlook 28

Opportunities by Market 29

One Platform 19

Next Chapter 20

Research and Development 21

07 Q&A

08 Appendices

01

EROAD

Contents

01 1H19 Results Introduction

Important Information 04

Key points for 1H19 Results 05

02 Results Summary

Highlights 07

Financial Performance 08

Operating Expenses 09

Significant change in accounting standards 10

Restatement of comparative periods 11

03 Australia and New Zealand

ANZ: Key Achievements and Initiatives 13

ANZ 14

Market re-launch 15

Case Study — TIL Logistics 16

04 North America

NA: Key achievements and initiatives 18

Execution 19

One Platform 20

North America market update 21

05 Performance

Growth in unit sales 23

Revenue dynamics 24

Future contracted income (NZ$M) 25

1H19 EBITDA (NZ$M) 26

Research and Development expenditure 27

Research and Development 28

06 Outlook

FY19 Outlook 30

Opportunities by market 31

Next chapter 32

07 Q&A

08 Appendices

Statement of Income (NZ$M) 35

Balance Sheet (NZ$M) 36

Cash Flows (NZ$M) 37

Areas of strategic growth 38

Total addressable market (TAM) 39

Glossary 40

Glossary 41

01

EROAD

01
4

The information in this presentation is of a general nature and does

not constitute financial product advice, investment advice or any

recommendation. Nothing in this presentation constitutes legal, financial,

tax or other advice.

This presentation may contain projections or forward-looking statements

regarding a variety of items. Such projections or forward-looking

statements are based on current expectations, estimates and assumptions

and are subject to a number of risks, uncertainties and assumptions.

There is no assurance that results contemplated in any projections or

forward-looking statements in this presentation will be realised. Actual

results may differ materially from those projected in this presentation.

No person is under any obligation to update this presentation at any time

after its release to you or to provide you with further information about

EROAD.

While reasonable care has been taken in compiling this presentation,

none of EROAD nor its subsidiaries, directors, employees, agents or

advisers (to the maximum extent permitted by law) gives any warranty or

representation (express or implied) as to the accuracy, completeness or

reliability of the information contained in it nor takes any responsibility

for it. The information in this presentation has not been and will not be

independently verified or audited.

Important Information

1H19 RESULTS INTRODUCTION

01
5

Key points for 1H19 Results

1H19 RESULTS INTRODUCTION

1. ANZ: Solid momentum in NZ fuels re-launch in Australia

• ANZ unit growth +31%, revenue growth +32%, EBITDA growth +33%.

• NZ momentum remains strong and gave us the confidence to re-launch in Australia.

2. NA: growth moderated, but focussed plan to improve growth

• Transition period in market following the deadline for ELD implementation.

• Strategic refresh has led to focussed geo-vertical execution and also developing capabilities to serve certain enterprise clients.

3. Investing for the next level of growth

• Spending according to strategic and capital raise plans, to put the people, systems and processes in place, for the next level

of growth.

• Ongoing investigation of several strategic opportunities in NA.

4. Significant accounting change*

• Brought about by adoption of new revenue standard (NZ IFRS15) and early adoption of the new lease standard (NZ IFRS 16).

• Early adoption of lease standard to align with adoption of revenue standard and avoid further restatements in the next

financial period.

* As a result of the adoption of new accounting standards, comparative numbers have been restated for GAAP and Non-GAAP measures. All comparative numbers referred to in

this presentation and comparative growth rates refer to restated balances. Refer to note 2 of the financial statements for more information on the changes.

6
02

EROAD

Results Summary

01
EROAD

7

02

EROAD Group Performance (NZ$m)

+46%+81%+40%+45%

RESULTS SUMMARY

1H18*1H18*1H18*1H18

19.6M

RevenueEBITDAFuture Contracted

Income**

Total Contracted

Units

3.4M

82.0M

59.5K

1H191H191H191H19

28.5M

6.2M

115.1M

86.2K

* Previously Reported 1H18 metrics were as follows: Revenue $20.9m; EBITDA $4.0m; FCI $75.0m

** The definition of the Non-GAAP measure, Future Contracted Income has been amended to align with changes as a result of the adoption of NZ IFRS 15 and NZ IFRS 16.

