PaySauce Limited/Announcement
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PaySauce Interim Results

Half Year Results27 November 2019PYSInformation Technology

1
September

2019

THE HALF-TIME

REPORT

PaySauce Interim Report 2019
21

But we’re not just getting bigger.

We’re developing our product,

our leadership and our culture.

We’re covering more ground, but

also making a deeper impact.

We continue to see considerable

growth in both customer

numbers and revenues.

It’s good

to grow

PaySauce Interim Report 2019
23

2,248

Gold Awards

Finalist

ARPU


Monthly,

at Sept 2019

Regional

Business

Excellence

Awards

Finalist

Churn


% (monthly)

Living Wage

Accredited

Employer

Customer growth

from March 2019

ARR growth

from March 2019

LTV : CAC

Ratio

Customers

At Sept 2019

ARR

At Sept 2019

62

54

$591.3%8:1

1,602,872

Highlights

%

%

$

Explanations and calculations for the SaaS (“Software

as a service”) terms used above are outlined f rom page 10.

PaySauce Interim Report 2019
45

To our shareholders,

We’re proud and excited to

share this update with you

all. The last six months have

flown by, bringing greater

challenges and rewards than

ever. We continue to see surges

in customer numbers, while

making strides in building out

our team and strengthening

our senior leadership. As our

internal structure becomes more

complex, we’ve needed to quickly

become more deliberate with

our policies and processes. This

has introduced the challenge of

keeping our startup spirit intact

as we become a bigger, slicker

operation. I’m happy to say that

we’ve come out the other side

with an even closer and more

collaborative work culture.

While we’ve been taking

a look inwards, we’ve also

sustained exceptional financial

performance. Our growth

speaks for itself, and has

brought increasing interest

and awareness f rom customers

and investors. Our first AGM

in September offered us the

chance to lay out our vision for

our shareholders and invite

their perspectives, as well as

share the very tangible success

we’ve already achieved. It

was a pleasure to meet our

shareholders in person, and

we’d like to once again offer our

thanks for your support and your

confidence.

Sustained growth has fuelled

our ambitions, and during

September, we visited Ireland

and the UK as part of Callaghan

Innovation’s Ireland and UK

Agritech Mission. The trip was

extremely illuminating, offering

us an initial overview of the

competitive landscape and the

current challenges faced by their

agricultural sectors. This was a

valuable opportunity to connect

with other Kiwi innovators and

get a first-hand look at the

potential market.

While we’re very happy with

our commercial and financial

achievements, I’d also like to

highlight a different kind of

success. Our business is all about

people, and we’re proud to share

a few initiatives that reflect those

values. As of September 1st, we

are now an accredited Living

Wage employer. This means

that we’ve demonstrated that

all our staff, contractors and

ongoing sub-contractors are

earning at least $21.15 an hour.

The Living Wage is regularly

reviewed and adjusted to reflect

the cost of living in New Zealand,

and we intend to maintain our

commitment to meeting that

standard. While this is certainly

positive PR, we also feel that

earning this accreditation

demonstrates our commitment

to people and culture.

On a similarly altruistic note,

we’ve just seen the first

implementation of our volunteer

time off policy, Time Present, with

Adi from Marketing lending his

expertise to help plan Student

Volunteer Week 2020. We

look forward to seeing other

employees make use of this

policy as our newest staff reach

the 6-month mark for eligibility.

People are the most important

part of this business, in principle

and in practice. So let me

finish by acknowledging the

extraordinary contributions of

our team, our customers, our

partners and of course, our

shareholders. It’s a privilege to

share this with you.

Yours,

Asantha Wijeyeratne

CEO

On behalf of the board and my

fellow directors, I’m pleased to

present this interim report of our

business and financial results. I’m

confident that readers will find

plenty to be excited about, and

even more to look forward to.

This period has seen us retain

our key priorities while adapting

to emerging opportunities. As

always, relationships are our

driving force and central focus.

In recent months, the team has

forged invaluable partnerships

across the software and financial

spaces, strengthening our

product and our position in

the market. We’re proud to

be aligned with the nation’s

foremost innovators; we’ve

connected with Sharesies to

enable innovative investment,

rolled out a series of educational

initiatives for our accounting

partners alongside CAANZ, and

we’re extremely excited to be

working closely with Xero and

Figured to offer a unified rural

app stack around financial

foresight and cloud-based

compliance. As we become

a more active presence in

the national SaaS ecosystem,

we’re making better use of

the opportunities and support

available for innovative Kiwi

businesses, winning funding

f rom Callaghan Innovation and

recruiting young talent through

Summer of Tech. We were also

honoured to have received

public acknowledgement for

our exceptional growth and

execution, being named as

finalists in both the Gold

Awards and Regional Business

Excellence Awards.

While we continue to grow

locally, we’re also thinking global.

In September, Asantha was part

of Callaghan Innovation’s Ireland

and UK Agritech Mission 2019.

The trip was planned to coincide

with UK Dairy Day and the Irish

Ploughing Champs, the largest

agricultural event in the world.

This was an opportunity to assess

the competitive landscape and

sound out unsolved issues in

this market. We believe that

Ireland and the UK present

significant opportunities to

apply our knowledge of farming

employment and deliver

marked improvements for the

industry. Based on a preliminary

exploration, we believe

New Zealand’s agritech sector

has huge advances to offer to

these markets, and we hope to

lead that charge in partnership

with our nation’s best thinkers

and makers.

This report provides a chance to

review our progress, look forward

and acknowledge our supporters.

As always, I’d like to extend our

warmest thanks to all those

who have pitched in, f rom our

partners and advocates to our

team and board. And of course,

to our shareholders, for keeping

the lights on and the magic

happening. Here’s to the future.

Sincerely,

Andrew Barnes

Director (Non-Independent)/

Chairman

Message

from the CEO

Chairman’s

message

PaySauce Interim Report 2019
67

We encourage consistent

upskilling and skill sharing,

and teaching and exploration

are natural processes in our

workplace. Our internships and

junior hires offer immersive

learning opportunities and rapid

career advancement for those

who show initiative and drive.

