AFC Interim Condensed Consolidated Financial Statements
AFC GROUP HOLDINGS LIMITED
(Listed on the NZAX: AFC)
1/245 Ti Rakau Drive
Burswood
Auckland
Ph: +64 (09) 930-0245
AFC announces the availability of its Interim Condensed Consolidated Financial
Statements
AFC Group Holdings Limited releases its Interim Condensed Consolidated
Financial Statements for The Six Month Period Ended 30 September 2019.
On behalf of the Board of Directors
Hao Long
Director
09/12/2019
For Further Information
Please contact Mr Howard Long
howard.long@afcnz.com
+64- 21- 244-8000
---
AFC GROUP HOLDINGS LIMITED
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED REPORT CONTENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
Page
Directors' Profiles
2
Directors' Report
3
Financial Statements
Interim Consolidated Statement of Comprehensive Income 4
Interim Consolidated Statement of Changes in Equity 5
Interim Consolidated Statement of Financial Position 6
Interim Consolidated Statement of Cash Flows7
Notes to the Interim Consolidated Financial Statements 8 - 24
Corporate Information25
Interim Report September 2019
Page 1
AFC GROUP HOLDINGS LIMITED
QIANG LI
HAO LONG
ZILEI WANG
Mr. Hao Long moved to New Zealand in 2002
and graduated from Massey University with a
double major in Accounting and Marketing. He is
a Chartered Accountant (CA), a member of
Chartered Accountants Australia and New
Zealand, and a Chartered Member of the
Institute of Director (CMInstD). He has over 12
years professional accounting experience,
including working for a Big 4 accounting firm plus
governance and management experience in the
commercial sectors in China and New Zealand.
Mr. Long joined AFC in 2015 and is the
Executive Director and CFO of AFC Group
Holdings Ltd, and the CEO of AFC Longview
Limited.
DIRECTORS' PROFILES
YANG XIA BO XIAN CAO
Yang Xia is a Chinese National with more than
30 years of experience in commerce and
finance. Prior to starting his own business, he
held management and leadership roles in the
Chinese Government’s finance department and
in major nationally owned Chinese companies.
He is a former director general of the Anhui
Chaohu Foreign Trade and Economic Relations
Commission. He currently holds directorships in
various Chinese companies spanning a range of
industries.
In 2007 Mr Xia formed his own investment
company, Guangdong Yinrui Investment &
Management Company Limited. While a majority
of his investments are in China, he has also
invested in a chemical company in Thailand. Mr
Xia is currently in the process of expanding his
investment activities into Australia and New
Zealand having founded NZ Silveray Group
Limited in February 2014.
Mr. Bo Xian Cao is a Chinese National and a
New Zealand Citizen. He moved to New Zealand
in 1994 and he has over 22 years business
experience in China and New Zealand. He has
held various executive positions in export related
sectors specifically primary industries (including
Hydroponics) and Skin Care industries. Mr. Cao
has developed skills in trading between New
Zealand and Asian countries specialising in
Hong Kong and China.
Mr. Cao joined AFC in 2016 and he is currently
the director of AFC Group Holdings Limited, and
Chairman of the Audit and Risk committee.
Mr. Qiang Li had more than 10 years’ experience
in the health industry before he came to New
Zealand in 2001 to study for his MBA
qualification. He joined GMP Dairy Limited in
2004. He gained experience in research and
development, purchasing and production
department. He’s also promoted New Zealand
health products into the Chinese market
successfully while he was working with GMP. He
joined the GMP management group in 2010, and
during that time promoted the “KAWALA” brand
of milk products into the Chinese market.
Mr. Li joined AFC in 2016 and is an Independent
Director of AFC Group Holdings Limited, and
member of the Audit and Risk committee.
Mr. Zilei Wang graduated from Shanghai
International Studies University, where he
obtained a Master Degree of Arts in English
Language and Literature. He is a member of The
Chinese Institute of Certified Public Accountants
(CICPA) and has business experience in
corporate finance, cross-border mergers and
acquisitions, corporate governance and financial
management in New Zealand. He sits on the
Board of several private companies in New
Zealand.
Mr. Wang joined AFC in 2018 and is an
Independent Director of AFC Group Holdings
Limited, and member of the Audit and Risk
committee.
Interim Report September 2019
Page 2
AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
Unaudited Unaudited
6 Months6 Months
September 2019
September 2018
$$
Operating Revenue739,664 1,645,065
Cost of Sales(418,157)(741,080)
Gross profit321,507 903,985
Other Income23,679 10,810
Expenses
Selling and Distribution Expenses(166,074)(435,703)
Administration Expenses(458,617)(559,952)
(279,505)(80,860)
Finance Income
182 2,719
Finance Expense
(24,367)(99)
(24,185)2,620
Profit / (Loss) before income tax(303,690)(78,240)
Income tax- (200)
Net profit / (loss) for the period(303,690)(78,440)
Other comprehensive income
- -
Total comprehensive income / (loss) for the period(303,690)(78,440)
Equity holders of the parent(138,585)
(87,824)
Non-controlling interest(165,105)
9,384
(303,690)(78,440)
Profit / (loss) per share:
Basic earnings per share (cents per share)
(0.00008)(0.00002)
Diluted earnings per share (cents per share)
(0.00008)(0.00002)
Operating profit / (loss)
Profit/(loss) and Total Comprehensive Income/(Loss)
Attributable to:
The interim financial statements are to be read in conjunction with the notes to the financial statements set out on pages 8 to
24.
