FY2020 Annual Results
FY2020
Annual Report
YEAR END 31 MARCH 2020
Contents
Cover Photo
Asantha Wijeyeratne, PaySauce CEO (left) shows Pat
Shepherd from One Percent Collective (right) how easy
it is to donate to charities in the PaySauce mobile app.
4
Highlights
6
Chair’s Letter
7
CEO’s Letter
8
Board
10
Year in Review
14
SaaS Reporting
20
Financials
21Director’s Report
22Independent Auditor’s Report
24Consolidated Financial Statements
30Notes to the Consolidated Financial Statements
60
Corporate Governance
70
Disclosures
80
Company Directory
2020 has been
pretty darned
eventful. We raised
some serious cash,
hit the headlines and
withstood a global
health crisis, and
we’ve come out the
other side stronger
than ever.
Customers at 31 March 2020
2,492
ARR at 31 March 2020
$1.86M
Recurring Revenue for year ended 31 March 2020
$1.46M
80% arrow-up
Customer Growth
122% arrow-up
ARR Growth
119% arrow-up
Recurring Revenue Growth
2x Finalist
HiTech Awards 2020
#133
Deloitte’s APAC Technology Fast 500 2020
$5.8M
Rights Issue Completed
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PaySauce Limited
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Annual Report 2020
Chair’s Letter
Dear fellow shareholders,
I was elected Chair of PaySauce Limited on 1 January
2020, and it is my privilege to present the company’s
second Annual Report since its listing on the NZX Main
Board in December 2018.
Andrew Barnes was our founding Chair, and we all owe
him our gratitude for navigating the company through
the complex process of the reverse listing onto the NZX.
Andrew also invested in the company at a crucial time,
becoming PaySauce’s largest non-founder shareholder.
Andrew, we thank you on both counts.
What a year it’s been, for the company, for the nation,
and for the world! The Covid-19 pandemic was
completely unexpected, but ultimately, it brought out
the best in our team. They successfully leveraged our
platform’s flexible and resilient technology to not only
protect the business but also to do right for our clients
and their employees. Despite the profound global
disruption, our team quickly implemented the Business
Continuity Plan, and maintained our level of customer
care throughout these challenging months. Our
dedicated people not only kept managing the business,
but continued to develop the platform, introduce
new functionality, add to our team, and attract new
clients. To Asantha and the team, we offer our deepest
appreciation for their grit, determination, and wonderful
spirits despite the daily challenges.
We are also delighted to announce that your company
more than doubled its business during FY2020.
Annualised Recurring Revenue (ARR) grew from $0.837
million at March 2019 to $1.861 million at March 2020,
year-on-year growth of 122%.
One of this fiscal year’s biggest achievements was the
successful raise of $5.8 million of new capital via the
Rights Issue. Not only did we hit our target, but the
deal was oversubscribed, all during the sharpest sell-
off in the global equity markets in recent history. We
were humbled to see the strong support from our
existing shareholders with widespread uptake of our
Rights Issue, plus welcoming approximately 180 new
shareholders who purchased Rights on the Main Board.
We also welcomed Pathfinder CareSaver, a responsible
investor and our first institutional investor, as a new
shareholder.
Your board intends to meet the objectives we laid out
in the Offer documents, namely to expand our team at
home, continue developing the platform, and working
towards becoming cash-flow positive. That said, we have
delayed our expansion into Ireland until international
travel returns to more normal conditions.
This past year has been about partnerships. We are
beginning to enjoy the fruits of our new partnerships
with Xero and Figured in the agricultural sector. We
are also on-boarding new clients as part of our new
partnership with a global HR software company. Our
accounting firm and bookkeeper partners are rolling out
PaySimple, a new streamlined version of PaySauce, to
their small business clients. We also changed our pricing
model by introducing a more predictable monthly
subscription fee which has been well-received by our
clients.
As PaySauce’s growth is becoming more consistent, we
are increasingly optimistic we are building a globally-
scalable business, and we are determined to deliver on
our promises and exceed your expectations.
Let me finish with a heartfelt thanks to you, our
supportive shareholders, for helping PaySauce achieve
its full potential.
Sincerely,
Nick Lewis
Chair
CEO’s Letter
To our shareholders, partners and supporters,
More than ever, this year has been a testament to the
strength of our people. I couldn’t be prouder of the
team we’ve built, and the things they’ve accomplished.
When COVID-19 put the entire world on hold, I was
caught on another continent, but between the
connectivity of cloud systems and the strength of our
leadership team, I was able to wait it out with complete
confidence in the health of our business. We weathered
the storm through proactive communication, a
commitment to our team’s wellbeing, and the smart
use of digital technologies.
While we said goodbye to Andrew Barnes and Greg
Sheehan, we were extremely fortunate to welcome Nick
Lewis as our new Chair and Jaime Monaghan to the
new role of CFO. The leadership and insight Nick and
Jaime have provided in their respective roles have made
us a more farsighted and durable business, and it’s a
privilege to work alongside them.
As always, we continue to demonstrate our values
through social good initiatives. We’re especially proud
of the development work we’ve done to roll out two
major projects, Donations and PaySimple. Payroll giving
has been a long-time passion project for our entire
team, and it’s been inspiring to see our customers
taking advantage of smarter charitable giving through
Donations. I’m also deeply proud of the work the
team has done to develop and deliver PaySimple, a
streamlined version of PaySauce intended to provide
relief for businesses impacted by COVID-19. Our
dedication to our principles hasn’t gone unnoticed
outside the business, with ASB stepping in to support
PaySimple and new investment from Pathfinder
Caresaver, whose decision to invest in PaySauce was not
only a financial one, but also due to an alignment of
values.
I’d like to close with a huge thanks to our shareholders
for their enduring support, to our partners for providing
us with such awesome opportunities, and to the team
for making PaySauce a business I’m incredibly proud of.
With gratitude,
Asantha Wijeyeratne
CEO and Co-Founder
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Board
Asantha Wijeyeratne
EXECUTIVE DIRECTOR
Asantha moved to New Zealand in his twenties and
built a number of successful businesses prior to
founding New Zealand’s largest SME payroll provider,
SmartPayroll. He sold that business due to technical
limitations which prevented it from responding rapidly
to customer needs. He founded PaySauce to bring a
fresh approach to payroll software and revolutionise the
way SME owners pay staff and manage employment
obligations.
Nick Lewis
INDEPENDENT DIRECTOR & CHAIR
Nick has 15 years of governance experience in the
fintech, financial services, energy, hospitality and
education sectors. He is an investor in early-stage
companies, and previously had a Wall Street finance
career in M&A, equity, bank, bond, and derivatives
capital markets at JP Morgan in New York. He is also
the Chair of Kiwi Insurance (affiliate of Kiwibank) and
a director of renewable electricity generator Pioneer
Energy and CarboNZero-certified Electricty retailer
Ecotricity. He was formerly the Chair of Mojo Coffee and
the crowdfunding site PledgeMe. Nick is a Chartered
Financial Analyst (CFA).
Gavin Thompson
NON-EXECUTIVE DIRECTOR
Gavin is the founder and a director of Catalyst IT, New
Zealand’s largest open-source IT service provider. He has
over 25 years’ experience in developing software systems
in the manufacturing, engineering, financial, and
government sectors. This experience is critical in advising
on technical matters as PaySauce grows.
Mandy Simpson
INDEPENDENT DIRECTOR
Mandy Simpson is a director, consultant and keynote
speaker with a focus on the business and human
impacts of technology. Mandy is currently the Chief
Digital Officer at Z Energy, and was previously Chief
Operating Officer at NZX.
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Annual Report 2020
Year In Review
Making Hay
One of PaySauce’s key strategic objectives is to become
profitable while continuing to grow and develop.
We were overwhelmed by shareholder support for
our Rights Issue in March. While this came ahead of
the worst of the COVID-19 health crisis, confidence
in the market had already begun to deteriorate, and
the successful completion of the Rights Issue under
these circumstances was a huge mark of the trust our
investors place in us. We successfully raised a total of
$5.8M, and have been steadily optimising our processes
to work towards becoming cash-flow positive. The most
significant changes have been to our pricing structure,
which we’ve altered to more accurately reflect our
position as a SaaS business, adopting a subscription-
based model. With the removal of the IRD Subsidy
from 1 April 2020, shifting to a subscription model not
only stabilises our revenue but also provides greater
cost certainty to our customers, while still offering the
flexibility to choose the pricing plan that best suits their
needs.