As 2019 draws to a close, we’re

proactively upskilling our junior

development team with a

BlackRaven Dojo course, aimed

at building the foundations for

more complex coding work.

From November, we’re taking

on two interns through Summer

of Tech, funded through

Callaghan Innovation. These

internships will offer real-world

experience to the students,

while also developing leadership

skills among our established

team and boosting developer

output.

We’re also putting our culture

into practise by investing in

social good. We are in the

final stages of releasing our

new payroll giving feature,

which enables employees to

effortlessly donate to registered

charities direct f rom their pay

cheque. Our volunteer time off

policy, Time Present, is in active

use. We remain a long-time

sponsor of Wellington’s own 1%

Collective, and as of September

we became a fully accredited

Living Wage employer.

Agriculture is still our core focus,

and will continue to be. As we

set ourselves higher and higher

goals, we’re strengthening our

agri approach by developing

a parallel service offering for

accountants and advisors, with

an emphasis on the rural advisory

space. Our sales team has

developed an extensive network

of accountants and bookkeepers,

and have already won us a

number of vital partnerships in

financial institutions across the

country. This will continue to be a

key emphasis for sales, marketing

and support teams in the coming

months.

Agriculture has been our fastest-

growing customer segment

for some time, and we’re proud

to ally ourselves with farming

employers. We’ve retained our

farm focus across marketing,

product development and

relationship building. So at first,

it came as a surprise when, in

October, we began to see a

much broader base of businesses

coming on board. On closer

inspection, we found that the

overwhelming majority of these

customers, though f rom assorted

industries, were coming f rom

our strongest rural areas. This

is a powerful indicator that our

established word-of-mouth effect

is not only sticking around, but is

now crossing verticals. We intend

to balance our agri focus with

providing exceptional service and

software to these markets as they

develop organically.

Employment in the agri space

is uniquely challenging, which

means that we’ve had to work

hard and think inventively to find

solutions. The payoff, however,

is that those solutions are then

easily applied to similar issues in

other industries.

The Culture

Stuff

The Customer

Stuff

Sam Dews

Sierra Delta Civil

PaySauce Interim Report 2019
89

Christchurch

Wellington

Hawkes Bay

East Cape

Bay of Plenty

Northland

Otago

Southland

Westcoast

Marlborough

Manawatu

Taranaki

Waikato

Auckland

Nelson

15%

7%

3%

1%

5%

4%

4%

11%

1%

1%

5%

4%

22%

16%

1%

Customer

distribution

by region

After many months of planning,

coding and testing, we’ve

unveiled a new onboarding

and sign-up process. This is one

of the most challenging and

problematic parts of payroll,

requiring entry of sensitive

payment and tax information,

“wet” signatures and the manual

transfer of employee records.

We’ve spent many sleepless

nights trying to transform this

into a 21st century customer

experience, and we’re really

happy with the result. The new

process digitises virtually all

initial paperwork, captures on-

screen signatures, and minimises

information gathering at sign-

up. Onboarding 2.0 is smart,

seamless and more secure.

We are also in the process of

adding our second application to

the PaySauce platform, the MBIE

Contract Builder. This will be

f ree to all platform users, which

rewards our payroll customers

for using the platform and

increases the value of our core

offering. The application will

exist on the same f ramework as

the Federated Farmers Contract

Builder, but constructed f rom

content supplied by the Ministry

of Business, Innovation and

Employment.

Like the Federated Farmers

Contract Builder, this tool will

offer a customisable employment

agreement, but with all-purpose

clauses and government-vetted

standards of compliance. This

application is also, of course,

integrated with payroll, allowing

the import of a new hire and all

their associated employment

conditions, ready for payday.

The Tech

Stuff

PaySauce Interim Report 2019
1011

SaaS Reporting

Six months to

30 Sept 2019

Six months to

30 Sept 2018

Processing Fees$507,295$227,847

IRD Subsidy$102,237$75,809

Interest Received$128,362$54,532

Recurring Revenue$737,894$358,188

Cost to Serve($315,509)($139,632)

Gross Margin$422,385$218,556

Gross Margin %57%61%

Other Revenue$161,896$75,000

Total Other Revenue$161,896$75,000

Customer Acquisition($326,711)($142,108)

Research & Development($109,717)($62,000)

General & Administration($845,923)($200,007)

Other Expenses($9,354)($2,335,606)

EBITDA($707,423)($2,446,165)

(96%)(683%)

Depreciation & Amortisation($71,207)($67,040)

Interest Expense($83,398)($1,446)

Income Tax$0$0

Net Loss for the period($862,028)($2,514,651)

Six months to

30 Sept 2019

Six months to

30 Sept 2018

Customers at start of period 1,384 746

Customers at end of period 2,248 1,054

Customer Growth %62%41%

ARR at start of period$1,038,317$498,067

ARR at end of period$1,602,872$777,937

ARR Growth %54%56%

Churn % (monthly average)1.3%2.0%

ARPU at end of period$59$62

CAC (per addition) for the

period

($319)($339)

Customer LTV$2,563$1,836

Total Customer LTV

at end of period

$5,762,406$1,934,738

LTV : CAC Ratio8 : 1 5.4 : 1

Explanations page 12.

The business results reported

below provides an overview of

the performance of the business

in a format that we believe is

useful for readers to assess the

performance of PaySauce as a

SaaS business.

Non-Generally Accepted

Accounting Principles (Non-

GAAP) measures have been

included, and should not

be viewed in isolation, nor

considered as substitutes for

measures reported in accordance

with New Zealand Equivalents to

International Financial Reporting

Standards (NZ IFRS).

For further explanations of the

Non-GAAP measures see page 12.