Interim Report September 2019
Page 4
AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
Issued
Share
Capital
Accumulated
Loss
Equity
Holders
Non-
Controlling
Interests
Total
$ $ $ $ $
Balance as at 1 April 201828,679,503 (25,119,291) 3,560,212 1,153,655 4,713,867
.
Comprehensive income
Net (loss)/profit for the financial period- (87,824) (87,824) 9,384 (78,440)
Other comprehensive income- - - - -
Total comprehensive income
- (87,824) (87,824) 9,384 (78,440)
Balance as at 30 September 2018 (unaudited)28,679,503 (25,207,115) 3,472,388 1,163,039 4,635,427
Balance as at 1 April 201828,679,503 (25,119,291) 3,560,212 1,153,655 4,713,867
Comprehensive income
Net loss for the financial year- (583,177) (583,177) (396,971) (980,148)
Other comprehensive income- - - - -
Total comprehensive income
- (583,177) (583,177) (396,971) (980,148)
Balance as at 31 March 2019 (audited)28,679,503 (25,702,468) 2,977,035 756,684 3,733,719
Comprehensive income
Net loss for the financial period- (138,585) (138,585) (165,105) (303,690)
Other comprehensive income- - - - -
Total comprehensive income/(loss)- (138,585) (138,585) (165,105) (303,690)
Balance as at 30 September 2019 (unaudited)28,679,503 (25,841,053) 2,838,450 591,579 3,430,029
The interim financial statements are to be read in conjunction with the notes to the financial statements set out on pages 8 to 24.
Interim Report September 2019
Page 5
AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
Unaudited Unaudited
6 Months6 Months
September 2019 September 2018
Note
$$
Cash flows from operating activities
Cash was received from:
Receipts from customers 766,376 1,785,676
Receipts from related parties691,581 3,972
Interest received182 2,719
Other receipts23,679 10,810
Cash was applied to:
Payments to suppliers and employees(1,133,899)(1,531,680)
Payments to related parties(91,805)(349,431)
Interest paid- (99)
Leases interest(24,367)-
Net cash inflow/(outflow) from operating activities231,747 (78,033)
Cash flows from investing activities
Cash was received from:
Proceeds from disposal of property, plant and equipment
1,530 -
Cash was applied to:
Purchase of property, plant and equipment7(4,179)(16,385)
Net cash outflow from investing activities(2,649)(16,385)
Cash flows from financing activities
Cash was applied to:
Payments for lease liabilities principal
(66,463)-
Payments to related parties- (40,744)
Net cash outflow from financing activities(66,463)(40,744)
162,635 (135,162)
Foreign currency translation adjustment
(25,658)(8,504)
Cash and cash equivalents at the beginning of the period
240,645 665,779
Cash and cash equivalents at the end of the period
4377,622 522,113
Net increase/(decrease) in cash and cash equivalents
The interim financial statements are to be read in conjunction with the notes to the financial statements set out on pages 8 to
24.
Interim Report September 2019
Page 7
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
1.ACCOUNTING POLICIES
REPORTING ENTITY
1.1Statement of compliance
1.2 Basis of preparation
1.3 Significant accounting policies
1.4 Critical accounting judgments and key sources of estimation uncertainty
The preparation of the interim financial statements in compliance with IAS 34 requires the use of certain critical
accounting estimates. It also requires management to exercise its judgement in the process of applying the group’s
accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and
estimates are significant to the consolidated financial statements are disclosed in note 1.4.
AFC Group Holdings Limited has applied the same accounting policies and methods of computation in its interim
consolidated financial statements as were applied in the annual financial statements for the year ended 31 March
2019, except for those that relate to new standards and interpretations effective for the first time for periods beginning
on (or after) 1 April 2019 and will be adopted in the 2020 annual financial statements.
The same significant judgments, estimates and assumptions included in the notes to the financial statements in the
Group's financial statements for the year ended 31 March 2019 have been applied to these Interim Consolidated
Financial Statements.
AFC Group Holdings Limited (the “Company”) is a company incorporated and domiciled in New Zealand and
registered under the Companies Act 1993. The Company is listed and its ordinary shares are quoted on the NZX main
board equity security market (NZX main market) and the addresses of its registered office and principal place of
business are disclosed in the Corporate Information section of this report. The Company is an FMC Reporting Entity
under the Financial Markets Conduct Act 2013 and its financial statements comply with the Companies Act 1993 and
the Financial Markets Conduct Act 2013.
The interim consolidated financial statements of AFC Group Holdings Limited for the six month period ended 30
September 2019 comprise the Company and its subsidiaries (together referred to as the "Group"). For the purposes
of complying with generally accepted accounting practice in New Zealand ("NZ GAAP"), the Group is a for-profit entity.
The principal activity of the Company and the Group is to produce, manufacture and purchase food, health, and
cosmetic products for distribution in New Zealand and the Chinese markets. The Group also operates in the winery
and vineyard industry which has manufacturing operations.
The condensed interim consolidated financial statements were approved and authorised for issue by the directors on
____________. The directors are not able to amend the financial statements after issue.
These consolidated interim financial statements have been prepared in accordance with NZ GAAP. These
consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting.