We’ve always wanted to give our shareholders the
chance to find out more about what’s happening
inside the business, and we finally got there with an
open Q&A session in early 2020. We’d like to once
again thank all those who attended and submitted
their questions and their feedback, along with our host
Jarden and our moderator Kar Yue Yeo. We’ll continue
to earn shareholder trust by remaining proactive and
transparent in our investor communications, following
through on our promises and prioritising long-term
growth.
While we’ve been lucky enough to be sheltered from
much of the fallout from COVID-19, we’ve inevitably
had to make some changes. Our expansion into the
Irish market has been put on hold, although we intend
to pursue this option when global trading becomes
feasible again. We’ll also look towards industries
within New Zealand with specific and solvable payroll
challenges. Employment conditions in other industries
have plenty in common with agriculture, and our
existing solutions are easily adapted to meet their needs
too.
This year has also brought us significant public
recognition, both nationally and internationally. We
were honoured to be named as finalists in the 2020
HiTech Awards across two separate categories - Best
Hi-Tech Solution for the Agritech Sector and Innovative
Hi-Tech Software Solution, named as finalists in the 2019
Wellington Gold Awards - in the Cyber Gold category,
named by Deloitte as one of the fastest-growing tech
companies in the Asia-Pacific region. This puts us in
some pretty prestigious company, with a formidable
roster of previous winners and finalists for both events.
These accolades reflect our exceptional growth rate
and consistent drive for innovation and excellence and
demonstrate the hard work and dedication of our team.
Responding to COVID-19
As a SaaS provider of an essential service, PaySauce has
been well-positioned to retain customers and support
other businesses. Demand for cloud payroll services
has been boosted by the broad introduction of remote
working, with features such as mobile timesheets
required to replace paper-based or location-specific
systems. The current health crisis is proving to be a
catalyst to move employers on desktop and manual
systems to the security and flexibility of the cloud, not
just as part of their Business Continuity Planning, but
for their ongoing operations. PaySauce is also largely
insulated from reductions in existing customer numbers,
with a customer base dominated by agricultural and
rural businesses. This industry is expected to remain
relatively unaffected due to the essential resources it
provides and the naturally isolated nature of the agri
work environment. New Zealand’s primary producers
are expected to continue to serve the international
export market and remain a key anchor point for the
nation’s economic recovery.
From this position of relative security, we identified
an opportunity to support other small businesses
urgently in need of a cloud-based solution in the wake
of COVID-19 in order to keep functioning remotely. We
made the decision to build PaySimple - a streamlined
version of PaySauce payroll, handling calculations, leave
management and payslips, all from the mobile app -
and offer it free to Kiwi employers until 30th June 2020.
Banking transactions and Inland Revenue filing are self-
managed by the customer, and support is offered by
accountants and bookkeepers.
Working Together
Partner program for advisers
As the most influential players in the small business
ecosystem, our partners in the accounting and
bookkeeping space have rapidly become a core focus
of our growth strategy. With technology steadily
automating much of accounting, this sector is seeing
a shift away from simply “balancing the books” and
towards more complete advisory services. Our role is
to bolster and broaden the advisory services provided
by our partners by enabling them to ensure payroll
compliance and automating time-consuming manual
tasks.
Product partnerships
We’ve leveraged these relationships to develop trust
and brand awareness. By associating ourselves with
behemoth brands like Xero, we’ve shown that we’re
a force to be reckoned with and that we’re here to
stay. The official launch of our joint offer with Xero and
Figured was initially planned for at Fieldays, and we’re
working closely with our partners to pivot to a digital-
focused campaign. We’ve also kicked off a partnership
with a global HR software provider, proving our ability to
adapt our platform and providing a blueprint for future
opportunities to white-label our solution.
Industry partnerships
Federated Farmers, the Dairy Women’s Network and
ASB remain key supporters and essential contact points
for shared messaging, and were key in getting the word
out to small businesses and advisers about PaySimple.
We’re proud to continue working alongside these
partners to bring knowledge and support to the primary
sector.
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Annual Report 2020
Giving Back
Payroll giving was introduced back in 2010 to incentivise
New Zealanders to give directly to charities from their
paychecks, granting them a 33% tax rebate on any
contributions made this way. But ten years on, only
0.23% of working Kiwis are using this model, because it’s
often inaccessible and inconvenient to set up.
With Donations, PaySauce has designed a feature to
change the game for payroll giving. This was developed
with feedback and advice from long-time partner
the 1% Collective, whom we’ve long supported as a
Superhero Sponsor. Donations requires no set-up or
admin, and employees have been given the capacity
to manage their giving themselves, direct from the
PaySauce mobile app, getting their 33% tax rebate
instantly and effortlessly.
We launched with a small range of charities, including
the 1% Collective. We’ve since added more than 20
individual charities to the PaySauce app, with employee
users donating thousands of dollars to worthy causes.
We’ve also chosen to spotlight worthy causes as
“featured” charities, and the first of these was the Rural
Support Trusts, a nationwide network aimed at boosting
mental health in rural and farming communities.
Along with PaySimple, our ongoing volunteer leave
program, and offering free payroll to all registered New
Zealand charities, generosity remains a key part of our
identity as a company.
Looking ahead
Overall, our big objectives remain unchanged. The
opportunity to expand into the Irish market is still there,
but until we have greater certainty on the outcome of
the current crisis, we’ll focus on expansion within New
Zealand. We continue to expand our team and develop
our product, and we’ve made significant headway on
the journey to becoming cash-flow positive.
Once again, our agricultural customers have looked
after us - New Zealand’s primary industries have been
only minimally impacted by the COVID-19 pandemic,
leaving much of our customer base intact. In fact, we’ve
added customers galvanised by the need for cloud-
based systems under atypical work conditions. Our
commitment to the agri sector remains steady, while we
broaden the scope of our rural network and the range of
industries within it.
We’ve reached a strong financial position through
our successful capital raise. Our responsibility to our
shareholders is now to manage that foundation sensibly
to maintain stability in an unpredictable market, while
also making the most of the opportunities that come
our way.
The whole cycle takes me about ten
minutes. It’s a very simple operation.
quote-left
quote-right
Sam, Sierra Delta Civil Limited
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Annual Report 2020
SaaS Reporting
The business results reported below provide 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).
As at 31 March 2020, PaySauce reclassified its PAYE
intermediary subsidy revenue received as “Other
Revenue” for SaaS reporting, as the subsidy ceased
on 1 April 2020. This had the following impact on
both current year and comparative year metrics that
included subsidy revenue in their calculations:
2020202020192019
RestatedBefore
Adjustment
RestatedBefore
Adjustment
$$$$
Processing Fees1,210,4221,210,422533,288533,288
Interest Received245,836245,836132,856132,856
IRD Subsidy-239,575-167,751
Recurring Revenue1,456,2591,695,834666,144833,895
Cost to Serve(560,142)(560,142)(324,984)(324,984)
Gross Margin896,1161,135,691341,160508,911
Gross Margin %62%67%51%61%
Other Revenue226,000(13,575)1,695,515*1,527,764*
Total Other Revenue226,000(13,575)1,695,5151,527,764
Customer Acquisition(745,015)(745,015)(344,007)(344,007)
Research & Development(265,245)(265,245)(133,430)(133,430)
General & Administration(1,873,891)(1,873,891)(666,093)(666,093)
Other Expenses(9,354)(9,354)(5,136,541)*(5,136,541)*
EBITDA(1,771,388)(1,771,388)(4,243,396)(4,243,396)
EBITDA Margin %(122%)(104%)(637%)(509%)
Depreciation & Amortisation(151,785)(151,785)(128,776)(128,776)
Interest Expense(439,830)(439,830)(4,328)(4,328)
Income Tax----
Net Loss for the period(2,363,002)(2,363,002)(4,376,500)(4,376,500)
*Costs and revenue relating to the reverse acquisition, and employee bonus share issues were excluded from the EBITDA
calculation presented in our 2019 Annual Report. The comparative 2019 period now includes these costs under ‘Other Expenses’,
and revenue under ’Other Revenue’ 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.