*Costs relating to the reverse acquisition,

employee bonus share issues were excluded

f rom the EBITDA calculation presented in our

2019 annual report. The comparative 2018

period and current 2019 period now includes

these costs under ‘Other Expenses’ in the

EBITDA calculation presented above. This

change in presentation has been made in

order to provide a full view of the impact on and

reconciliation back to GAAP reported Net Loss

for the period.

SEPT

15

MAR

16

SEPT

16

MAR

17

SEPT

17

MAR

18

SEPT

18

MAR

19

SEPT

19

54%

$1,038,317

$1,602,872

ARR growth

from March 2019

ARR

at March

2019

ARR

at Sept

2019

PaySauce Interim Report 2019
1213

The above categories

are explained below

Processing Fees : This category

represents the revenue

generated f rom customers who

are using the PaySauce payroll

product, paying processing fees

each pay run, based on a flat rate

plus a variable amount based on

the number of payslips in that

pay run. There are no significant

estimates or uncertainty

surrounding the flat and variable

components of processing fees.

Revenue is recognised when the

service is supplied.

IRD Subsidy : This category

represents the revenue

generated f rom the subsidy

provided by Inland Revenue

for payroll intermediaries. The

subsidy provides revenue based

on the number of payslips

processed by PaySauce each

month.

It should be noted that a

threshold was placed on the

subsidy from 1 April 2019, and

now only applies to payslips

of those customers who have

processed less than $50,000 of

PAYE and ESCT for the preceding

financial year. The subsidy will be

completely removed f rom 1 April

2020. Further information on

this can be found on the Inland

Revenue website.

Interest Received : This category

represents the interest received

from our interest-bearing trust

account and term deposits

held in escrow for our Payroll

customers. As customers pay

their PAYE through to us each

pay run, we hold these funds

and generate interest on the

balance before the payment

is due to Inland Revenue. As

interest received on these funds

grows directly in relation to our

customers, we consider this an

additional stream of recurring

revenue.

Cost to Serve : The category

includes those costs which are

related to serving our customers

through the use of our software

products, and the availability

of our customer support team.

Costs included are those such as

hosting expenses for our software

in the cloud, maintenance of our

software products, and customer

support.

Other Revenue : This category

includes revenue that is not

recurring revenue and is not part

of our regular business operating

activities with customers.

Revenue included is that which

relates to sponsorship f rom ASB

Bank, and fair value revaluation

gains.

Customer Acquisition : This

category includes those costs

which are related to acquiring

new customers. Costs included

are those such as sales and

marketing, implementation and

onboarding of customers to our

system, and discounts. These

costs are expensed as incurred as

they do not relate to any specific

customer or contract for services.

Research & Development :

This category includes those

costs which are related to

researching and developing new

solutions and solving problems

for our existing and future

customers. Costs included are

those associated with product

development that do not meet

criteria for capitalisation, the

majority of which are developers’

salaries.

It should be noted that

measuring these costs between

years is not an accurate reflection

of the actual spending on

research and development for

PaySauce. This is due to the

timing and way in which some

of these costs are capitalised

and projects are completed.

The reader should also consider

the amount of intangible assets

recognised during the financial

year. Further detail on this can

be found in the notes to the

financial statements.

General & Administration : This

category captures all of the

other elements of running the

business. Costs included are

those such as office running

costs, finance and administration,

legal expenses, and other

overhead costs.

Other Expenses : This category

captures other expenses such

as costs relating to the reverse

listing process, and bonus shares

issued to employees.

EBITDA : EBITDA (earnings

before interest, tax, depreciation

and amortisation) is calculated

by adding back depreciation,

amortisation, interest

expenditure, and income

tax expense to the amounts

reported in the NZ IFRS-based

financial statements. PaySauce

believes that EBITDA provides

useful insights to measure the

performance of PaySauce as a

SaaS business.

SaaS Metrics

& Definitions

These SaaS metrics are prepared

and defined to provide readers

with useful information about

the performance of PaySauce as

a SaaS business.

Non-Generally Accepted

Accounting Principles (Non-

GAAP) measures have been

included, and should not

be viewed in isolation, nor

considered as substitutes for

measures reported in accordance

with New Zealand Equivalents to

International Financial Reporting

Standards (NZ IFRS).

Recurring Revenue : Recurring

revenue is revenue that is

expected to continue into the

future.


For PaySauce, it is that which is

directly linked to the number of

pays that our customers run on

the PaySauce payroll product.

There are currently three sources

of recurring revenue, those being

processing fees, subsidy, and

interest received.


There is a direct correlation

between the number of

customers processing payroll

with PaySauce, and the amounts

of revenue derived f rom these

streams (allowing some variation

due to elements such as interest

rates and number of payslips per

customer per pay run). There is no

significant estimate or judgement

applied by management when

recognising revenue arising f rom

these streams.

MRR : Monthly recurring

revenue is the total recurring

revenue for the month.

ARR : Annual recurring revenue

is the monthly recurring revenue,

multiplied by 12.

Gross Margin : The gross margin,

when discussed as a SaaS term,

is the recurring revenue of the

business, less the cost to serve

customers. This is often then

expressed as a percentage, where

the gross margin is divided by

the recurring revenue.

Churn (monthly) : Churn is

expressed as a percentage and

is calculated as the number

of cancellations each month

divided by the total number of

customers at the end of that

month.

ARPU : Average revenue per

user is total recurring revenue,

divided by the total customers

processing payroll.

CAC (per addition) : Customer

acquisition cost (per addition)

is the total cost of acquiring

customers for the period, divided

by the number of new customers

processing payroll that were

acquired during the period.

LTV : Lifetime value is the

estimated value of a customer

over its lifetime with PaySauce.

This is calculated by taking the

ARPU multiplied by the gross

margin %, then divided by the

churn %.

Total Customer LTV : Total

customer lifetime value is the

lifetime value multiplied by the

total customers.

LTV:CAC Ratio : This ratio

reflects the return on investment

for customer acquisition. It

is calculated by dividing the

customer acquisition cost (per

addition) by the lifetime value of

a customer.