Future Contracted Income includes all contracted Software as a Service (SaaS) revenue that will be recognised as revenue in future periods.

Highlights

8
02

1H19 Half Year Results

Financial Performance

EROAD continued to achieve growth across all metrics, while growth moderated from a record 2H18

1H191H18% Change

Revenue ($000’s)28,54919,57046%

EBITDA ($000’s)6,2013,42081%

EBITDA margin22%17%4%

Net Profit (Loss) After Tax ($000’s) (3,410)(3,862)12%

Total Contracted Units*86,24059,53845%

Future Contracted Income (FCI) ($000’s)115,14082,02140%

Retention Rate98%98%0%

RESULTS SUMMARY

* Total Contracted Units - Total Contracted Units represents the total units subject to a customer contract and includes units on depot and units pending installation.

9
02

RESULTS SUMMARY

Operating expenses

Operating expenses have been trending higher than previous

years as the group implements the spending initiatives outlined

at the time of the FY18 equity raise and other key strategic

initiatives.

These additional expenditures have included:

• $0.2m strategic review costs related to completing the FY18

NA strategic review

• $0.4m evaluation of an inorganic growth opportunity which

EROAD ultimately decided not to progress

• $0.2m early stage costs for system and process

transformation project

• $0.4m market validation for AU re-launch

Additionally the business has spent a higher proportion

of time on non-capitalised activities, such as research and

maintenance, resulting in higher R&D expenses. Also, due

to adoption of NZ IFRS 15 and early adoption of NZ IFRS 16,

certain expenses relating to customer acquisition are now

expensed rather than capitalised.

10
02

RESULTS SUMMARY

Significant change in

accounting standards

• In addition to adopting the new revenue standard NZ IFRS

15, EROAD has elected to early adopt the new lease standard

NZ IFRS 16.

• Without early adoption of NZ IFRS 16, EROAD would

effectively be restating revenue again for the year ended

31 March 2020 on adoption of the new lease standard.

• The definition of a lease has been amended in the new

lease standard and EROAD’s contracts no longer meet the

definition of a lease.

• Application of the new lease definition represents a significant

change in the way the company recognises revenue and costs

relating to its contracts with customers. Most significantly

the company no longer recognises revenues at the point of

dispatch to the customer from contracts for outright sales

of EROAD units, installation services, sale of accessories

or entering finance leases. EROAD now recognises these

revenue streams over the contract term, typically 3 years.

• In addition there are more expenses recognised in the P&L

due to reduced capitalisation of customer acquisition costs

allowable under the new standards.

Comparative numbers have been restated. The table overleaf

shows the restatement of comparative periods caused by

these changes in accounting standards.

• The changes in accounting align better with the recurring

nature of EROAD’s business and reported revenues and

earnings now more closely align to underlying operating cash

flows.

• A full description of the change in accounting standards can

be found in EROAD’s Half Year Report.

11
02

RESULTS SUMMARY

Restatement of comparative periods

(key lines)

6 months to 30 September 2017

UnauditedUnauditedUnaudited

Previously Reported

Adjusted for adoption

of new standards

Change

Revenue 20,905,73319,569,839(1,335,894)

EBITDA3,965,137 3,420,208 (544,929)

Profit/(loss) before tax (3,766,259)(4,182,621)(416,362)

Total Assets80,315,73080,968,002652,272

Total Liabilities37,897,33744,585,7686,688,431

Total Shareholders Equity42,418,39336,382,234(6,036,159)

Year ended 31 March 2018

UnauditedUnauditedUnaudited

Previously Reported

Adjusted for adoption

of new standards

Change

Revenue 51,523,757 44,278,257 (7,245,500)

EBITDA15,009,973 11,056,811 (3,953,162)

Profit/(loss) before tax (1,544,204)(5,371,295)(3,827,091)