They do not include all disclosures that would otherwise be required in a complete set of financial statements and
should be read in conjunction with AFC Group Holdings Limited's Annual Report for the year ended 31 March 2019.
The interim consolidated financial statements are prepared on a cost basis except for financial assets which are
carried at armotised cost. The interim consolidated financial statements for the Group are presented in New Zealand
dollars ($), which is the functional currency of all entities within the Group. All financial information has been rounded
to the nearest dollar unless otherwise stated.
Interim Report September 2019
Page 8
26/11/2019
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
1.ACCOUNTING POLICIES (continued)
1.5
New standards and interpretations adopted in the current period
Adoption of NZ IFRS 16 Leases
NZ$
Operating lease commitment at 31 March 2019912,267
Effect of discounting those lease commitments at an annual rate of 8.32%(129,668)
Effect of electing to accounts for short-term and low value leases off balance sheet(1,857)
Lease liability at 1 April 2019780,742
The weighted average incremental borrowing rate applied to discount the lease liabilities on 1 April 2019 was 8.32%.
All leases are accounted for by recognising a right-of-use asset and a lease liability except for:
Leases of low value assets; and
Leases with a term of 12 months or less.
When the group revises its estimate of the term of any lease (because, for example, it re-assesses the probability of a
lessee extension or termination option being exercised), it adjusts the carrying amount of the lease liability to reflect
the payments to make over the revised term, which are discounted at the same discount rate that applied on lease
commencement. The carrying value of lease liabilities is similarly revised when the variable element of future lease
payments dependent on a rate or index is revised. In both cases an equivalent adjustment is made to the carrying
value of the right-of-use asset, with the revised carrying amount being amortised over the remaining (revised) lease
term.
The company has adopted the requirements of NZ IFRS 16 from 1st April 2019. As a result, right-of-use assets of
$780,742 and lease liabilties of $780,742 were recognised as at 1st April 2019. The Group transitioned to IFRS 16 in
accordance with the modified restrospective approach. The prior-year figures were not adjusted.
In applying the modified retrospective approach, the Group has taken advantage of the practical expedient, where a
single discount rate has been applied to portfolios of leases with reasonably similar characteristics.
The aggregate lease liability recognised in the statement of financial position at 1 April 2019 and the group’s operating
lease commitment at 31 March 2019 can be reconciled as follows:
Lease liabilities are measured at the present value of the contractual payments due to the lessor over the lease term,
with the discount rate determined using the group’s incremental borrowing rate on commencement of the lease.
Subsequent to initial measurement lease liabilities increase as a result of interest charged at a constant rate on the
balance outstanding and are reduced for lease payments made. Right-of-use assets are amortised on a straight-line
basis over the remaining term of the lease or over the remaining economic life of the asset if, rarely, this is judged to
be shorter than the lease term.
Right of use assets have been initially measured at the amount of the lease liability.
Interim Report September 2019
Page 9
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
2. INCOME TAX
3.AUTHORISED AND ISSUED SHARE CAPITAL
Shares Issued
Balance as at 31 March 2019
No.$
Ordinary shares
Balance at 1 April 2018
Ordinary shares on issue
3,664,253,194 28,679,577
Treasury shares
(37,082)(74)
Ordinary shares on issue at 1 April 2018 excluding treasury shares
3,664,216,112 28,679,503
Movement for 2019 financial year
Ordinary shares authorised and issued
- -
Ordinary shares on issue at 31 March 2019
3,664,216,112 28,679,503
Movement to 30 September 2019
Ordinary shares authorised and issued
- -
Ordinary shares on issue at 30 September 2019 excluding treasury shares
3,664,216,112 28,679,503
Treasury shares are those shares acquired by the company from shareholders who exercised their minority buy back
rights at the time shares were issued to NZ Silveray Group Limited. These shares are held by the company until the
directors resolve to reissue the shares or to cancel the shares. At reporting date, the company held 37,082 treasury
shares which were acquired during 2016.
The Group has tax losses of $2,045,933 bought forward from 31 March 2019. Losses can be carried forward
indefinitely under New Zealand tax law (assuming shareholder continuity requirements are met and approval of the
Inland Revenue Department is obtained).
The Group has not recognised a deferred tax asset on its Statement of Financial Position as at reporting date. In
deciding whether to recognise the deferred tax assets, the Group has determined if the utilisation of deferred assets is
probable and whether it is likely that sufficient and suitable taxable profits will be available in the future against which
the reversal of temporary differences can be deducted.
The company has not issued any new shares during the period.
All ordinary shares issued are fully paid. All ordinary shares rank equally with one vote attached to each fully paid
ordinary share and have equal dividend rights and no par value. The Group has not declared or proposed to pay any
dividends for the period ended 30 September 2019 (September 2018: Nil).
The Group calculates the period's income tax expense using 28% which is the tax rate that would be applicable to the
expected total annual earnings (September 2018: 28%)
Interim Report September 2019
Page 10
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
4.CASH AND CASH EQUIVALENTS
SeptemberMarch
20192019
$$
Cash at bank and on hand377,622 240,645
Total cash and cash equivalents
377,622 240,645
5.INVENTORIES
SeptemberMarch
20192019
$$
Work in progress
151,915 94,273
Finished goods
1,163,208 1,189,163
Provision for inventory
(54,375)(76,019)
Total Inventories
1,260,748 1,207,417
Provision of closing stock
Opening provision of closing stock
(76,019)(124,885)
Reversal of opening provision for inventory
22,553 68,300
Charged to profit and loss
(909)(19,434)
Closing provision for closing stock
(54,375)(76,019)
6.