2020202020192019
RestatedBefore
Adjustment
RestatedBefore
Adjustment
Customers at the start of the period1,3841,384746746
Customers at the end of the period2,4922,4921,3841,384
Customer Growth % for the period80%80%86%86%
ARR at the start of the period$837,051$1,037,712$394,387$498,067
ARR at the end of the period$1,861,566$2,170,050$837,051$1,037,712
ARR Growth % for the period122%109%112%108%
Churn % (monthly average)1.26%1.26%1.69%1.69%
ARPU at the end of the period$62$73$50$62
CAC (per addition) for the period($517)($517)($407)($407)
Customer LTV at the end of the period$3,032$3,847$1,530$1,897
Total Customer LTV at the end of the period$7,556,885$9,587,055$2,118,197$2,625,979
LTV : CAC Ratio at the end of the period5.9 : 1 6.0 : 1 3.8 : 1 4.7 : 1
Sep ‘15Mar ‘16Mar ‘17Mar ‘18Mar ‘19Mar ‘20Sep ‘16Sep ‘17Sep ‘18Sep ‘19
122%
ARR GROWTH
ARR $837,051
at March 2019
ARR $1,861,566
at March 2020
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Categories are explained below:
Processing Fees
This category represents the revenue generated from
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 that was generated
from the subsidy provided by Inland Revenue for payroll
intermediaries. The subsidy provided revenue based on
the number of payslips processed by PaySauce each
month.
The subsidy has now been removed, effective from
1 April 2020, and this revenue stream is no longer
categorised as recurring. Impacts on our SaaS metrics
relating to this are analysed above. 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 grants received, other services revenue,
and the fair value revaluation gains / (losses) on lending
during the period.
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, 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.
EBITDA Margin %
EBITDA Margin % calculates EBITDA as a percentage of
Recurring Revenue.
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 from 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 from these streams.
MRR
Monthly recurring revenue is the total recurring revenue
for the month.
ARR
Annualised 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.
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FINANCIALS
Director’s Report
The Board of Directors have pleasure in presenting the
annual report of PaySauce Limited, incorporating the
consolidated financial statements and the independent
auditor’s report, for the year ended 31 March 2020.
In the opinion of the directors of PaySauce Limited, the
consolidated financial statements and notes on pages
24 to 59:
• comply with New Zealand generally accepted
accounting practice and present fairly the
consolidated financial position of the Group as at 31
March 2020 and the results of their operations and
cash flows for the year ended on that date; and
• have been prepared using appropriate accounting
policies, which have been consistently applied
and supported by reasonable judgements and
estimates.
The directors consider that they have taken adequate
steps to safeguard the assets of the Group and to
prevent and detect fraud and other irregularities.
Internal control procedures are also considered to be
sufficient to provide reasonable assurance as to the
integrity and reliability of the consolidated financial
statements.
For and on behalf of the Board of Directors:
Nick Lewis
28 May 2020
Director
Mandy Simpson
28 May 2020
Director
Financials
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Annual Report 2020
FINANCIALS
Independent
Auditor’s Report
To the Shareholders of PaySauce Limited
Report on the Audit of the
Consolidated Financial
Statements
Opinion
We have audited the consolidated financial statements
of PaySauce Limited (the “Company”) and its subsidiaries
(“the Group”) on pages 24 to 59 which comprise the
consolidated statement of financial position as at
31 March 2020, and the consolidated statement of
comprehensive income, consolidated statement of
changes in equity and consolidated statement of
cash flows for the year then ended, and notes to the
financial statements, including a summary of significant
accounting policies.
In our opinion, the accompanying consolidated financial
statements present fairly, in all material respects, the
financial position of the Group as at 31 March 2020
and its financial performance and cash flows for the
year then ended in accordance with New Zealand
Equivalents to International Financial Reporting
Standards (NZ IFRS) issued by the New Zealand
Accounting Standards Board.
Basis for Opinion
We conducted our audit in accordance with
International Standards on Auditing (New Zealand)
(ISAs (NZ)) issued by the New Zealand Auditing and
Assurance Standards Board. Our responsibilities under
those standards are further described in the Auditor’s
Responsibilities for the Audit of the Consolidated
Financial Statements section of our report. We
are independent of the Group in accordance with
Professional and Ethical Standard 1 (Revised) Code of
Ethics for Assurance Practitioners issued by the New
Zealand Auditing and Assurance Standards Board, and
we have fulfilled our other ethical responsibilities in
accordance with these requirements. We believe that
the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion.
Other than in our capacity as auditor and the
provision of other assurance services we have no other
relationship with, or interests in, the Company or any of
its subsidiaries.
Material Uncertainty Related to Going
Concern
We draw attention to the consolidated statement of
comprehensive income which indicates the Group
incurred a net loss before income tax of $2,363,002
during the year ended 31 March 2020 and Note 22
which describes the Group’s reliance upon sufficient
forecast cash flows to enable the Group to continue its
business operations. As stated in Note 22, these events
and conditions, along with other matters as set forth
in Note 22 indicate that a material uncertainty exists
that may cast significant doubt on the Group’s ability
to continue as a going concern. Our opinion is not
modified in respect of this matter.
Key Audit Matters
Key audit matters are those matters that, in our
professional judgement, were of most significance in
our audit of the consolidated financial statements of
the current period. These matters were addressed in
the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion
thereon, and we do not provide a separate opinion on
these matters. In addition to the matter described in the
Material Uncertainty Related to Going Concern section
we have determined the matters described below to be
the key audit matters to be communicated in our report.
Other Information
The Directors are responsible for the other information.
The other information comprises the Directors and
CEO Report, Year in Review, SaaS Reporting, Corporate
Governance and Company Directory but does not
include the consolidated financial statements and
our auditor’s report thereon. Our opinion on the
consolidated financial statements does not cover the
other information and we do not express any form of
audit opinion or assurance conclusion thereon.
In connection with our audit of the consolidated
financial statements, our responsibility is to read the
other information and, in doing so, consider whether
the other information is materially inconsistent
with the consolidated financial statements or our
knowledge obtained in the audit or otherwise appears
to be materially misstated. If, based on the work we
have performed, we conclude that there is a material
misstatement of this information, we are required to
report that fact. We have nothing to report in this regard.
Why the audit matter is significantHow our audit addressed the key audit
matter
Intangible Asset – internally developed software
Intangible assets computer software and software
in development had a carrying value of $562,370
as at 31 March 2020 with additions of $329,001
and amortisation of $63,260 in the year as
disclosed in note 10.
The Group is a Software as a Service (“SaaS”)
provider which incurs significant expenditure
in development, upgrading and maintaining of
software.
NZ IAS 38 Intangible Assets outlines the criteria
for capitalisation of costs associated with
developing the software including whether the
software will generate future economic benefits
as disclosed in Note 10. Capitalised software
costs are recognised at cost and subsequently
amortised over their estimated useful lives. Costs
that do not meet the criteria for capitalisation are
expensed to profit or loss as incurred.
Capitalisation of appropriate costs and estimates
of useful life require significant judgement and
therefore have been included as a key audit
matter.
We evaluated the appropriateness of costs that
have been capitalised as intangible asset software
and development and management’s estimate of
useful life by:
• Inquiry of management, evaluating costs
that have been capitalised with respect to
the criteria outlined in NZ IAS 38 Intangible
Assets. We obtained an understanding of
the nature of the costs incurred including the
application of the software in the business to
generate future economic benefits.
• Checked costs capitalised and annual
amortisation charged for mathematical
accuracy including sensitivity analysis on rates
applied.
• Agreed a sample of costs capitalised for
appropriate sufficient audit evidence.
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FINANCIALS
Directors’ responsibilities for the
Consolidated Financial Statements
The Directors are responsible on behalf of the Group
for the preparation and fair presentation of the
consolidated financial statements in accordance
with NZ IFRS issued by the New Zealand Accounting
Standards Board, and for such internal control as
the Directors determine is necessary to enable the
preparation of consolidated financial statements that
are free from material misstatement, whether due to
fraud or error.
In preparing the consolidated financial statements,
the directors are responsible on behalf of the Group
for assessing the Group’s ability to continue as a going
concern, disclosing, as applicable, matters related
to going concern and using the going concern basis
of accounting unless the directors either intend to
liquidate the Group or to cease operations, or have no
realistic alternative but to do so.
Auditor’s responsibilities for the Audit of
the Consolidated Financial Statements
Our objectives are to obtain reasonable assurance
about whether the financial statements as a whole
are free from material misstatement, whether due
to fraud or error, and to issue an auditor’s report
that includes our opinion. Reasonable assurance is
a high level of assurance but is not a guarantee that
an audit conducted in accordance with ISAs (NZ) will
always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate,
they could reasonably be expected to influence the
economic decisions of users taken on the basis of these
consolidated financial statements.