Total Assets113,165,407112,595,225(570,182)

Total Liabilities46,004,84354,498,4288,493,585

Total Shareholders Equity67,160,56458,096,797(9,063,767)

12
fi fl

Australia and

New Zealand

03

13
03

AUSTRALIA & NEW ZEALAND

ANZ: Key achievements

and initiatives

+31%

Growth in Units in ANZ

(compared to Sep-17)

5,000+

RECORD RETENTION

5,000+ Units renewed

43%

EROAD collects 43%

of Heavy Vehicle RUC

in New Zealand

LAUNCHED ASSET

TRACKER

ETrack Wired launched

in Sep-18

AUSTRALIAN MARKET

RE-LAUNCH

Decision made and

initial investment

to re-launch

14
• Bullet Headings:

• Lorem ipsum goes here

New Zealand summary

• 1H run-rate (excluding enterprise sales) has been similar to last year but comprised a

greater number of SME customers. Also, some existing high-growth enterprise accounts

continued to add new units during the period.

• Largest customers continue to get larger.

• New enterprise units signed in later 1H, but to be delivered during 2H (circa 1,450 units),

coupled with good volumes from SME customers.

• High number of upgrades to second generation hardware. Around half of renewals

upgraded to Ehubo 2.

• Brake Fleet Safety Award (Australasian) winner 2018: http://www.fleetsafetyawards.com/

australasian-awards/about/18-australasia

• The light vehicle and asset tracking markets continue to grow as companies expand their

H&S programs and recognize the commercial benefits of telematics in these areas.

Australia – initial investment steps

• Investments made to establish a solid foundation, including a comprehensive

market review.

• Hired the first 4 members of the Australiansales team, being 2 direct sales & 2 inside sales.

Minimal FY19 sales are expected as team is inducted and ramps up activity.

• Australian marketing campaign kicked off with the first leads flowing through.

• Australian FBT and posted speed products launched.

ANZ

AUSTRALIA & NEW ZEALAND

03

Market Summary

15
Market re-launch

Australia

• EROAD has a small number of existing Australian fleets,

some associated with large New Zealand based customers.

EROAD is already known in the AU market, has award-wining

solutions in this market, and existing AU and NZ accounts are

highly referenceable.

• We believe the time is right for a measured proactive broader

re-launch into AU coinciding with legislative change.

• In particular, the Chain of Responsibility environment is

driving higher adoption rates for telematics in AU and there is

a growing convergence of AU and NZ markets.

• Some market specific product functionality needs to be

developed as appropriate and additional investment in

marketing, sales and account management is required.

• This investment is significantly lower versus a stand-alone

start-up by leveraging capabilities and resources in the NZ

business.

AUSTRALIA & NEW ZEALAND

03

16
Record renewal and upgrades during the period

TIL Logistics

Case Study

• TIL Logistics is one of New Zealand’s largest transport and logistics

companies.

• TIL has been using EROAD’s first generation of technology for a

number of years but has chosen to upgrade to EROAD’s advanced

second generation of hardware at the renewal of their contract.

• TIL’s fleet has been equipped with the latest hardware, enabling

it to provide its drivers, fleet managers and customers with better

support throughout the logistics supply chain.

• Renewal and upgrade agreement covers TIL’s fleet of 2,000 vehicles

and heavy trailers.

“Looking after our people as well as our

customers is at the heart of how we operate.

EROAD’s second-generation driver support,

vehicle monitoring and other health and safety

services are an important part of this.”

Alan Pearson

CEO TIL Logistics

AUSTRALIA & NEW ZEALAND

03

17
fi fl

North America

04

18
04

NORTH AMERICA

NA: Key achievements

and initiatives

+36%

Growth in NA (last six

months annualised)

+115% 12 month

growth on Sep-17

20k

Units milestone

reached

#3

Ranked ELD out of 26

by ELDratings.com

STRENGTHENED

LOCAL MANAGEMENT

Strengthened local

management team to

drive further growth

19
Execution

• Tightly focussed geo-vertical approach to

execution.