PaySauce Interim Report 2019
141515

Interim Condensed Consolidated

Financial Statements


The nitty

gritty

For the six months ended 30 September 2019

Interim Condensed Consolidated Financial Statements

Interim Condensed Consolidated Statement of Comprehensive Income 16

Interim Condensed Consolidated Statement of Financial Position 17

Interim Condensed Consolidated Statement of Changes in Equity 19

Interim Condensed Consolidated Statement of Cash Flows 20

Notes to the Interim Condensed Consolidated Financial Statements 21

Company Directory 35

PaySauce Interim Report 2019
1617

Interim Condensed Consolidated

Statement of Comprehensive Income

for the six months ended 30 September 2019


30 Sept 2019

Unaudited

30 Sept 2018

Unaudited


Notes$$

Revenue


Revenue f rom sponsorship -75,000

Processing fees 507,295227,847

Subsidy revenue 102,23775,809

Interest 128,36254,532

Operating revenue14737,894433,188

Other gains / (losses) - net

15

161,896-

Expenses


Depreciation and amortisation

8,9

(71,207)

(67,040)

Hosting expenses(28,213)

(14,169)

Employee expenses

16

(706,831)

(278,541)

Employee bonuses-

(1,554,082)

Other expenses

17

(862,815)

(251,039)

Finance costs

17

(83,398)

(1,446)

Listing costs(9,354)

(781,522)

Total expenses (1,761,818)(2,947,839)

Net loss before income tax (862,028)(2,514,651)

Tax benefit / (expense)--

Net loss for the period (862,028)(2,514,651)

Other comprehensive income --

Total comprehensive loss for the period(862,028)(2,514,651)

Interim Condensed Consolidated

Statement of Financial Position

As at 30 September 2019


30 Sept 2019

Unaudited

31 Mar 2019

Audited

Notes$$

Current assets

Cash and cash equivalents 11,481,5566,313,146

Trade and other receivables

10

811,798145,548

Other current assets


92,91375,000

Prepayments and other short-term assets


113,814120,452

Total current assets 12,500,0816,654,146

Non‑current assets



Property, plant and equipment

8

425,88576,620

Intangible assets

9

412,350296,629

Total non‑current assets 838,235373,249

Total assets 13,338,3167,027,395



Current liabilities


Trade and other payables

11

550,541547,632

Funds held due to customers


11,480,7056,273,862

Employee benefits


83,03658,792

Other liabilities


70,37781,580

Current lease liabilities


25,476-

Interest bearing liabilities


81,61811,668

Total current liabilities 12,291,7536,973,534

The above statement should be read in

conjunction with the accompanying notes.

The above statement should be read in

conjunction with the accompanying notes.

PaySauce Interim Report 2019
1819

Interim Condensed Consolidated

Statement of Financial Position (cont.)

As at 30 September 2019


30 Sept 2019

Unaudited

31 Mar 2019

Audited

Notes$$

Non‑current liabilities

Non-interest bearing liabilities


728,821699,916

Non- current lease liabilities


317,071-

Interest bearing liabilities


8,50514,688

Interest bearing liabilities - convertible note

7

1,514,937

Total non‑current liabilities 2,569,334714,604

Total liabilities 14,861,0877,688,138

Net assets (1,522,771)(660,743)

Equity



Share capital

12

5,508,3395,508,339

Accumulated losses(7,031,110)(6,169,082)

Equity attributable to the owners of the Company (1,522,771)(660,743)

For and on behalf of the Board, who authorised the issue of these interim condensed consolidated financial

statements on 28 November 2019:



28 November 2019

Asantha Wijeyeratne

Chief Executive Officer

Date




28 November 2019

Mandy Simpson

Chair of Audit & Risk

Committee

Date

Interim Condensed Consolidated

Statement of Changes in Equity

for the six months ended 30 September 2019

Attributable to equity holders

of the Company


Contributed

Equity

Accumulated

Losses

Total Equity


Notes$$$

Unaudited

Balance as at 1 April 2019 5,508,339(6,169,082)(660,743)

Comprehensive loss

Net loss for the period-(862,028)(862,028)

Other comprehensive income---

Total comprehensive loss‑(862,028)(862,028)

Balance as at 30 September 20195,508,339(7,031,110)(1,522,771)


Unaudited

Balance as at 1 April 20181,999,977(1,792,582)207,395

Comprehensive loss

Net loss for the period-(2,514,651)(2,514,651)

Other comprehensive income---

Total comprehensive loss‑(2,514,651)(2,514,651)

Transactions with owners

Issue of ordinary shares

12

1,145,000-1,145,000

Share based payment

12

2,054,084-2,054,084

Total transactions with owners3,199,084‑3,199,084

Balance as at 30 September 20185,199,061(4,307,233)891,828

The above statement should be read in

conjunction with the accompanying notes.

The above statement should be read in

conjunction with the accompanying notes.

PaySauce Interim Report 2019
2021

Interim Condensed Consolidated

Statement of Cash Flows

for the six months ended 30 September 2019


30 Sept 2019

Unaudited

30 Sept 2018

Unaudited

Notes$$

Cash flows from / (used in) operating activities


Receipts f rom customers


670,282268,053

Increase in funds held for customers


5,206,8431,129,287

Interest received


97,25651,947

Payments to suppliers and employees


(1,561,923)(604,373)

Taxes paid11,794(14,492)

Interest paid on lease liability(21,678)-

Interest paid(3,894)(1,446)

Net cash from operating activities224,398,680828,976

Cash flows from / (used in) investing activities


Purchases of property, plant and equipment


(43,526)(4,699)

Purchases of intangible assets(146,187)(136,586)

Net cash (used in) investing activities (189,713)(141,285)

Cash flows from / (used in) financing activities


Net proceeds f rom issue of shares and convertible notes773,000528,841

Loan advances199,510(173,260)

Repayments of principal portion of lease liability(7,322)-

Repayments of other borrowings(5,745)(5,351)

Net cash from financing activities 959,443350,230

Net increase in cash and cash equivalents 5,168,4101,037,921

Cash and cash equivalents at the beginning of the period6,313,1463,614,619

Cash and cash equivalents at end of the period11,481,5564,652,540

Notes to the Interim Condensed Consolidated

Financial Statements

for the six months ended 30 September 2019

1. General information

PaySauce Limited (the “Company” or “PaySauce”), is a

limited liability company, domiciled and incorporated

in New Zealand and registered under the Companies

Act 1993.