A further description of the auditor’s responsibilities for
the audit of the financial statements is located on the
External Reporting Board’s website at: https://www.xrb.
govt.nz/assurance-standards/auditors-responsibilities/
audit-report-1/
Restriction on use of our report
This report is made solely to the Company’s
shareholders, as a body. Our audit work has been
undertaken so that we might state to the Company’s
shareholders, as a body those matters which we are
required to state to them in an auditor’s report and for
no other purpose. To the fullest extent permitted by law,
we do not accept or assume responsibility to anyone
other than the Company and its shareholders, as a body,
for our audit work, for this report or for the opinion we
have formed.
Grant Thornton New Zealand Audit Partnership
Kerry Price
Partner
Auckland
28 May 2020
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FINANCIALS
Consolidated Statement
of Comprehensive Income
for the year ended 31 March 2020
Consolidated Statement
of Financial Position
for the year ended 31 March 2020
The above statement should be read in conjunction with the
accompanying notes.
The above statement should be read in conjunction with the
accompanying notes.
20202019
Notes$$
Revenue
Revenue from sponsorship-87,500
Processing fees1,210,422533,402
Subsidy revenue239,575167,810
Interest245,836132,856
Other operating revenue62,430-
Operating revenue131,758,263921,568
Grants received16,920-
Other (losses) /gains - net14(92,947)1,432,415
Expenses
Depreciation and amortisation9, 10(151,785)(128,776)
Employee expenses15(1,781,173)(2,229,245)
Other expenses16(1,672,450)(4,368,134)
Finance costs17(439,830)(4,328)
Total expenses(4,045,239)(6,730,483)
Net loss before income tax(2,363,002)(4,376,500)
Tax benefit / (expense)18--
Net loss for the period(2,363,002)(4,376,500)
Other comprehensive income--
Total comprehensive loss for the period(2,363,002)(4,376,500)
20202019
Notes$$
Assets
Current assets
Cash and cash equivalents2713,589,1586,313,146
Deposits1,650,000-
Trade and other receivables7148,684145,548
Other current assets75,00075,000
Prepayments and other short-term assets154,654120,452
Total current assets15,617,4966,654,146
Non‑current assets
Property, plant and equipment9476,40476,620
Intangible assets10562,370296,629
Total non‑current assets1,038,774373,249
Total assets16,656,2707,027,395
Liabilities
Current liabilities
Trade and other payables8356,072547,632
Funds due to customers and IRD2713,449,4996,273,862
Employee benefits186,26458,792
Other liabilities42,15581,580
Lease liabilities539,242-
Interest bearing liabilities14,65211,668
Total current liabilities14,087,8846,973,534
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FINANCIALS
Consolidated Statement
of Financial Position (cont.)
for the year ended 31 March 2020
The above statement should be read in conjunction with the
accompanying notes.
The above statement should be read in conjunction with the
accompanying notes.
For and on behalf of the Board of Directors, who
authorised the issue of these Consolidated Financial
Statements on 28th May 2020:
Nick Lewis
28 May 2020
Director
Mandy Simpson
28 May 2020
Director
20202019
Notes$$
Non‑current liabilities
Non-interest bearing liabilities-699,916
Lease liabilities5326,042-
Interest bearing liabilities-14,688
Total non‑current liabilities326,042714,604
Total liabilities14,413,9267,688,138
Net assets2,242,344(660,743)
Equity
Share capital1110,774,4285,508,339
Accumulated losses(8,532,084)(6,169,082)
Equity attributable to the owners of the Company2,242,344(660,743)
Consolidated Statement
of Movements in Equity
for the year ended 31 March 2020
Attributable to equity
holders of the Company
Share CapitalAccumulated
losses
Total
Notes$$$
Balance as at 1 April 20195,508,339(6,169,082)(660,743)
Comprehensive loss
Net loss for the period‑(2,363,002)(2,363,002)
Other comprehensive income‑--
Total comprehensive loss‑(2,363,002)(2,363,002)
Transactions with owners
Issue of ordinary shares115,266,089-5,266,089
Total transactions with owners5,266,089‑5,266,089
Balance as at 31 March 202010,774,428(8,532,084)2,242,344
Balance as at 1 April 20181,999,977(1,792,582)207,395
Comprehensive loss
Net loss for the period-(4,376,500)(4,376,500)
Other comprehensive income---
Total comprehensive loss‑(4,376,500)(4,376,500)
Transactions with owners
Issue of ordinary shares111,145,000-1,145,000
Share based payments112,054,084-2,054,084
Reverse listing11309,278-309,278
Total transactions with owners3,508,362‑3,508,362
Balance as at 31 March 20195,508,339(6,169,082)(660,743)
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FINANCIALS
Consolidated Statement
of Cash Flows
for the year ended 31 March 2020
The above statement should be read in conjunction with the
accompanying notes.
20202019
Notes$$
Cash flows from / (used in) operating activities
Receipts from customers1,531,120642,510
Increase in funds due to customers and IRD7,175,6382,863,521
Interest received230,261120,307
Payments to suppliers and employees(3,551,734)(2,083,752)
Taxes paid(25,313)(18,086)
Interest paid on lease liability(29,637)-
Interest paid(11,018)(4,209)
Net cash from operating activities235,319,3161,520,291
Cash flows from / (used in) investing activities
Purchases of property, plant and equipment(97,626)(55,821)
Proceeds from sale of property, plant and equipment2,1466,959
Funds on deposit(1,650,000)-
Purchases of intangible assets(329,001)(292,204)
Net cash (used in) investing activities(2,074,481)(341,066)
Cash flows from / (used in) financing activities
Net proceeds from issue of shares and convertible notes5,014,9591,145,000
Loan advances / (repayments)(792,840)385,212
Interest paid(148,042)-
Repayments of principal portion of lease liability(31,196)-
Repayments of other borrowings(11,704)(10,910)
Net cash from financing activities4,031,1771,519,302
Net increase in cash and cash equivalents7,276,0122,698,527
Cash and cash equivalents at beginning of the period6,313,1463,614,619
Cash and cash equivalents at end of the period2713,589,1586,313,146
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Annual Report 2020
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FINANCIALS
Notes to the
Consolidated
Financial Statements
For the year ended 31 March 2020
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 consolidated financial statements presented are
for PaySauce Limited, together with its subsidiaries (the
“Group”) for the year ended 31 March 2020.
These consolidated financial statements were
authorised for issue in accordance with a resolution of
the Directors on 28 May 2020.
The Group provides cloud based employment
solutions software to small and medium-sized
businesses, including mobile timesheets, payroll
calculations, banking integration, PAYE filing, labour
costing, automated general ledger entries and digital
employment contracts.
PaySauce is a for-profit entity listed on the New Zealand
Stock Exchange (“NZX”).
2. Summary of significant
accounting policies
BASIS OF PREPARATION
The consolidated financial statements have been
prepared in accordance with New Zealand Generally
Accepted Accounting Practice (“NZ GAAP”) and on
the assumption that the Group is a going concern.
They comply with New Zealand equivalents to
International Financial Reporting Standards (“NZ
IFRS”) and other applicable Financial Reporting
Standards, as appropriate for profit oriented entities
that have been issued by the New Zealand Accounting
Standards Board. The consolidated financial statements
also comply with International Financial Reporting
Standards (“IFRS”) issued by the International
Accounting Standards Board.
The Group is a Tier 1 for profit reporting entity as defined
by the External Reporting Board in its “Accounting
Standards Framework”.
Historical cost convention
The consolidated financial statements have been
prepared on the historical cost basis, as modified by the
revaluation of certain assets and liabilities as identified
in specific accounting policies below:
a. Basis of consolidation
These financial statements consolidate to those of
the Group and its subsidiaries as of 31 March 2020.
The Group controls a subsidiary if it is exposed, or has
rights to variable returns from, its involvement with the
subsidiary and has the ability to affect those returns
through its power over the subsidiary. Its subsidiaries
have a reporting date of 31 March 2020.
All transactions and balances between the Group are
eliminated on consolidation, including unrealised gains
and losses on transactions between Group companies.
Where unrealised losses on intra group asset sales
are reversed on consolidation, the underlying asset is
also tested for impairment from a group perspective.
Amounts reported in the financial statements of
subsidiaries have been adjusted where necessary
to ensure consistency with the accounting policies
adopted by the Group.