• Near term product releases dictated by

geographic and vertical focus.

• Leveraging EROAD’s accuracy, ease of use

and reliability.

• FNZC NA Review: Following FNZC’s NA Review

we determined that working with adjacent

businesses offers the most opportunity to

accelerate our growth strategy.

• Potential acquisition: Actively pursued target

which didn’t eventuate following detailed due

diligence. Operating expenses detailed on slide 9.

• Ongoing: EROAD will continue to consider

inorganic opportunities to broaden its NA

customer base and/or obtain innovative and

complementary product offerings.

Fleet Size

Affects sales methodology,

product needs, operational

costs and financial risk

Vertical

Affects marketing

spend and

product needs

Location

Affects sales

placement,

marketing spend

and product needs

04

NORTH AMERICA

EROAD is executing on a tight geo-vertical focus following its NA Strategic Refresh

20
One Platform

EROAD’s point of differentiation is regulatory telematics

and commercial services on a single platform

REGULATORY

+

COMMERCIAL

Monitoring, Reporting

& Assurance of ELD,

hours of service and

health and safety

Real-time Geospatial

Oversight, Analytics &

Services

Speed management

(including harsh

braking)

Fleet Management &

Optimization

Easy, Accurate and Fair

Tax & Charging

Integration &

Communication

04

NORTH AMERICA

21
North America market update

Telematics landscape continues to evolve post ELD deadline

PRE DEADLINEDEADLINE (DEC 17)POST DEADLINE

UPCOMING

(NEXT 3 YEARS)

• Late adopters

• Price key rather

than value

• Compliance

focused users

• Focused on being

compliant by

deadline

• Final rule

compliance date:

Dec-17 (excluding

AOBRDs)

• Enforcement

deadline: Apr-18

(excluding AOBRDs)

• Return to value focus

• Buyers’ remorse

• In cab vs tablet

functionality,

complexity,

compliance

• Value selling over

price and simple

compliance

• Intra-state adoption

• AOBRD users

transition to ELD

by Dec-19

• Canada

• Mexico

• Fleets wanting to

leverage telematics

beyond ELD

• State and federal

regulators looking at

telematics solutions

in the electronic

road charging space

04

NORTH AMERICA

22
05

EROAD

Performance

01
EROAD

23

PERFORMANCE

05

1Q16

28,975

1Q17

39,848

1Q18

52,452

1Q19

81,772

2Q16

31,298

2Q17

43,430

2Q18

59,538

2Q19

86,240

3Q16

34,514

3Q17

45,657

3Q18

69,391

4Q16

36,953

4Q17

48,041

4Q18

77,600

• Units growth for ANZ of 5,442 units in 1H19, compared to growth of 7,863 units in 1H18.

• Units growth for NA of 3,198 units in 1H19, compared to growth of 3,634 units in 1H18.

• ANZ sales in 1H19 were lower given the absence of the large enterprise deals that occurred in 1H18.

ANZ enterprise deals will increase in 2H19, due to the completion of enterprise deals at the end of 1H19.

• NA sales moderated from 1H18, which was boosted by pre-ELD deadline activity

ANZ North America Total

Growth in unit sales

Sales growth moderated with less large enterprise deals in

ANZ and following ELD deadline activity in NA

75,000

50,000

100,000

25,000

TOTAL CONTRACTED UNITS

01
EROAD

24

PERFORMANCE

05

Retention rate remains

high at 98%

Higher % of sold units compared to

previous years driven by US sales

(partly due to credit policy requiring

smaller fleets to purchase)

Note: no longer have finance leases

HIGH CUSTOMER

RETENTION RATE

RENTAL VERSUS SALES

(NEW SALES HY19)

Revenue dynamics

Sold

14%

Rented

86%

01
EROAD

25

PERFORMANCE

05

FCI GREW TO $115M

(+40% FROM 30 SEPT 17)

Growth over the last 12 months was driven

by record volume growth in 2H18, coupled

with a high number of renewals over the last 6

months (1H19).