TRADE, OTHER AND RELATED PARTY RECEIVABLES
SeptemberMarch
20192019
Note
$$
Trade receivables - third parties75,433 162,357
Trade receivables - related parties
11
176,400 812,304
Allowance for impairment losses(250)(60,462)
Total trade receivables
251,583 914,199
Other related party receivables
11
- 55,677
Total trade and related party receivables
251,583 969,876
The carrying amount of cash and cash equivalents approximates their fair value. Cash at bank earns interest at
floating rates on daily deposit balances.
There has been $909 charged to the profit and loss for inventory in the current year and there is $54,375 has been
written down to net realisable value (March 2019: $76,019). Assessing write downs for inventory obsolescence and
net realisable value involves making estimates and judgements in relation to future selling prices between the most
recent store stock counts and reporting date.
Interim Report September 2019
Page 11
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
6.
TRADE, OTHER AND RELATED PARTY RECEIVABLES (continued)
SeptemberMarch
20192019
$$
Movement in the allowance for impairment losses
Opening Balance 1 April
60,462 35,085
(60,212)25,377
250 60,462
Trade debtors are non-interest bearing and receipt is normally on 30 days terms. Related party receivables are
non-interest bearing and repayable on demand as disclosed in note 11.
The directors consider that there is no material difference between the carrying value and fair value of trade
debtors and related party receivables. The Group's management considers that all financial assets that are not
impaired or past due for each of the reporting dates under review are of good credit quality. The directors also
consider that the receivables that are past due and not impaired are fully recoverable.
The Group establishes an allowance for impairment that represents its estimate of incurred losses in respect of
trade and related party receivables. The main component of this allowance is a specific loss component that
relates to individually significant exposures, and a collective loss component established for groups of similar
assets in respect of losses that have been incurred but not yet identified. The collective loss allowance is
determined based on historical data of payment statistics for similar financial assets.
(Decrease)/Increase in provision
Closing Balance 30 September/31 March
Interim Report September 2019
Page 12
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
7.
PROPERTY, PLANT AND EQUIPMENT
Land Buildings
Land
Improvements
Plant &
Equipment
Motor
Vehicles
Computer
Equipment
Fixture &
Fittings,
Office
Equipment
Bearer
Plants -
Grape Vines
Total
$$$$$$$$$
As at 31 March 2019
Cost
Cost as at 1 April 2018320,000 901,166 50,000 439,586 98,744 18,272 204,413 80,000 2,112,181
Additions - 4,033 - 8,599 - 12,168 1,178 - 25,978
Disposal- - - (410)- (188)- - (598)
Cost as at 31 March 2019
320,000 905,199 50,000 447,775 98,744 30,252 205,591 80,000
2,137,561
Accumulated Depreciation
- (2,987)- (90,842) (40,013) (10,515) (44,151) (11,550)(200,058)
- (2,591)- (52,599) (16,208) (8,773) (23,612) (5,134)(108,917)
Disposal
- - - 274 - - - - 274
- (5,578)- (143,167) (56,221) (19,288) (67,763) (16,684)
(308,701)
Carrying Amount
Cost 320,000 905,199 50,000 447,775 98,744 30,252 205,591 80,000
2,137,561
- (5,578)- (143,167) (56,221) (19,288) (67,763) (16,684)(308,701)
320,000 899,621 50,000 304,608 42,523 10,964 137,828 63,316
1,828,860
As at 30 September 2019
Cost
Cost as at 1 April 2019320,000 905,199 50,000 447,775 98,744 30,252 205,591 80,000 2,137,561
Additions - - - 3,677 - 502 - - 4,179
Disposal- - - (417)- - - - (417)
Cost as at 30 September 2019
320,000 905,199 50,000 451,035 98,744 30,754 205,591 80,000
2,141,323
Accumulated Depreciation
- (5,578)- (143,167) (56,221) (19,288) (67,763) (16,684)(308,701)
- (1,218)- (23,238) (7,096) (2,804) (10,162) (2,374)(46,892)
- - - 263 - - - - 263
- (6,796)- (166,142) (63,317) (22,092) (77,925) (19,058)
(355,330)
Carrying Amount
Cost 320,000 905,199 50,000 451,035 98,744 30,754 205,591 80,000
2,141,323
- (6,796)- (166,142) (63,317) (22,092) (77,925) (19,058)(355,330)
320,000 898,403 50,000 284,893 35,427 8,662 127,666 60,942 1,785,993
Accumulated Depreciation at 1
April 2019
Depreciation charge for the
period
Accumulated Depreciation at
30 September 2019
Accumulated Depreciation
Carrying Amount 30
September 2019
Disposal
Accumulated Depreciation at 1
April 2018
Depreciation charge for the year
Accumulated Depreciation at
31 March 2019
Accumulated Depreciation
Carrying Amount 31 March
2019
Interim Report September 2019
Page 13
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
8.RIGHT-OF-USE ASSETS
8.1Right-of-use assets
Buildings
At 1 April 2019
-
Effect on adoption of NZ IFRS 16
780,742
Depreciation
(75,246)
At 30 September 2019
705,496
8.2Lease liabilities
At 1 April 2019
-
Effect on adoption of NZ IFRS 16
780,742
Lease interest
24,367
Lease payments
(90,830)
At 30 September 2019
714,279
Lease liabilities
Current lease liabilities
140,535
Non-current lease liabilities
573,744
Total lease liabilities
714,279
9.INTANGIBLE ASSETS
Goodwill Brands Trademarks
Distribution Right
Asset Total
$$$$$
Year ended 31 March 2019
Cost
Cost as at 1 April 2018
495,785 31,161 2,550 454,467
983,963
Additions- - - - -
Disposals- - (1,050)- (1,050)
Cost as at 31 March 2019495,785 31,161 1,500 454,467 982,913
Accumulated Amortisation
- - (301)(340,843)(341,144)
- - (150)- (150)
Disposals- - 109 - 109
- - (342)(340,843)(341,185)
Accumulated Impairment
(495,785) (31,161)- (113,624)(640,570)
- - - - -
(495,785) (31,161)- (113,624)(640,570)
Accumulated amortisation 1 April
2018
Accumulated amortisation as at
31 March 2019
Amortisation for the year
The group leases two properties in the New Zealand. The periodic rent is fixed over the lease term for both the
property leases.