Profit or loss and other comprehensive income of
subsidiaries acquired or disposed of during the
reporting period are recognised from the effective date
of acquisition, or up to the effective date of disposal, as
applicable.
b. Presentational changes
Certain amounts in the comparative information
have been reclassified to ensure consistency with
the current period’s presentation. The reclassified
comparative information is applicable to notes 14, 15
and 16. There was no impact on profit before tax or total
comprehensive income.
c. Foreign currency translation
Functional and presentation currency
Items included in the consolidated financial statements
of the Group’s entities are measured using the currency
of the primary economic environment in which the
entity operates (New Zealand). The consolidated
financial statements are presented in New Zealand
dollars ($), which is the Group’s functional and
presentation currency.
All financial information has been rounded to the
nearest dollar.
Transactions and balances
Foreign currency transactions are translated into the
functional currency using the exchange rates prevailing
at the dates of the transactions or valuation where items
are re-measured. Foreign exchange gains and losses
resulting from the settlement of such transactions
and from the translation at year-end exchange rates of
monetary assets and liabilities denominated in foreign
currencies are generally recognised in profit or loss.
Foreign exchange gains and losses that relate to
borrowings are presented in the statement of profit or
loss, within finance costs. All other foreign exchange
gains and losses are presented in the statement of
profit or loss on a net basis within other income or other
expenses.
d. Goods and Services Tax (GST)
All revenue and expense transactions are recorded
exclusive of GST. Assets and liabilities are similarly stated
exclusive of GST, with the exception of receivables and
payables, which are stated inclusive of GST.
e. Financial instruments
Recognition and derecognition
Financial assets and liabilities are recognised when the
Group becomes a party to contractual provisions of the
instrument.
Financial assets are derecognised when the contractual
rights to the cash flows from the financial asset expire,
or when the financial asset and substantially all the
risk and rewards are transferred. A financial liability
is derecognised when it is extinguished, discharged,
cancelled or expires.
Classification and initial measurement of financial
assets
Except for those trade receivables that do not contain
a significant financing component and are measured
at the transaction price in accordance with IFRS 15
(Revenue from Contracts with Customers), all financial
assets are initially measured at fair value adjusted for
transaction costs (where applicable).
Financial assets, other than those designated and
effective as hedging instruments, are classified into the
following categories:
• Amortised cost
• Fair value through profit or loss (FVTPL)
• Fair value through other comprehensive income
(FVOCI)
In the periods presented the Group does not have any
financial assets categorised as FVTPL or FVOCI.
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FINANCIALS
Financial assets at amortised cost
Financial assets are measured at amortised cost if
the assets meet the following conditions (and are not
designated as FVTPL):
• they are held within a business model whose
objective is to hold the financial assets and collect
its contractual cash flows
• the contractual terms of the financial assets give rise
to cash flows that are solely payments of principal
and interest on the principal amount outstanding.
After initial recognition, these are measured at
amortised cost using the effective interest method.
Discounting is omitted where the effect of discounting
is immaterial. The Group’s cash and cash equivalents,
trade and other receivables fall into this category of
financial instruments.
Impairment of financial assets
Recognition of credit losses uses the ‘expected credit
loss (ECL) model’. The Group considers a broad range of
information when assessing credit risk and measuring
expected credit losses, including past events, current
conditions, reasonable and supportable forecasts that
affect the expected collectability of future cash flows of
the instrument.
In applying this forward looking approach, a distinction
is made between:
• financial instruments that have not deteriorated
significantly in credit quality since initial recognition
or that have low credit risk (‘Stage 1’) and
• financial instruments that have deteriorated
significantly in credit quality since initial recognition
and whose credit risk is not low (‘Stage 2’)
‘Stage 3’ would cover financial assets that have objective
evidence of impairment at the reporting date.
‘12 month expected credit losses’ are recognised in
Stage 1 while ‘lifetime expected credit losses’ are
recognised for Stage 2.
Measurement of the expected credit losses is
determined by probability weighted estimate of credit
losses over the expected life of the financial instrument.
Trade and other receivables and contract assets
The Group makes use of a simplified approach in
accounting for trade and other receivables as well
as contract assets and records the loss allowance as
lifetime expected credit losses. These are the expected
shortfalls in contractual cash flows, considering the
potential for default at any point during the life of the
financial instrument.
Classification and measurement of financial
liabilities
The Group’s financial liabilities include trade and
other payables, funds due to customers and IRD, and
employee benefits.
Financial liabilities are initially measured at fair value,
and, where applicable, adjusted for transaction costs
unless the Group designated a financial liability at fair
value through profit or loss. Subsequently, financial
liabilities are measured at amortised cost using the
effective interest method.
f. Cash and cash equivalents
Cash and cash equivalents comprise cash on hand and
demand deposits, together with other short term, highly
liquid investments that are readily convertible into
known amounts of cash and which are subject to an
insignificant risk of changes in value.
g. Property, plant and equipment
Recognition and measurement
Items of computer, office equipment, leasehold
improvement and motor vehicles, and right-of-
use assets are measured at cost less accumulated
depreciation and accumulated impairment losses.
Cost includes expenditure that is directly attributable to
the acquisition of the asset. Purchased software that is
integral to the functionality of the related equipment is
capitalised as part of that equipment.
When parts of an item of property, plant and equipment
have different useful lives, they are accounted for as
separate items (major components) of property, plant
and equipment.
Any gain or loss on disposal of an item of property, plant
and equipment (calculated as the difference between
the net proceeds from disposal and the carrying
amount of the item) is recognised in profit or loss within
the Statement of Comprehensive Income.
Subsequent costs
Subsequent expenditure is capitalised only when it is
probable that the future economic benefits associated
with the expenditure will flow to the Group and the
cost of the item can be measured reliably. All other
costs, including ongoing repairs and maintenance, are
expensed as incurred.
Depreciation
Depreciation is based on the cost of an asset less its
residual value. Significant components of individual
assets are assessed and if a component has a useful life
that is different from the remainder of that asset, that
component is depreciated separately.
Depreciation is recognised in profit or loss on a straight
line basis over the estimated useful lives of each item
of equipment. Leased assets are depreciated over the
shorter of the lease term and their useful lives unless it is
reasonably certain that the Group will obtain ownership
by the end of the lease term.
The depreciation rates for the current and comparative
years of significant items of property, plant and
equipment are as follows:
Computer equipment21 - 40%
Office equipment8.5 - 67%
Leasehold improvements10 - 25%
Motor vehicles30%
Depreciation methods, useful lives and residual values
are reviewed at each reporting period and adjusted if
appropriate.
h. Intangible assets
Software
Acquired computer software licenses and costs
associated with developing computer software are
capitalised on the basis of the costs incurred to acquire
and bring to use the specific software. These costs are
amortised over their estimated useful lives of 2.5 to 5
years. Costs associated with maintaining computer
software programs are recognised as an expense as
incurred.
Development expenditure
Development expenditure incurred on a project is
capitalised as a long-term assets to the extent that such
expenditure is expected to generate future economic
benefits. Any development expenditure that does not
meet this criteria is recognised as an expense.
Development expenditure is capitalised if, and only if
the Group can demonstrate all of the following:
• its ability to measure reliably the expenditure
attributable to the asset under development;
• the product or process is technically and
commercially feasible;
• its future economic benefits are probable;
• its ability to use or sell the developed asset; and
• the availability of adequate technical, financial
and other resources to complete the asset under
development.
Capitalised development expenditure is measured at
cost less accumulated amortisation and impairment
losses, if any. Development expenditure initially
recognised as an expense is not recognised as an asset
in subsequent periods. In the event that the expected
future economic benefits are no longer considered
probable, the development expenditure is written down
to its recoverable amount.
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Amortisation is recognised in the Statement of
Comprehensive Income on a straight-line basis and the
rate for the current and comparative years are as follows:
Software20 - 40%
Research and development
Research expenditure and development expenditure
that do not meet the criteria above are recognised as
an expense as incurred. Development costs previously
recognised as an expense are not recognised as an asset
in a subsequent period.
i. Impairment of non-financial assets
Non financial assets are tested for impairment whenever
events or changes in circumstances indicate that the
carrying amount may not be recoverable. The Group
conducts an annual internal review of asset values,
which is used as a source of information to assess for
any indicators of impairment. External factors, such
as changes in expected future processes, technology
and economic conditions, are also monitored to
assess for indicators of impairment. If any indication of
impairment exists, an estimate of the asset’s recoverable
amount is calculated.