These interim condensed consolidated financial

statements presented are for PaySauce Limited,

together with its subsidiaries (the “Group”) for the

six months ended 30 September 2019. The financial

statements were authorised for issue in accordance

with a resolution of the Directors on 28 November

2019 and are unaudited.

The Group’s principal activity is to provide payroll

processing solutions to employers in New Zealand.

PaySauce is a for-profit entity listed on the New

Zealand Stock Exchange (“NZX”).

2. Basis of preparation

These unaudited interim condensed consolidated

financial statements for the Group for the six months

ended 30 September 2019 have been prepared in

accordance with New Zealand Generally Accepted

Accounting Practice (“NZ GAAP”) and comply with

the requirements of the New Zealand Equivalent

to International Accounting Standard 34: Interim

Financial Reporting (“NZ IAS 34”), on the assumption

that the Group is a going concern, and should be

read in conjunction with the audited consolidated

financial statements for the Group as at and for the

year ended 31 March 2019.


All significant accounting policies have been applied

on a basis consistent with those used in the audited

consolidated financial statements for the Group for

the year ended 31 March 2019 other than as disclosed

in Note 3 below.


Where presentation has changed in the current

period, comparative amounts have been restated to

align with the current year’s presentation.


There are no seasonality or cyclicality influences on

the results of the Group.


These unaudited interim condensed consolidated

financial statements are presented in New Zealand

Dollars (NZD).

3. Changes in accounting policies

and disclosures

Apart f rom the changes noted below, the unaudited

interim 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 the audited

consolidated financial statements for the Group for

the year ended 31 March 2019.

a. New standards and interpretations

adopted in the current period

NZ IFRS 16: Leases ‑ impact of adoption

NZ IFRS 16: Leases replaces NZ IAS 17: Leases, and is

effective for annual reporting periods beginning on or

after 1 January 2019. PaySauce has adopted NZ IFRS 16

using the modified retrospective transition approach.

Comparative figures for the year ended 31 March 2019

are not restated, but instead continue to reflect the

accounting policies under NZ IAS 17: Leases. Impacts

of the transition are detailed further in note 6 below.

PaySauce has elected to use the Modified

Retrospective Approach (simplified transition

approach) in adopting NZ IFRS 16. The lease assets

comprise of the head office property lease.

The above statement should be read in

conjunction with the accompanying notes.

PaySauce Interim Report 2019
2223


PaySauce has elected not to reassess whether a

contract is, or contains a lease, at the date of initial

application. Instead, for contracts entered into

before the transition date PaySauce relied upon its

assessment made applying NZ IAS 17 and NZ IFRIC 4.


PaySauce has used the practical expedient of relying

on hindsight for determining the lease term of the

property lease.

PaySauce has elected to measure the right-to-use

asset recognised on adoption for the property lease

equal to the value of the lease liability calculated on

1 April 2019 (see note 8). No restatement of equity is

required as a result.


PaySauce has used the practical expedient of relying

on previous assessments of whether leases are

onerous.


PaySauce has also elected not to recognise right-of-

use assets and lease liabilities for short term leases

(lease term less than 12 months) or leases of low-value

assets under NZ IFRS 16.

4. Additional Accounting Policies

a. Revenue

There are no significant estimates or judgements

surrounding recognition of revenue. Revenue

substantially arises f rom processing fees which

includes both fixed and variable components which

are known as revenue is recognised at the point in

time the service is provided.

b. Leases

The Group leases an office premises and various

pieces of equipment. Lease terms are negotiated on an

individual basis and contain a wide range of different

terms and conditions. These lease agreements do not

impose any covenants, but leased assets may not be

used as security for borrowing purposes.

Leases are recognised as a right-of-use asset and

a corresponding liability at the date at which the

leased asset is available for use by the Group. Each

lease payment is allocated between the liability and

finance cost. The finance cost is charged to profit or

loss over the lease period so as to produce a constant

periodic rate of interest on the remaining balance of

the liability for each period. The right-of-use asset is

depreciated over the shorter of the asset’s useful life

and the lease term on a straight-line basis.

Assets and liabilities arising f rom a lease are initially

measured on a present value basis. Lease liabilities

include the net present value of the following lease

payments:

• fixed payments (including in-substance fixed

payments), less any lease incentives receivable;

• variable lease payments that are based on an

index or a rate;

• amounts expected to be payable by the lessee

under residual value guarantees;

• the exercise price of a purchase option if the lessee

is reasonably certain to exercise that option, and;

• payment of penalties for terminating the lease, if

the lease term reflects the lessee exercising that

option.

The lease payments are discounted using the

interest rate implicit in the lease, if that rate can be

determined, or the group’s incremental borrowing

rate.

Right-of-use assets are measured at cost, comprising

the following:

• the amount of the initial measurement of lease

liability;

• any lease payments made at or before the

commencement date less any lease incentives

received;

• any initial direct costs, and;

• restoration costs.

Payments associated with short-term leases and

leases of low-value assets are recognised on a straight

line basis as an expense in profit or loss. Short-term

leases are leases with a lease term of 12 months or less.

Low-value assets comprise IT-equipment and small

items of office furniture.

c. Convertible Note

Convertible loan notes which will or might be settled

other than the exchange of a fixed amount of cash or

another financial asset for a fixed number of shares

are classified as liabilities.