Accumulated amortisation 1 April
2018
Impairment for the
Accumulated impairment as at 31
March 2019
Interim Report September 2019
Page 14
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
9.INTANGIBLE ASSETS (continued)
Goodwill Brands Trademarks
Distribution Right
Asset Total
$$$$$
Year ended 31 March 2019 (continued)
Carrying Amount
Cost
495,785 31,161 1,500 454,467
982,913
- - (342)(340,843)(341,185)
(495,785) (31,161)- (113,624)(640,570)
- - 1,158 - 1,158
Period ended 30 September 2019
Cost
Cost as at 1 April 2019
495,785 31,161 1,500 454,467
982,913
Additions - - - - -
Cost as at 30 September 2019495,785 31,161 1,500 454,467 982,913
Accumulated Amortisation
- - (342)(340,843)(341,185)
- - (75)- (75)
- - (417)(340,843)(341,260)
Accumulated Impairment
(495,785) (31,161)- (113,624)(640,570)
- - - - -
(495,785) (31,161)- (113,624)(640,570)
Carrying Amount
Cost 495,785 31,161 1,500 454,467 982,913
- - (417)(340,843)(341,260)
(495,785) (31,161)- (113,624)(640,570)
- - 1,083 - 1,083
Carrying Amount 31 March 2019
Accumulated impairment
Accumulated amortisation
Amortisation and impairment charges of $75 are recognised under administration expenses in the Statement of
Comprehensive Income.
The distribution right asset is allocated to National Dairy Group Limited. During the March 2019 financial year, the
distribution right asset suffered impairment as a result of the distribution right agreement with Guangdong ceasing
trading.
Accumulated Impairment 1 April
2019
Impairment for the period
Accumulated impairment as at 30
September 2019
The goodwill and brands were allocated to the Longview Estate winery and vineyard and have a $nil carrying balance
as at 30 September 2019 (31 March 2019: $nil).
Accumulated impairment
Carrying Amount 30 September
2019
Accumulated amortisation 1 April
2019
Amortisation for the period
Accumulated amortisation as at
30 September 2019
Accumulated amortisation
Interim Report September 2019
Page 15
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
10.TRADE, OTHER AND RELATED PARTY PAYABLES
SeptemberMarch
20192019
Note$$
Trade payables
40,600 111,763
Accruals
81,324 150,361
Related party payables
11 282,455 374,260
Other payables
31,853 17,201
436,232 653,585
11.RELATED PARTIES
Related Parties:
Australasian International Group Limited
Bo Xian Cao
E Way Holdings Group Limited
E Way Trading Limited
KWXS Trading Limited
NZ Silveray Group Limited
Company associated to company's major shareholder
Company's major shareholder
NZ Guangdong Business Development Corporation
Limited
New Zealand Asia-Pacific Cultural Exchange Centre
Limited
Company associated to company's major shareholder
Director of company and subsidiaries, senior employee of AFC,
director of NZ Silveray Group Limited
Company associated with director Mr Hao Long
Hao Long
Company associated with Shuang Xia, director of subsidiary
Guangdong Sanjiang Industry Development Limited
Guangdong Farmside International Trading Co.
Limited
Director of company and subsidiaries
Company associated to company's major shareholder
Federation of New Zealand Shenzhen Societies Inc.
Company associated to company's major shareholder
Company associated to company's major shareholder
Company associated with director, Mr Bo Xian Cao
Company associated with director, Mr Bo Xian Cao
Related party transactions have arisen where a person(s) has control or significant influence over the reporting entity
or where two entities are controlled or jointly controlled by a person(s) that has control or significant influence over the
reporting entity.
Guangdong Silver Fern Network Technology Co.