An impairment loss is recognised for the amount
by which the asset’s carrying amount exceeds its
recoverable amount. The recoverable amount is the
higher of an asset’s fair value less costs to sell and value
in use. Value in use is determined by estimating future
cash flows from the use and ultimate disposal of the
asset and discounting these to their present value using
a pre tax discount rate that reflects current market rates
and the risks specific to the asset. For the purposes
of assessing impairment, assets are grouped at the
lowest levels for which there are separately identifiable
cash flows (cash generating units). Impairment losses
directly reduce the carrying amount of assets and are
recognised in profit or loss.
Non financial assets that suffered impairment are
reviewed for possible reversal of the impairment at each
reporting date.
j. 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 from 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.
k. Trade and other payables
Trade payables are obligations to pay for goods or
services that have been acquired in the ordinary course
of business from suppliers.
Trade payables are recognised initially at fair value and
subsequently measured at amortised cost using the
effective interest method. As trade and other payables
are usually paid within 30 days, they are carried at face
value.
l. Employee benefits
Short term employee benefit obligations are measured
on an undiscounted basis and are expensed as the
related service is provided. A liability is recognised for
the amount expected to be paid under short term cash
bonus or profit sharing plans if the Group has a present
legal or constructive obligation to pay this amount as a
result of past service provided by the employee, and the
obligation can be estimated reliably.
The Group pays contributions to superannuation plans,
such as Kiwisaver. The Group has no further payment
obligations once the contributions have been paid. The
contributions are recognised as an employee benefit
expense when they are due. Prepaid contributions are
recognised as an asset to the extent that a cash refund
or a reduction in the future payments is available.
m. Provisions
A provision is recognised if, as a result of a past event,
the Group has a present legal or constructive obligation
that can be estimated reliably, and it is probable that an
outflow of economic benefits will be required to settle
the obligation. Provisions are determined by discounting
the expected future cash flows at a pre tax rate that
reflects current market assessments of the time value
of money and the risks specific to the liability. The
unwinding of the discount is recognised as a finance
cost.
n. Share capital
Ordinary shares are classified as equity. Incremental
costs directly attributable to the issue of ordinary shares
and share options are recognised as a deduction from
equity, net of any tax effects.
o. Revenue
Revenue arises mainly from payroll processing services,
and subsidy revenue.
To determine whether to recognise revenue, the Group
follows a 5-step process:
1. Identifying the contract with a customer
2. Identifying the performance obligations
3. Determining the transaction price
4. Allocating the transaction price to the
performance obligations
5. Recognising revenue when and as its
performance obligations are satisfied.
Revenue is recognised either at a point in time or over
time, when (or as) the Group satisfies performance
obligations by transferring the promised services to its
customers.
There are no significant estimates or judgements
surrounding recognition of revenue. Revenue
substantially arises from processing fees which includes
both fixed and incremental components based on the
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Annual Report 2020
FINANCIALS
number of pays processed for the customer which are
known as the revenue is recognised at the point in time
the service is provided.
Processing fees
Revenue from processing fees are recognised at a point
in time when the performance obligation has been
satisfied and is based on the amount of the transaction
price that is allocated to the performance obligation.
The transaction price is the amount of consideration to
which the Group expects to be entitled in exchange for
providing the service to the customer. The performance
obligation for processing fees is considered to be met
when the customer’s payroll has been processed.
Subsidy revenue
Subsidies received for performing PAYE services in the
course of ordinary activities is measured at the fair value
of the consideration received or receivable at a point
in time when the payroll processing that the subsidy
relates to has been incurred. The year ended March
2020 was the final year that this subsidy was available,
and has now been ceased.
Interest income
Interest income is accrued on a time basis by reference
to the principal outstanding and using the
effective interest rate method. Interest is determined
to be operating revenue by the Group, as interest is
generated from the balance of PAYE funds held due to
IRD, which is directly linked to the number of PaySauce
customers processing payroll.
Other operating revenue
Other operating revenue consists of implementation
costs, and one-off service provision. These revenues are
recognised upon completion of services at a point in
time.
Grants received
Grants received are recognised at their fair value where
it is highly probable that the grant will be received
and PaySauce has met any associated conditions.
This revenue is recognised at a point in time as the
conditions are met.
p. Interest expense
Interest expenses are recognised in profit or loss within
the Consolidated Statement of Comprehensive Income
as they accrue, using the effective interest method.
The effective interest method calculates the amortised
cost of a financial liability and allocates the finance
cost, including any fees and directly related transaction
costs that are an integral part of the effective interest
rate, over the expected life of the financial liability. The
application of the method has the effect of recognising
the expense on the financial liability evenly in proportion
to the amount outstanding over the period to maturity
or repayment.
q. Borrowing costs
Borrowing costs are recognised as an expense when
incurred except to the extent that they are directly
attributable to the acquisition, construction or
production of a qualifying asset, in which case the
borrowing costs are capitalised.
r. Income tax
Tax expense comprises current and deferred tax.
Current tax and deferred tax is recognised in profit or
loss except to the extent that it relates to a business
combination, or items recognised directly in equity or in
other comprehensive income.
Current tax is the expected tax payable or receivable
on the taxable income or loss for the reporting period,
using tax rates enacted or substantively enacted at the
reporting date, and any adjustment to tax payable in
respect of previous reporting periods. Current tax also
includes any tax liability arising from the declaration of
dividends.
Deferred tax is recognised in respect of temporary
differences between the carrying amounts of assets
and liabilities for financial reporting purposes and the
amounts used for taxation purposes. Deferred tax is not
recognised for:
• temporary differences on the initial recognition
of assets or liabilities in a transaction that is not
a business combination and that affects neither
accounting nor taxable profit or loss;
• temporary differences related to investments in
subsidiaries and jointly controlled entities to the
extent that it is probable that they will not reverse in
the foreseeable future; and
• taxable temporary differences arising on the initial
recognition of goodwill.
Deferred tax is measured at the tax rates that are
expected to be applied to temporary differences when
they reverse, using tax rates enacted or substantively
enacted at the reporting date.
In determining the amount of current and deferred tax
the Group takes into account the impact of uncertain
tax positions and whether additional taxes and interest
may be due. The Group believes that its accruals for tax
liabilities are adequate for all open tax years based on
its assessment of many factors, including interpretations
of tax law and prior experience. This assessment relies
on estimates and assumptions and may involve a series
of judgements about future events. New information
may become available that causes the Group to change
its judgement regarding the adequacy of existing tax
liabilities; such changes to tax liabilities will impact
tax expense in the period that such a determination is
made.
Deferred tax assets and liabilities are offset if there is a
legally enforceable right to offset current tax liabilities
and assets, and they relate to income taxes levied by
the same tax authority on the same taxable entity, or on
different tax entities, but they intend to settle current
tax liabilities and assets on a net basis or their tax assets
and liabilities will be realised simultaneously.
A deferred tax asset is recognised for unused tax losses,
tax credits and deductible temporary differences, to the
extent that it is probable that future taxable profits will
be available against which they can be utilised.
Deferred tax assets are reviewed at each reporting
date and are reduced to the extent that it is no longer
probable that the related tax benefit will be realised.
s. 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.
The lease assets comprise of the head office property
lease. 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 5 below.
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 9). 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.
38
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39
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FINANCIALS
3. Statement of cash flows
The consolidated statement of cash flows has been
prepared using the direct approach.
Cash flows from related party receivables and
payables and borrowings have been netted to provide
meaningful disclosure to better reflect the activities of
the party providing the funding.
The following are the definitions of the terms used in
the consolidated statement of cash flows:
Operating activities
Operating activities include all transactions and other
events that are revenue producing activities and not
investing or financing activities;
Investing activities
Investing activities are those activities relating to the
acquisition, holding and disposal of property, plant
and equipment, intangible assets and of investments.
Investments can include securities not falling within the
definition of cash; and
Financing activities
Financing activities are those activities that result in
changes in the size and composition of the capital
structure. This includes both equity and debt not falling
within the definition of cash. Dividends paid (if any) in
relation to the capital structure are included in financing
activities.
4. Use of critical accounting
estimates and judgements
The preparation of the 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 from
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.
Information about critical judgements in applying
accounting policies that have the most significant effect
on the amounts recognised in the consolidated financial
statements is included in the following notes:
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 returning a profit, funding is more
expensive due to the credit risk of a business of this
nature. When estimating this rate, PaySauce took into
consideration the market interest rates on commercial
property lending, and applied a risk factor to this for the
current stage of the company’s growth. The incremental
borrowing rate applied to the lease liabilities on 1 April
2019 was estimated at 9% 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 from 4 to 8 years.