Future Contracted Income is a non-

GAAP measure which represents

contracted Software as a Service (SaaS)

income to be recognised as revenue in

future periods. Note that this definition

has changed from the previous period

in order to align with the change in

adoption of NZ IFRS 15 and NZ IFRS 16.

0

20

40

60

80

100

120

FUTURE CONTRACTED INCOME

Sep 17*

82.0m

Mar 18*

100.5m

Sep 18

115.1m

Future Contracted Income (NZ$M)

* Periods have been restated to align with current period presentation.

01
EROAD

26

PERFORMANCE

05

Strong unit sales growth resulting in improved revenue, EBITDA and net profit for 1H19

($000’s)1H191H18Movement

ANZ13.510.13.4

North America(0.4)(2.3)1.9

Corporate & Development(7.0)(0.8)(6.2)

Elimination of inter-segment EBITDA0.1(3.6)3.7

EBITDA6.23.42.8

EBITDA MARGIN22%17%4%

ANZ

• Over 5,000 units renewed in 6 months

• Continued penetration into light vehicle

fleets

• Australian re-launch validated and has

commenced in 1H19

North America

• Reduced losses on back of FY18 unit and

revenue growth

• Tight focus on key geographies and

verticals where EROAD has competitive

advantage

Corporate

• Increased operating expenses as EROAD

executes on strategic initiatives signalled

in FY18 equity raise

• R&D spend increases, driven by both a)

maintaining higher number of products

and b) executing on next key initiatives

• Significantly lower intercompany sales

and intersegment EBITDA as a result of

outsourced manufacturing

1H19 EBITDA (NZ$M)

01
EROAD

27

PERFORMANCE

05

Research & Development expenditure

0

3

6

9

12

15

RESEARCH AND DEVELOPMENT

CAPITALISED AND EXPENSED

FY15

8.3m

FY17

12.7m

1H18

4.8m

FY16

11.5m

FY18

11.3m

1H19

6.0m

NZ$ MILLIONS

Investment in product development & maintenance increased during the half

R&D Capitalised

R&D Expensed

28
Research and Development

Investment in product development increased during the half

KEY RELEASES

ONGOING INVESTMENT

FUTURE AREAS OF FOCUS

• Fringe Benefit Tax solution for

Australia.

• Launch of ETrack Wired in NZ,

a discreet tracker for powered

assets.

• Proof of Service launched in

NZ providing a link between

auxiliary input activity and GPS

location.

• OBDII (On-board diagnostics

2) connection for ELD to

enable compliance for mixed

fleets (small/large commercial

vehicles).

• Investment in platform

scalability and maintenance for

future growth.

• Continued development of

rulesets and enhancements

to support NA market.

• Continued development of

features to support Australian

re-launch.

• Upgrading Ehubo2 to enable

compatibility with 4G networks.

• Continued expansion of

connected hardware portfolio.

• Next-generation in-cab

experience and supporting

technology selection.

• Next-generation SaaS platform

for the most intuitive experience.

05

PERFORMANCE

29
EROAD

Outlook

06

30
FY19 Outlook

06

OUTLOOK

• A solid pipeline from new and existing enterprise customers is

expected to provide continued growth in NZ, including large

customers already contracted but yet to be delivered.

• Australia ramp-up of sales capability: investment will run

ahead of revenue in the near to medium term (but lower level

investment than for a new market entry). Expect to make a

small number of sales in 2H19.

• Overall regulatory telematics in AU and NA continues to

develop positively, creating opportunities in the 3 year

timeframe.

• Scalable platform for growth is now established in the US and

we have the people, products and increasingly the ability to

win target customers.

EROAD expects steady growth in NZ to continue

through the second half of the year.