Limited
Company associated to company's major shareholder
New Zealand Guangdong General Association of
Commerce Inc
Company associated with director, Mr Bo Xian Cao
Company associated with director, Mr Qiang Li
Company associated with director, Mr Bo Xian Cao
New Zealand Fantasy Angel Biotechnology Limited Company associated with director, Mr Bo Xian Cao
Company associated with director, Mr Bo Xian Cao
Guangdong Yinrui Investment & Management
Company
Howard & Co Consulting and Advisory Services
Limited
The normal trade credit terms granted to the Group range from 30 to 90 days. The trade payables are unsecured
and non-interest bearing. The carrying amount disclosed above is a reasonable approximation of fair value.
New Zealand National Trade Limited
Interim Report September 2019
Page 16
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
11.RELATED PARTIES (continued)
Related Parties: (continued)
Qiang Li
Shuang Xia
Super Life NZ Ltd
Tongqu Trading Group Limited
Yang Xia
Yinrui Shen
Related party balances
The following balances were held with related parties at period/year end.
SeptemberMarch
20192019
Related Party Receivables
$$
Australasian International Group LimitedSale of products- 483
176,400 808,513
KWXS Trading LimitedAdvances- 132
Super Life NZ Limited Sale of products- 58,853
176,400 867,981
SeptemberMarch
20192019
Related Party Payables
$$
Australasian International Group Limited Purchase of goods271,314 207,006
- 157,212
- 4,101
5,200 -
NZ Silveray Group Limited4,983 4,983
Tongqu Trading Group Limited958 958
282,455 374,260
Guangdong Yinrui Investment & Management
Company
Advances
Company associated to company's major shareholder
Management fee
GuangdongFarmsideInternationalTradingCo.
Limited
Nature of Transactions
Director of company
Company associated with director, Mr Zilei Wang
Shareholder of company
Nature of Transactions
Director fee
Purchaseofgoodsand
services
Guangdong Silver Fern Network Technology Co.
Limited
Director of company and subsidiary
Sale of products Guangdong Farmside International Trading Co.
Limited
Purchase of goods and
services
Director of subsidiary
The related parties receivables and payables are unsecured, non-interest bearing and repayable on demand. There is
no collateral or guarantees for related parties payables.
Sales made to related parties in China are made on extended terms with payment due 3 months from the date the
goods are received by the related party.
Related party payables are unsecured and repayable on demand. The related party payables except for NZ Silveray
Group Limited are non-interest bearing. For NZ Silveray Group Limited, interest is charged at 7.04% for amounts
advanced up to $600,000 and at 8.32% for amounts advanced over $600,000. No interest is charged on the
management fee balance payable as at 30 September 2019 and 31 March 2019.
Interim Report September 2019
Page 17
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
11.RELATED PARTIES (continued)
SeptemberMarch
20192019
Related party transactions
$$
Sales of products or services provided to the following:
Australasian International Group Limited (sales of products)
653 109,262
E Way Holdings Group Limited
2,551 7,912
E Way Trading Limited
18,900 31,146
Guangdong Farmside International Trading Co., Ltd (sales of products)
176,400 943,546
- 790
KWXS Trading Limited
- 115
New Zealand Asia-Pacific Cultural Exchange Centre Limited
- 788
New Zealand Fantasy Angel Biotechnology Limited
9,449 -
New Zealand Guangdong General Association of Commerce Inc.
- -
NZ Silveray Group Limited
- 2,646
Super Life NZ Limited (sales of products)
- -
207,953 1,096,205
Expenses repaid/recharged on behalf of the Group:
Guangdong Farmside International Trading Co. Ltd1,779 23,808
Guangdong Silver Fern Network Technology Co. Limited
- 6,087
Guangdong Yinrui Investment & Management Company Limited
6,909 7,257
Other related parties
2,726 12,109
11,414 49,261
Australasian International Group Limited (purchase of goods) 270,798 667,886
Australasian International Group Limited (marketing services) - 509,610
E Way Holdings Group Limited
10,000 20,000
Guangdong Farmside International Trading Co. Limited (purchase of goods)954 215,823
Guangdong Farmside International Trading Co. Limited (sales commission)- 2,307
Guangdong Yinrui Investment & Management Company9,826 9,423
15,000 20,000
New Zealand Asia-Pacific Cultural Exchange Centre Limited2,044 5,378
New Zealand National Trade Limited- 1,250
NZ Silveray Group Limited16,000 32,000
324,622 1,483,677
Interest received or debited on related party balances:
Guangdong Farmside International Trading Co. Limited
87 187
NZ Silveray Group Limited
- 844
87 1,031
The have been no share placement during the period ended 30 September 2019.
Purchases from the following for services or products provided:
Howard & Co Consulting and Advisory Services Limited
Howard & Co Consulting and Advisory Services Limited
Interim Report September 2019
Page 18
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
11.RELATED PARTIES (continued)
Key Management Personnel
SeptemberMarch
20192019
$$
Short-term employee benefits
1,681 6,282
Directors' fees
32,500 64,167
Other remuneration
56,024 209,423
90,205 279,872
12.COMMITMENTS AND CONTINGENCIES
The Group has no capital commitments at 30 September 2019 (31 March 2019: Nil)
13.FINANCIAL INSTRUMENTS
Financial
asset at
amortised
cost
Financial
liabilities at
amortised cost
Total
$$$
Financial Assets:
Cash and cash equivalents377,622 - 377,622
Trade debtors and other receivables75,183 - 75,183
Related party receivables176,400 - 176,400
Total financial assets629,205 - 629,205
Financial liabilities:
Trade creditors and other payables- 153,777 153,777
Related party payables and loans- 282,455 282,455
Lease liabilities- 714,279 714,279
Total financial liabilities- 1,150,511 1,150,511
Financial Assets:
Cash and cash equivalents240,645 - 240,645
Trade debtors and other receivables101,895 - 101,895
Related party receivables867,981 - 867,981
Total financial assets1,210,521 - 1,210,521
Categories of financial assets and liabilities
The carrying amounts presented in the statement of financial position relate to the following categories of assets and
liabilities:
30 September 2019
Key management personnel are defined as those persons having authority and responsibility for planning, directing
and controlling the activities of the Group, directly or indirectly, and include the directors and the Chief Executive.