The conversion feature of the convertible notes is

classified as a derivative financial instrument. If the

economic characteristics of the derivative are not

closely related to the host debt it is separated and

accounted for separately as a financial instrument at

fair value through profit and loss.

The fair value of the convertible note as a whole is

assumed to be equal to the transaction price. The

fair value of the derivative is determined first. The

initial carrying amount of the host debt is the residual

amount after separating the embedded derivative.

5. Use of critical accounting

estimates and judgements

The preparation of the interim condensed

consolidated financial statements in conformity with

NZ IFRS requires management to make judgements,

estimates and assumptions that affect the application

of accounting policies and the reported amounts of

assets, liabilities, income and expenses. Actual results

may differ f rom these judgements, estimates and

assumptions. Estimates and underlying assumptions

are reviewed on an on-going basis. Revisions to

accounting estimates are recognised in the period

in which the estimates are revised and in any future

periods affected.

Significant areas of estimation and judgement in

these condensed consolidated financial statements

for the six months ended 30 September 2019 are

consistent with those disclosed in the audited

consolidated financial statements for the year ended

31 March 2019, additional disclosures are as follows:

NZ IFRS 16: Leases ‑ Lease Liabilities, Right‑of‑

use Assets

In determining the discount rate to measure the

present value of the lease payments remaining,

PaySauce has used the incremental borrowing rate

of the Group. Management has assessed that as

PaySauce is a growing SaaS business, and reliant on

funding given it is not yet cashflow positive, funding is

more expensive due to the credit risk of a business of

this nature. The incremental borrowing rate applied

to the lease liabilities on 1 April 2019 was estimated at

15% by management.

Management has assessed the likelihood of

exercising renewal options, determining that it is

likely the property lease will be renewed for both

rights of renewal, extending the lease term f rom 4 to

8 years.

Fair Value of Coulthard Barnes (PaySauce)

Limited Lending

Coulthard Barnes (PaySauce) Limited provided

further interest free, non-current lending during

the period of $130,000. The total lending to date

has been revalued to a fair value of $728,821. The

fair value has been determined by a net present

value calculation. This is based on management

judgement that no principal payments are expected

until at least 18 months after balance date, estimated

by management. This resulted in a gain to the Group

of $143,983 with future recognition of financing costs

over the term of the loan. The discount rate applied

to the net present value calculation is based on

PaySauce’s incremental borrowing rate, estimated at

15% by management. A 1% decrease in this rate would

have an impact of $11,492 on the fair value revaluation

of the lending.

Convertible Note ‑ Public Trust Class 10

Nominees Limited

The conversion feature of the convertible notes

is classified as a derivative financial instrument.

The economic characteristics of the derivative are

not closely related to the host debt so it has been

separated and accounted for separately as a financial

instrument at fair value through profit and loss.

The fair value of the convertible note as a whole is

assumed to be equal to the transaction price. The

fair value of the derivative is determined first. The

initial carrying amount of the host debt is the residual

amount after separating the embedded derivative.

Although the note is expected to convert to equity

on or before the conversion date, management has

determined that the convertible note is deemed to

be a financial liability due to the following:

PaySauce Interim Report 2019
2425

• The interest rate at which interest is accrued on

the notes for conversion depends on whether

growth targets are met or not (see note 7).

Therefore, the number of shares to be issued

will vary depending on the performance of the

business and the “fixed for fixed” requirement

has not been met as a result.

• If PaySauce is in an event of default, then

the holder has the ability to declare the note

immediately due and payable. Therefore, the

requirement of having no contractual obligation

to deliver cash to the holder of the instruments

has not been met.

Management has determined that the conversion

feature represents a non-option derivative and is

therefore separated f rom the host debt on the basis

of its stated and implied terms in order to result in it

having a fair value of nil on initial recognition.

6. Adjustments recognised on

adoption of NZ IFRS 16

On adoption of NZ IFRS 16, PaySauce recognised lease

liabilities in relation to leases which had previously

been classified as ‘operating leases’ under the

principles of NZ IAS 17. These liabilities were measured

at present value of the remaining lease payments,

discounted using PaySauce’s incremental borrowing

rate as of 1 April 2019. The incremental borrowing rate

applied to the lease liabilities on 1 April 2019 was 15%.

PaySauce held no finance leases at 31 March 2019.

The key impacts for the Group as at 1 April 2019 were:

• Additional right of use asset relating to the

property lease, recognised on transition at

$349,870.

• Additional lease liability relating to the property

lease, recognised on transition at $349,870.

The key impacts for the Group for the six month

period ended 30 September 2019 were:

• Increased net loss by $14,545 as the interest and

depreciation calculated under NZ IFRS 16 were

greater than the operating lease payments under

NZ IAS 16.

• A closing right of use asset relating to the

property lease, recognised on transition of

$328,003.

• A closing lease liability relating to the property

lease, recognised on transition of $342,547.

A reconciliation of operating lease commitments at

31 March 2019 to the lease liability recognised at 1 April

2019 is shown below:


Unaudited

$

Operating lease commitments disclosed at 31 March 2019307,660

Discounted using the lessee’s incremental borrowing rate at the date of initial application(195,130)

Different treatment of extensions and incentives280,000

Different treatment of lease commitments disclosed as inclusive of GST(39,750)

Different treatment of low value leases(2,910)

Lease liabilities recognised as at 1 April 2019349,870

Classified as:

Current lease liabilities17,478

Non-current lease liabilities332,392

Lease liabilities recognised as at 1 April 2019349,870

7. Convertible note

During the period, PaySauce entered into a

Convertible Note Subscription Deed with Public Trust

Class 10 Nominees Limited (custodian to the clients of

Cleary Wealth Management Limited, the arranger of

the deal).

PaySauce issued $773,000 of convertible notes

during the six-month period ended 30 September

2019. The remaining $727,000 was requested before,

but not received prior to 30 September 2019, and is

represented as a receivable balance on the statement

of financial position as a result. The fair value of this

receivable is approximately equal to its face value.