31
Opportunities by market

06

OUTLOOK

New Zealand

• Continued growth driven by:

• Continued focus on health and safety

• Strong expansion in light vehicle fleets

• Customers upgrading from Gen 1 to Gen 2 in vehicle hardware

Australia

• Market re-launch underway

• Growth in trans-Tasman fleet adoption

• Regulatory requirements such as chain of responsibility driving adoption

in Australia

USA

• ELD, WMT and IFTA have opened new opportunities

• Strong leadership team now established with US locals

• Change in mindset from ELD compliance to value-added solutions

• WMT pilot programs e.g. I-95

Market Summary

32
06

OUTLOOK

Next chapter

AccountabilityChain of Responsibility

Human Interface

Health & Safety and

Driver fatigue Management

Vehicle Fitness

Inspect, Maintenance Monitoring,

MOT Compliance

Road Tax Suite

for Fuel and Mileage

Infrastructure Funding

GLOBAL TRANSPORTATIONEROAD

ChallengesSolutions

33
EROAD

Q & A

07

34
EROAD

Appendices

08

35
08

APPENDICES

Statement of Income (NZ$M)

PERIOD END1H191H18Movement

Continuing Operations

Revenue28.519.68.9

Expenses(22.3)(16.2)(6.1)

Earnings before interest, taxation, depreciation and amortisation 6.23.42.8

Depreciation of Property, Plant & Equipment(3.1)(2.4)(0.7)

Amortisation of Intangible Assets(3.1)(2.7)(0.4)

Amortisation of Contract and Customer Acquisition Assets(2.3)(1.7)(0.6)

Earnings before interest and taxation(2.3)(3.4)1.1

Finance Income0.00.00.0

Finance Expense(1.3)(0.8)(0.5)

Net Financing Costs(1.3)(0.8)(0.5)

Profit/(loss) before tax(3.6)(4.2)0.6

Income tax (expense) benefit0.20.3(0.1)

Profit/(loss) from continuing operations(3.4)(3.9)0.5

Profit/(loss) after tax for the year attributable to the shareholders(3.4)(3.9)0.5

Other comprehensive income(0.5)(0.1)(0.4)

Total comprehensive income/(loss) for the year(3.9)(4.0)0.1

36
08

APPENDICES

Balance Sheet (NZ$M)

PERIOD END1H191H18Movement

Cash22.30.821.5

Restricted Bank Account11.510.21.3

Other16.511.74.8

Total Current Assets50.322.727.6

Property, plant and equipment27.120.56.6

Intangible assets30.630.30.3

Costs to acquire and Contract Costs4.43.01.4

Other7.14.42.7

Total Non-Current Assets69.258.211.0

TOTAL ASSETS119.580.938.6

Payables to NZTA & ODOT11.410.21.2

Contract liabilities6.44.81.6

Borrowings33.217.216.0

Other liabilities13.912.31.6

Total Liabilities64.944.520.4

NET ASSETS54.636.418.2

37
08

APPENDICES

Cash Flows (NZ$M)

PERIOD END1H191H18Movement

Cash flows from operating activities

Other operating cash flows8.31.56.8

Interest paid(1.3)(0.8)(0.5)

Net cash inflow from operating activities7.00.76.3

Cash flows from investing activities

Property, Plant and Equipment (including hardware assets)(6.4)(5.0)(1.4)

Intangible Assets(3.7)(4.2)0.5

Contract and Customer Acquisition Assets(3.5)(2.3)(1.2)

Net cash outflow from investing activities(13.6)(11.5)(2.1)

Cash flows from financing activities

Bank loans6.810.1(3.3)

Other financings cash flows0.2(0.3)0.5

Net cash outflow from financing activities7.09.8(2.8)

Net increase/(decrease) in cash held0.4(1.0)1.4

Cash at beginning of the financial period21.90.921.0

Closing cash and cash equivalents (net of overdrafts)22.3(0.1)22.4

38
Areas of strategic growth

08

APPENDICES

Insights and Predictions

Collecting and

providing data feeds

Customer Solutions

Telematics and

Tax Software

Connected Devices

Truck and Trailer

Hardware

TODAYFUTURE

Develop

insights

capabilities

Build

out SaaS

features and

Integrations

Partner to

meet market

needs

39
Large total addressable market

(TAM)