Remuneration paid to key management personnel is as follows:
31 March 2019
Interim Report September 2019
Page 19
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
13.FINANCIAL INSTRUMENTS (continued)
Financial
asset at
amortised
cost
Financial
liabilities at
amortised cost
Total
$$$
Financial liabilities:
Trade creditors and other payables- 279,325 279,325
Related party payables and loans- 374,260 374,260
Total financial liabilities- 653,585 653,585
14. INVESTMENT IN SUBSIDIARIES
Name of subsidiaryPrincipal activity
September
2019
March
2019
Vineyard and winery
51%51%
Commodity trading
100%100%
National Dairy Group Limited100%100%
51%51%
100%100%
100%100%
15.SEGMENT REPORTING
The use of financial instruments exposes the Group to credit, interest rate and liquidity risks. The Group's overall risk
management programme seeks to minimise potential adverse effects on the Group's financial performance.
Categories of financial assets and liabilities (continued)
Non-Trading
Manufacturing
Ownership interest and voting
rights
AFC Longview Limited
AFC International Trading Group Limited
AFC Biotechnology Manufacture Co Limited
AFC GoGlobal Education Limited
AFC Education Investment Limited
31 March 2019
The carrying amounts presented in the statement of financial position relate to the following categories of assets and
liabilities:
All the subsidiaries are incorporated in New Zealand and have 31 March balance dates. They also apply uniform
accounting policies with the parent company.
Non-Trading
Non-Trading
The Group's operating segments are reported in a manner consistent with the internal reporting provided to the chief
operating decision-maker. The chief operating decision-maker is the person or group that allocates resources to and
assesses the performance of the operating segments on an entity. The Group has determined the Group's Board of
Directors as its chief operating decision-maker as the board is responsible for allocating resources and assessing the
performance of the operating segments and making strategic and operating decisions. Income and expenses directly
associated with each segment are included in determining each segment's performance.
The fair value of the financial instruments of the Group approximates their carrying value.
Interim Report September 2019
Page 20
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
15.SEGMENT REPORTING (continued)
International marketing and distribution
Vineyard and winery
Manufacturing
AFC Biotechnology Manufacture Co Limited which manufactures disposable face masks.
Corporate
For the six months ended 30 September 2019
International
Marketing
Vineyard
and winery Corporate Manufacturing
Eliminations and
adjustments
Period ended 30
September 2019
$$$$$$
Operating Income
6,059 28,622 - 704,983 - 739,664
Inter-segment Revenue47 391 - (2,677)2,239 -
Other Income27,826
7,460 32,285 1,911
(45,803)23,679
Finance Income87 4
71,983 85
(71,977)182
Total Revenue34,019 36,477 104,268 704,302 (115,541)763,525
AFC International Trading Group Limited, which sources packaged food products, cosmetics and health products.
The Group operates in a number of business segments in New Zealand. The Group has determined its operating
segments into four segments, namely international marketing and distribution, vineyard and winery, manufacturing
and corporate. These segments reflect the different type of industry sectors within which the Group operates. The
Company is considered to be in the corporate operating segment. Information regarding the operations of each
reportable operating segment is included below.
The following tables present revenue and profit information for the Group's operating segments for the six months
ended 30 September 2019 and 2018, respectively:
Revenue from external
customers
No operating segments have been aggregated to form the above reportable operating segments. The Group's
taxation has not been allocated to segments and is included centrally. Financing has been allocated to segments.
Sales between the segments of the Group are carried out at an arm’s length basis in a similar manner to transactions
with third parties.
The operations of this segment include providing accounting, management and administration services to other
segments of the Group. AFC GoGlobal Ecommerce Limited and AFC Education Investment Limited did not trade
during the period and have been included under this segment.
AFC Longview Limited, a vineyard and winery based in Whangarei which produces and sells a number of varietals
and blends of wine.
National Dairy Group Limited, which sources food products for distribution for China. National Dairy Group Limited
was not trading during the period.