Capitalisation of intangible assets
Management considers the time and associated salary
cost of development staff to fall under the classification
of development expenditure for assessment purposes
in accordance with the principles outlined in the
intangible assets accounting policy in note 2(h)
above. No weighting of overheads is applied in these
calculations.
Accounting for finite life intangible assets
At each reporting date, the useful lives and residual
values of finite life intangible assets are reviewed.
Assessing the appropriateness of useful life and residual
value estimates of finite life intangible assets requires
a number of factors to be considered such as the
condition of the asset, expected period of use of the
asset by the Group, and expected disposal proceeds
from the future sale of the asset. Refer also notes 2(h)
and 10.
40
PaySauce Limited
41
Annual Report 2020
FINANCIALS
7. Trade and other receivables
8. Trade and other payables
20202019
$$
Trade receivables148,68442,983
GST receivable-102,565
148,684145,548
20202019
$$
Trade payables288,489487,095
Accruals55,00057,000
GST payable4,933-
Other creditors7,6503,537
356,072547,632
20202019
$$
Depreciation charge of right-of-use assets (building lease)42,981-
Interest expense (included in finance costs)29,637-
Expense relating to leases of low-value assets that are not shown above as short
term leases (included in other expenses)
4,735-
77,353‑
6. Leases
The statement of comprehensive income shows the
following amounts relating to leases:
The total cash outflow for leases for the year ended 31
March 2020 was $65,569.
$
Operating lease commitments disclosed at 31 March 2019307,660
Discounted using the lessee’s incremental borrowing rate at the date of initial application(148,520)
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 2019396,480
Classified as:
Current lease liabilities31,196
Non-current lease liabilities365,284
Lease liabilities recognised as at 1 April 2019396,480
5. 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 at 1 April
2019. The incremental borrowing rate applied to the
lease liabilities on 1 April 2019 was 9%. 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 $396,480.
• Additional lease liability relating to the property
lease, recognised on transition at $396,480.
The key impacts for the Group for the year ended 31
March 2020 were:
• Increased net loss of $11,786 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 $353,499.
• A closing lease liability relating to the property lease,
recognised on transition of $365,284.
A reconciliation of operating lease commitments at 31
March 2019 to the lease liability recognised at 1 April
2019 is shown below:
42
PaySauce Limited
43
Annual Report 2020
FINANCIALS
9. Property, plant and equipment10. Intangible assets
Right‑of‑
use Asset
(Property)
Office
Equipment
Leasehold
Improvements
Computer
Equipment
VehicleTotal
$$$$$$
Year ended 31 March 2019
Opening net book value‑6,7183,6998,44133,95952,817
Additions-21,347-34,474-55,821
Disposals-(304)-(6,655)-(6,959)
Depreciation-(3,713)(309)(6,483)(14,554)(25,059)
Closing net book value‑24,0483,39029,77719,40576,620
As at 31 March 2019
Cost-35,9134,42142,60048,513131,447
Accumulated depreciation-(11,865)(1,031)(12,823)(29,108)(54,827)
Net book value‑24,0483,39029,77719,40576,620
Year ended 31 March 2020
Opening net book value‑24,0483,39029,77719,40576,620
Additions396,48025,5688,52963,529-494,106
Disposals-(974)(3,389)(1,434)-(5,797)
Depreciation(42,981)(9,655)(657)(20,678)(14,554)(88,525)
Closing net book value353,49938,9877,87371,1944,851476,404
As at 31 March 2020
Cost396,48060,5079,561104,69548,513619,756
Accumulated depreciation(42,981)(21,520)(1,688)(33,501)(43,662)(143,352)
Net book value353,49938,9877,87371,1944,851476,404
WebsiteDevelopment
in progress
Computer
Software
Total
$$$$
Year ended 31 March 2019
Opening net book value815‑107,327108,142
Development costs recognised as an asset-157,596134,608292,204
Amortisation(815)-(102,902)(103,717)
Closing net book value‑157,596139,033296,629
As at 31 March 2019
Cost26,955157,596465,686650,237
Accumulated amortisation(26,955)(326,653)(353,608)
Net book value‑157,596139,033296,629
Year ended 31 March 2020
Opening net book value‑157,596139,033296,629
Development costs recognised as an asset-237,13391,868329,001
Development in progress recognised as Software-(349,105)349,105-
Amortisation--(63,260)(63,260)
Closing net book value‑45,624516,746562,370
As at 31 March 2020
Cost26,95545,624906,657979,236
Accumulated amortisation(26,955)-(389,911)(416,866)
Net book value‑45,624516,746562,370
Bank borrowings were secured on vehicles for the value of $4,851 (2019: $19,405).
44
PaySauce Limited
45
Annual Report 2020
FINANCIALS
11. Share capital
DateDetailsNotesNumber of Shares$
1 April 2018Opening Balance66,892,9141,999,977
Ordinary share issuei16,987,9941,145,000
Share based paymentii7,143,567500,000
Share based paymentiii22,329,6611,554,084
Share based paymentiv3,516,739309,278
31 March 2019Closing Balance116,870,8755,508,339
1 April 2019Opening Balance116,870,8755,508,339
Conversion of convertible notev2,495,4031,285,131
Rights issuevi11,974,8433,980,958
31 March 2020Closing Balance131,341,12110,774,428
PaySauce undertook a share consolidation on 12
July 2019, at a 50 : 1 ratio. Shareholders received one
PaySauce ordinary share for every 50 PaySauce ordinary
shares held at the time of consolidation.
The following ordinary shares were issued during the
periods. 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 year ended 31 March
2019.
i. On 13 August 2018: PaySauce Operations Limited
issued 16,987,994 shares at $0.07 per share to raise
$1,145,000 as total consideration.
ii. On 13 August 2018: PaySauce Operations
Limited issued 7,143,567 shares at $0.07 per
share to Coulthard Barnes (PaySauce) Limited in
consideration for services rendered. The fair value
of services received of $500,000 including GST
has been measured directly. The value was agreed
between knowledgeable, willing parties in an arm’s
length transaction.
iii. On 13 August 2018: PaySauce Operations Limited
issued 22,329,661 shares at $0.07 per share to its
founders and key employees in consideration for
services rendered. The fair value of the services
could not be measured directly because they were
granted as part of a bonus arrangement rather
than as an element of basic remuneration. The
value has therefore been measured by reference
to the fair value of the equity instruments granted.
The fair value of the equity instruments granted of
$1,554,084 has been determined with reference to
an agreement between the PaySauce Operations
Limited and the founders and key employees.
iv. On 21 December 2018: As part of the reverse
acquisition transaction PaySauce Operations
Limited is deemed to have issued 3,516,739 shares
at $0.09 cents per share to the shareholders
of PaySauce Limited, resulting in a fair value
of $309,278. The valuation was based on the
value of PaySauce Operations Limited and was
independently determined to be not unreasonable
by Simmons Corporate Finance.
v. On 28 January 2020: PaySauce converted the
outstanding convertible loan note agreement with
Public Trust Nominees Class 10 Limited to shares, in
accordance with the provisions of the agreement.
The agreement was entered into on 28 June 2019,
for a term of 24 months after which the notes
were to convert into ordinary shares, unless either
the holder or issuer elects to convert the notes at
an earlier date. The total value of the drawdown,
inclusive of accrued interest, was $1,285,131, resulting
in an issue of 2,495,403 new shares at the conversion
price of $0.51 per share.
vi. On 9 March 2020: PaySauce completed the initial
allotment of shares under its rights issue announced
to shareholders on 11 February 2020. The allotment
on 9 March 2020 resulted in 11,974,843 shares being
issued at a price of $0.34 cents per share, a net
raise of $3,980,958 after directly attributable costs.
The issue was not fully subscribed, and PaySauce
announced it would seek to place the remaining
share capital over the subsequent 90 day window in
accordance with the NZX listing rules. The available
shares remaining for allotment as at 31 March 2020
were 5,077,482.
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 (2019: None).
Capital Risk Management
The Company considers its capital to comprise its
ordinary share capital, accumulated retained earnings
and other reserves.
When managing capital, management’s objective
is to achieve optimal long term capital returns to
shareholders and benefits for other stakeholders.
Management also aims to maintain a capital structure
that ensures the lowest cost of capital available to the
Company.