08

APPENDICES

NEW ZEALAND

AUSTRALIA

USA

ELD

2.9m

Light Commercial

Vehicles

700k

Heavy Vehicles

306k Vehicles

Oregon WMT

Prospect

Eastern USA (I-95)

3.0m Vehicles

ELDs HOS Interstate Only

2.9m Vehicles

IFTA & IRP Services

Hours of Service

USA, Canada, Mexico

and Intrastate

500k

Light Commercial

Vehicles

120k Heavy Vehicles

CURRENT OPERATIONSPOTENTIAL OPERATIONS

40
Glossary

08

GLOSSARY

1. Automatic On Board Recording Device (AOBRD)

AOBRDs are electronic devices that can be used to

automatically record drivers’ hours of service.

2. Depot

EROAD’s web-based platform that allows customers to

manage (and pay) their RUC, WMT and fleet management

services.

3. Electronic Logging Device (ELD)

An electronic solution that synchronises with a vehicle engine

to automatically record driving time and hours of service

records.

4. Ehubo1 and Ehubo2 (GEN1 and GEN2)

EROAD’s first and second generation electronic distance

recorder which replaces mechanical hubodometers.

Ehubo is a trade mark registered in New Zealand.

5. Driver Vehicle Inspection Report (DVIR)

A report created by a driver identifying defects and safety

risks to a commercial vehicle.

6. Heavy Vehicle

A truck, or a truck and trailer, weighing over:3.5 tonnes in

New Zealand (required to pay RUC); 12 tonnes in Oregon

(required to pay WMT); or 4.5 tonnes in Australia.

7. International Fuel Tax Agreement (IFTA)

A cooperative agreement between all states (excluding

Alaska and Hawaii) of the United States, and the Canadian

provinces, designed to make it simpler for inter-jurisdictional

carriers to report and pay fuel excise taxes, requiring only

one fuel licence to operate across multiple jurisdictions.

8. International Registration Plan (IRP)

An agreement between all states (excluding Alaska, Hawaii

and Washington D.C.) of the United States, and the Canadian

provinces, for the registration of inter-jurisdictional vehicles.

Registration fees are paid to a fleet’s base jurisdiction, which

then distributes them to other jurisdictions based on the

miles travelled in each member jurisdiction.

9. Units on Depot

The number of EROAD devices installed in vehicles and

subject to a service contract with a customer.

41
Glossary

08

GLOSSARY

10. Units Pending Installation

The number of EROAD devices subject to a service contract

with a customer but pending Installation.

11. Total Contracted Units (TCU)

TCU is made up of Units on Depot plus Units Pending

Installation.

12. Future Contracted income (FCI)

A non-GAAP measure which represents contracted Software

as a Service (SaaS) income to be recognised as revenue in

future periods. Note that this definition has changed from the

previous period in order to align with the change in adoption

of NZ IFRS 15 and NZ IFRS 16.

13. Recurring Revenue

The revenue EROAD expects to receive in future months from

existing Total Contracted Units from monthly charging of

services, monthly hardware rentals and current monthly rates

of transaction fees.

14. Retention Rate

The number of Units on Depot at the beginning of the 12

month period and retained on Depot at the end of the 12

month period, as a percentage of Units on Depot at the

beginning of the 12 month period.

15. Road User Charges (RUC)

Charges payable under the New Zealand Road User Charges

Act 2012 in respect of the distance travelled by a RUC

vehicle on a road. In New Zealand, RUC is payable for heavy

vehicles and all vehicles powered by a fuel not taxed at

source. The charges go towards the cost of repairing roads.

16. Weight-Mile Tax (WMT)

A mileage-based tax imposed on Heavy Vehicles according

to a combination of the number of axles and/or combined

weight of the vehicle and the number of miles driven in

Oregon, USA.

17. EBITDA Margin

Earnings before Interest, Taxation, Depreciation and

Amortisation (EBITDA) divided by revenue.

42
fi fl

Thank you

Steven Newman

CEO - EROAD

steven.newman@eroad.com

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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