Key terms of the convertible notes

• On 30 June 2021 the notes will convert into

ordinary shares of the parent, unless both the

holder and issuer agree to extend the conversion

date to 30 June 2023, or either the holder or issuer

elects to convert the notes at an earlier date.

• The number of ordinary shares issued for each

note is calculated as the net amount outstanding

for the notes divided by the conversion price of

$0.515.

• The notes bear interest at 11% per annum, or if

PaySauce does not meet its growth target for

that financial year, 13.5% per annum. The interest

is capitalised to the net amount outstanding

of the note before it is converted. If conversion

occurs prior to 30 June 2021, or 30 June 2023

if the scheduled maturity date is extended,

then the interest accrued on each note will

be increased to the amount that would have

accrued if the conversion was occurring on the

scheduled maturity date.

• If PaySauce is in an event of default, then

the holder has the ability to declare the note

immediately due and payable.

The convertible notes are presented in the balance

sheet as follows:


30 Sept 2019

Unaudited

$

Face value of convertible notes issued773,000

Face value of convertible notes requested but not yet issued727,000

Less value of conversion feature-

Interest expense14,937

Financial liability1,514,937

PaySauce Interim Report 2019
2627

8. Property, plant and equipment

Unaudited

Right‑of‑

use Asset

(Property)

Office

Equipment

Leasehold

Improvements

Computer

Equipment

VehicleTotal

$$$$$$

Six months ended 30

September 2019

Opening net book value‑24,0483,39029,77719,40576,620

Additions349,87012,9485,97024,608-393,396

Disposals--(3,390)--(3,390)

Depreciation(21,867)(3,366)(249)(7,982)(7,277)(40,741)

Closing net book value328,00333,6305,72146,40312,128425,885

As at 30 September

2019

Cost349,87048,8615,97067,20748,513520,421

Accumulated

depreciation

(21,867)(15,231)(249)

(20,804)(36,385)(94,536)

Net book value328,00333,6305,72146,40312,128425,885

9. Intangible assets

Unaudited

WebsiteDevelopment in

progress

Computer

Software

Total

Six months ended 30 September 2019$$$$

Opening net book value‑157,596139,033296,629

Additions-70,61975,568146,187

Development costs recognised as an asset-(68,221)68,221-

Amortisation--(30,466)(30,466)

Closing net book value‑159,994252,356412,350

As at 30 September 2019

Cost26,955159,994552,276739,225

Accumulated amortisation(26,955)-(299,920)(326,875)

Net book value‑159,994252,356412,350

10. Trade and other receivables

30 Sept 201931 Mar 2019

UnauditedAudited

$$

Trade receivables62,17942,983

Public Trust Class 10 Nominees Limited - Convertible Notes727,000-

GST receivable22,619102,565

811,798145,548

PaySauce Interim Report 2019
2829

11. Trade and other payables

30 Sept 201931 Mar 2019

UnauditedAudited

$$

Trade payables512,356487,095

Accruals35,82957,000

Other creditors2,3563,537

550,541547,632

12. Share capital

DateDetailsNotesNumber of Shares$

Unaudited

1 April 2018Opening Balance66,892,9141,999,977

Ordinary share issue16,987,9941,145,000

Share based payment7,143,567500,000

Share based payment22,329,6611,554,084

30 September 2018Closing Balance113,354,1355,119,061

Unaudited

1 April 2019Opening Balance116,870,8755,508,339

30 September 2019Closing Balance116,870,8755,508,339

PaySauce undertook a share consolidation on Friday 12th July 2019, at a 50 : 1 ratio. Shareholders received one PYS

ordinary share for every 50 PYS ordinary shares held at the time of consolidation.

Where the share issue was prior to the share consolidation, the 50 : 1 ratio has been used to calculate the

equivalent number of PaySauce Limited shares that would have been issued. This has also been applied to the

comparative figures for the six month period ended 30 September 2018.

All ordinary shares do not have a par value. They have equal voting rights and share equally in dividends and

surplus on liquidation.

No dividends were declared or paid during the reporting period (2018: None).

13. Earnings / (loss) per share

Basic earnings per share is calculated by dividing the profit / (loss) attributable to equity holders of the Company

by the weighted average number of ordinary shares on issue during the period. An adjustment to take into

account the convertible notes issued is made to the weighted average number of shares used in the calculation of

the diluted earnings per share at 30 September 2019.

30 Sept 201930 Sept 2018

UnauditedUnaudited

Basic earnings per share

Loss for the period(862,028)(2,514,651)

Weighted average number of ordinary shares for basic earnings per share116,870,87579,079,464

Basic loss per share (cents)(0.74)(3.18)

Diluted earnings per share

Loss for the period(862,028)(2,514,651)

Plus interest saving f rom convertible notes14,937-

Net loss used in calculating earnings per share (dollars)(847,091)(2,514,651)

Weighted average number of ordinary shares for diluted earnings per share117,517,02179,079,464

Diluted loss per share (cents)(0.72)(3.18)

Weighted average number of shares used as the denominator

Weighted average number of ordinary shares used as the denominator in

calculating basic earnings per share

116,870,87578,713,929

Adjustments for calculation of diluted earnings per share

Convertible notes646,146-

Weighted number of ordinary shares and potential ordinary shares used as

the denominator in calculating diluted earnings per shares

117,517,02178,713,929

PaySauce Interim Report 2019
3031

14. Revenue

30 Sept 201930 Sept 2018

UnauditedUnaudited

$$

Revenue f rom contracts with customers507,295302,847

Revenue f rom other sources230,599130,341

Operating revenue737,894433,188

15. Other gains / (losses) - net

30 Sept 201930 Sept 2018

UnauditedUnaudited

$$

Fair value gain on revaluation of related party loan143,983-

Fair value gain on revaluation of convertible note conversion feature17,913-

Total other gains / (losses) - net161,896‑

16. Employee expenses

30 Sept 201930 Sept 2018

UnauditedUnaudited

$$

Salaries(687,821)(276,128)