Interim Report September 2019
Page 21
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
15.SEGMENT REPORTING (continued)
For the six months ended 30 September 2019 (continued)
International
Marketing
Vineyard
and winery Corporate Manufacturing
Eliminations and
adjustments
Period ended 30
September 2019
$$$$$$
Operating Expenses
Finance Expense8,883 38,892
11,199 37,370
(71,977)24,367
75 - - - - 75
Depreciation
2,750 14,005 9,943 20,194 - 46,892
15,779 - 37,484 21,983 - 75,246
(27,091) (165,910) 60,671 (171,038)(322)(303,690)
For the six months ended 30 September 2018
International
Marketing
Vineyard
and winery Corporate Manufacturing
Eliminations and
adjustments
Period ended 30
September 2018
$$$$$$
Operating Income
876,069 347,547 - 421,449 - 1,645,065
Inter-segment Revenue- 314 - 432,999 (433,313)-
Other Income59,577
6,746 3,582 691
(59,786)10,810
Finance Income105 -
61,671 115
(59,172)2,719
Total Revenue935,751 354,607 65,253 855,254 (552,271)1,658,594
Operating Expenses
Finance Expense2,742 31,204
135 25,190
(59,172)99
128 - - - - 128
Depreciation
3,164 15,833 11,285 24,184 - 54,466
(24,252) 42,985 (62,119)(23,835)(11,219)(78,440)
Revenue from external
customers
Segment profit/(loss)
before tax
Segment profit/(loss)
before tax
Amortisationand
impairment losses
Depreciation ofright-of-
use assets
Amortisationand
impairment losses
Interim Report September 2019
Page 22
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
15.SEGMENT REPORTING (continued)
As at 30 September 2019
International
Marketing
Vineyard
and winery Corporate Manufacturing
Eliminations and
adjustments
Period ended 30
September 2018
$$$$$$
Assets
Segment assets400,617 1,959,500 5,614,096 1,789,179 (5,182,852)4,580,540
Capital Expenditure- 2,697 502 980 - 4,179
Segment Liabilities95,201 1,130,614 917,525 1,456,638 (2,449,467)1,150,511
As at 31 March 2019
International
Marketing
Vineyard
and winery Corporate Manufacturing
Eliminations and
adjustments
Year ended 31
March 2018
$$$$$$
Assets
Segment assets235,182 2,156,693 4,777,728 1,748,211 (4,530,510)4,387,304
Capital Expenditure623 10,965 12,723 1,667 - 25,978
Segment Liabilities(97,324) 1,161,897 141,828 1,244,632 (1,797,448)653,585
16. NET TANGIBLE ASSETS PER SHARE
SeptemberMarch
20192019
$$
Total Assets4,580,540 4,387,304
Less Intangible assets1,083 1,158
Tangible assets4,579,457 4,386,146
Less total liabilities1,150,511 653,585
Net tangible assets3,428,946 3,732,561
Number of ordinary shares on issue3,664,253,194 3,664,253,194
Net tangible assets / liabilities per share in cents0.0009 0.0010
The net tangible assets and number of shares are as follows:
The following tables present assets and liabilities information for the Group's operating segments as at 30 September
2019 and 31 March 2019, respectively:
The eliminations and adjustments of segment profit, assets and liabilities relate to intercompany transactions and
balances which are eliminated on consolidation.
Interim Report September 2019
Page 23
AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2019
17.CONTINGENT LIABILITIES
The Group has no contingent liabilities at 30 September 2019 (31 March 2019 : Nil)
18.EVENTS AFTER THE REPORTING PERIOD
19.SEASONALITY OF INTERIM OPERATIONS
The vineyard and winery segment harvest it's grapes in the second half of the financial year, and processes the
grapes into bottles in the interim period. This does not affect the sales for the segment.
There are no other significant seasonality or cyclicality of business affecting the interim operations.
There are no significant events after the reporting period.
Interim Report September 2019
Page 24
AFC GROUP HOLDINGS LIMITED
CORPORATE INFORMATION
SOLICITORSAFC GROUP HOLDINGS LIMITED
Buddle Findlay New Zealand LawyersSecurity code: AFC
P O Box 1433Listed on NZX Market
Auckland 1140NZ Company number: 1799581
SHARE REGISTRAR HEAD OFFICE / REGISTERED OFFICE
Computershare Investor Services Limited AFC Group Holdings Limited
Level 2, 159 Hurstmere Road245 Ti Rakau Drive
Private Bag 92-119Burswood
Auckland 1142Auckland 2013
ACCOUNTANTS TELEPHONE
RSM New Zealand (Auckland)64-9-930-0245
PO Box 204276
Level 2, Building 5
60 Highbrook Drive, HighbrookWEBSITE
Auckland 2013www.afcnz.com
AUDITORS
William Buck Audit (NZ) Limited
P O Box 106 090
Level 4, 21 Queen Street
Auckland 1010
BANKERS
ANZ Bank New Zealand Limited
Interim Report September 2019
Page 25
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.
Other issuers discussed similar conditions around this time
Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.
- AFT — AFT Pharmaceuticals Limited: AFT earnings rise in line with guidance2019-11-20
“23 15. RELATED PARTIES The Group had related party relationships with the following entities: Related party Nature of relationship CRG (Capital Royalty Group) Shareholder of both ordinary and redeemable preference shares Atkinson Family Trust Shareholder of both ordinary and rede…”
- AFT — AFT Pharmaceuticals Limited: Condensed consolidated interim financial statements2019-11-20
“Condensed Consolidated Interim Financial Statements FOR THE SIX MONTHS ENDED 30 SEPTEMBER 2019 Working to improve your health…”
- AGL — Accordant Group Limited: Media Release2019-10-24
“AWF Madison Group Limited Notes to the interim condensed consolidated financial statements For the six month period ended 30 September 2019 (unaudited) Presentation of the Statement of Financial Position as at 30 September 2019 as if NZ IFRS 16 had not been adopted GROUP 30 Sep…”