Staff medical insurance(5,409)(2,413)

Fringe benefit tax(13,601)-

Total employee expenses(706,831)(278,541)

17. Other expenses

30 Sept 201930 Sept 2018

UnauditedUnaudited

$$

Administration and Management Services(373,603)(64,103)

Advertising, PR and Marketing(129,641)(77,870)

Legal, Consulting and Accounting(151,408)(1,921)

Office Running and Rent(28,995)(29,607)

Other Overheads(101,680)(38,985)

Travel(77,488)(38,553)

Total other expenses(862,815)(251,039)

Interest paid(3,894)(1,446)

Finance Cost - Interest on Convertible Note(14,938)-

Finance Cost - Interest on Lease(21,678)-

Finance Cost - Interest on Coulthard Barnes Lending(42,888)-

Total finance costs(83,398)(1,446)

18. Related party transactions

Related PartyRelationship

Cloud Investments LimitedEntity controlled by Director

Coulthard Barnes (PaySauce) LimitedEntity controlled by Director

Woodward Partners LimitedEntity controlled by Director

Catalyst.Net LimitedPartial common ownership

Catalyst Cloud LimitedPartial common ownership

Marsland Consulting LimitedPartial common ownership

Mandy SimpsonDirector

PaySauce Interim Report 2019
3233

a. Key management personnel compensation

Key management personnel are defined as those persons having authority and responsibility for planning,

directing and controlling the activities of the Group, directly or indirectly and include the Directors, the Chief

Executive Officer and senior managers.

30 Sept 201930 Sept 2018

UnauditedUnaudited

$$

Directors’ fees30,000-

Short term employee benefits150,00090,000

Share based payments-1,554,082

Total key management personnel compensation180,0001,644,082

b. Related party transactions

30 Sept 201930 Sept 2018

UnauditedUnaudited

Related party transactions$$

Purchases from Coulthard Barnes (PaySauce) Limited

Advisory services

-434,783

Purchases from Woodward Partners Limited

Director fees

15,000-

Purchases from Catalyst.Net Limited

Consulting services

9,60012,800

Purchases from Catalyst Cloud Limited

Cloud hosting services

28,21314,169

Purchases from Marsland Consulting Limited

Consulting services

33,04430,766

Purchases from Mandy Simpson

Director fees

15,000-

Total related party transactions100,857492,518

c. Related party payables

30 Sept 201931 Mar 2019

UnauditedAudited

Related party payables$$

Catalyst.Net Limited-3,680

Catalyst Cloud Limited6,0764,433

Coulthard Barnes (PaySauce) Limited922,840792,840

Mandy Simpson2,8752,875

Marsland Consulting Limited3,46611,892

Woodward Partners Limited2,8752,875

Total related party payables938,132818,595

19. Taxation

The Group currently holds tax losses of $3,800,250, available to carry forward, but not recognised in the financial

statements. These are subject to shareholder continuity being maintained.

20. Going concern

The interim condensed consolidated financial statements have been prepared on a going concern basis.

These interim condensed consolidated financial statements have been prepared on the assumption that the

Group raises sufficient additional share capital and operating income increases sufficiently to enable the Group

to continue its business operations. The Board considers the Group will be able to meet its commitments as they

fall due based upon management forecasts and ongoing financial support that is being provided from certain

shareholders.

The Group’s ability to generate sufficient cashflows from operations and raise additional capital to satisfy

its funding and other obligations for a period of at least 12 months following the issuance of these financial

statements creates a material uncertainty which may cast doubt on the Group’s ability to continue as a going

concern.

If the Group was unable to raise additional capital, adjustments may have to be made to reflect the fact that assets

and liabilities may need to be realised at amounts other than those at which they are currently recorded in the

condensed consolidated statement of financial position.

21. Contingencies

As at 30 September 2019 the Group had no material contingent liabilities or assets (2018: $nil)

PaySauce Interim Report 2019
3435

Company Directory

Directors:

Andrew Howard Barnes

Gavin Thompson

Asantha Wijeyeratne

Amanda Rhean Simpson

Nicholas Romilly Lewis

Registered Office:

21-23 Andrew Avenue

Lower Hutt, 5010

New Zealand

Website:

www.PaySauce.com

Auditor:

Grant Thornton

Stock Exchange:

NZX

Share Registrar:

Link Market Services Limited

80 Queen Street

Auckland, 1010

New Zealand

NZ Company Number:

1719868

NZBN:

9429034458099

22. Reconciliation of net loss after tax to net cash flows from operations

30 Sept 201930 Sept 2018

UnauditedUnaudited

$$

Net Loss for the period(862,028)(2,514,651)

Add back / (deduct) non-cash items:

Depreciation & amortisation71,20767,041

Share based payments-1,554,082

Listing costs - reverse acquisition-500,000

Other gains(119,008)-

Loss on disposal of fixed assets3,389-

Capitalised interest14,938-

(891,502)(393,528)

Movement in working capital:

(Increase)/decrease in Trade and other receivables41,438(52,680)

(Increase)/decrease in Prepayments and other assets25,9512,691

Increase/(decrease) in Funds held due to customers5,206,8431,129,287

Increase/(decrease) in Trade and other payables2,909214,059

Increase/(decrease) in Employee benefits 24,2446,655

Increase/(decrease) in Other liabilities(11,203)(2,508)

Increase/(decrease) in Sponsorship revenue in advance -(75,000)

Net cash inflow from operating activities4,398,680828,976

23. Segment reporting

The Group is organised into one reportable operating segment only, being payroll solutions to New Zealand

business. The Group’s product and service offering is that of cloud payroll services. The chief operating decision

maker has been identified as the Board of Directors, as it makes all key strategic resource allocation decisions

(such as those concerning acquisition, divestment and significant capital expenditure).

24. Events occurring after the reporting period

No adjusting or significant non-adjusting events have occurred between the reporting date and the date of

authorisation.

PaySauce Interim Report 2019
36

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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