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PaySauce Limited
47
Annual Report 2020
FINANCIALS
12. Earnings / (loss) per share
13. Operating revenue
14. Other gains / (losses) - net
15. Employee expenses
There are no financial investments on issue that will
dilute the basic earnings per share amounts noted
above.
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.
A fair value gain was previously recognised in relation to
the lending from Coulthard Barnes (PaySauce) Limited.
As this lending was repaid during the year, the fair value
gain has subsequently been unwound.
PaySauce undertook a share consolidation on 12
July 2019, at a 50 : 1 ratio. Shareholders received one
PaySauce ordinary share for every 50 PaySauce ordinary
shares held at the time of consolidation. A 50 : 1 ratio
has been used to calculate the equivalent number of
PaySauce Limited shares, and has been applied to the
comparative figures for the year ended 31 March 2019.
20202019
Basic earnings per share$$
Net loss used in calculating earnings per share(2,363,002)(4,376,500)
Weighted average number of ordinary shares for basic earnings per share118,039,36697,295,226
Basic loss per share (dollars per share)(0.020)(0.045)
20202019
$$
Revenue from contracts with customers1,210,422620,902
Revenue from other sources547,841300,666
Total operating revenue1,758,263921,568
20202019
$$
Gain on acquisition of loan-1,347,226
Fair value gain / (loss) on revaluation of related party loan(92,924)92,924
Foreign currency losses(23)(7,735)
Total other gains / (losses) ‑ net(92,947)1,432,415
20202019
$$
Employee bonus issue-1,554,082
Salaries1,706,541660,465
Kiwisaver employer contribution49,8678,742
Staff medical insurance11,1645,956
Fringe benefit tax13,601-
Total employee expenses1,781,1732,229,245
48
PaySauce Limited
49
Annual Report 2020
FINANCIALS
16. Other expenses18. Tax expense
17. Finance costs
The Group holds tax losses of $5,846,570 as at 31 March
2020 (2019: $3,800,250) available to carry forward,
subject to shareholder continuity being maintained.
20202019
$$
Administration and Management Services223,36273,231
Advertising, PR and Marketing245,517183,992
Audit Fees55,00057,000
Hosting Expenses66,94433,679
Legal, Consulting and Accounting295,68110,746
Listing Costs9,3543,644,004
Office Running and Rent60,09464,964
Other Overheads543,895214,770
Travel172,60385,748
Total other expenses1,672,4504,368,134
20202019
$$
(a) Income Tax
Net Loss before tax for the period(2,363,002)(4,376,500)
Tax Losses Carried Forward(3,800,250)(1,605,142)
Permanent Differences295,7252,126,403
Temporary Differences20,95754,989
Tax Losses to Carry Forward(5,846,570)(3,800,250)
Income Taxation at prevailing tax rates(1,637,040)(1,064,070)
Tax Losses not recognised1,637,0401,064,070
‑‑
(b) Deferred Tax
Opening Deferred Tax Asset / (Liability)--
Increases to Deferred Tax--
Decrease to Deferred Tax--
Closing Deferred Tax Asset / (Liability)‑‑
(c) Imputation Credits
Balance at the end of the period‑‑
20202019
$$
Interest Paid11,0184,328
Finance Cost - Interest on Convertible Note251,133-
Finance Cost - Interest on Lease29,637-
Finance Cost - Interest on Related Party Lending148,042-
Total finance costs439,8304,328
50
PaySauce Limited
51
Annual Report 2020
FINANCIALS
19. Related party transactions
Related PartyRelationship
Cloud Investments LimitedEntity controlled by Director
Woodward Partners LimitedEntity controlled by Director
Coulthard Barnes (PaySauce) LimitedEntity controlled by Director (now retired)
Catalyst.Net LimitedPartial common ownership
Catalyst Cloud LimitedPartial common ownership
Marsland Consulting LimitedPartial common ownership
Mandy SimpsonDirector, Minor Shareholder
Nick LewisDirector, Chair, Minor Shareholder
Gavin ThompsonDirector, Minor Shareholder
Andrew BarnesDirector (now retired), Chair (now retired), Major Shareholder
Anusha Fernando BarnesClose Family Member of Andrew Barnes, Minor Shareholder
Jaime MonaghanChief Financial Officer, Minor Shareholder
Asantha WijeyeratneChief Executive Officer, Major Shareholder
Troy TarrantChief Technology Officer, Major Shareholder
(b) Related party transactions and balances
The Group had related party dealings with the following
related parties during the reporting periods:
(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.
20202019
$$
Directors’ fees70,00015,000
Short term employee benefits433,516209,837
Share based payments-1,554,082
Total key management personnel compensation503,5161,778,919
Related party payables$$
Catalyst.Net Limited-3,680
Catalyst Cloud Limited8,0974,433
Coulthard Barnes (PaySauce) Limited-792,840
Mandy Simpson3,3542,875
Marsland Consulting Limited6,36311,892
Woodward Partners Limited5,7502,875
Total related party payables23,564818,595
20202019
Related party transactions$$
Purchases from Coulthard Barnes (PaySauce) Limited
Advisory services-434,783
Interest expenditure148,042-
Purchases from Catalyst.Net Limited
Consulting services4,40031,375
Purchases from Catalyst Cloud Limited
Cloud hosting services66,94433,679
Purchases from Marsland Consulting Limited
Consulting services59,53271,617
Purchases from Mandy Simpson
Director fees32,5007,500
Purchases from Woodward Partners Limited
Director fees37,5007,500
(Receipts) from Woodward Partners Limited
Payroll processing services(205)(120)
Total related party transactions348,713586,334
During the year Coulthard Barnes (PaySauce) Limited
advanced further funds of $931,924. These funds, and
the opening balance of the lending at 31 March 2019
were repaid during the year. Interest was charged on
this lending, as shown as noted above, and in note 17.
Fair value adjustments made to the closing balance
as at 31 March 2019 were subsequently reversed upon
payment of the interest that wasn’t charged in the 31
March 2019 year, as shown in note 14.
During the year Cloud Investments Limited advanced
funds of $115,000 during the year, these funds were also
52
PaySauce Limited
53
Annual Report 2020
FINANCIALS
repaid during the year. No interest was charged on this
lending, and no fair value adjustments were made to
this lending, due to the short term nature of the lending,
with repayment occurring during the financial year.
PaySauce completed its initial allotment for its Rights
Issue on 9 March 2020. As part of this process several
key management personnel and related parties were
allotted rights, bought and sold rights, and subscribed
to these rights for shares. In addition to the related
party transactions disclosed above. A summary of these
transactions is provided below:
Rights Issue Summary for Key Related PartiesRights
Allotted
Rights
Sold
Rights
Purchased
Rights
Subscribed
to for Shares
Andrew Barnes (former Chair & Director)
Qty3,340,951--2,346,153
Value ($)---797,692
Asantha Wijeyeratne
Qty5,967,1632,027,497--
Value ($)-176,127--
Gavin Thompson
Qty251,727--251,727
Value ($)---85,587
Jaime Monaghan
Qty--150,000150,000
Value ($)---51,000
Mandy Simpson
Qty--147,059147,059
Value ($)---50,000
Nick Lewis
Qty105,976--105,976
Value ($)---36,032
Troy Tarrant
Qty2,389,947362,450--
Value ($)-70,542--
20. Financial instruments
Details of the significant accounting policies and
methods adopted, including the criteria for recognition,
the basis of measurement and the basis on which
income and expenses are recognised, in respect of
each class of financial asset, financial liability and equity
instrument are disclosed in note 2 (e) above.
(a) Categories of Financial Assets & Liabilities
The carrying amounts presented in the statement of
financial position relate to the following categories of
assets and liabilities.
The Group is exposed to a variety of financial risks. The
financial risks arise from the business activities of the
Group. The specific financial risks that the Group is
exposed to are discussed below.
20202019
Financial assets$$
Financial assets at amortised cost
Cash and cash equivalents13,589,1586,313,146
Deposits1,650,000-
Trade and other receivables148,68442,983
Total financial assets15,387,8426,356,129
20202019
Financial liabilities$$
Financial liabilities at amortised cost
Funds due to customers and IRD13,449,4996,273,862
Trade and other payables356,072547,632
Non-interest bearing liabilities-699,916
Employee benefits186,26458,792
Other liabilities42,15581,580
Total financial liabilities14,033,9907,661,782
54
PaySauce Limited
55
Annual Report 2020
FINANCIALS
(b) Market Risk
(i) Credit risk
The Group manages its exposure to credit risk by
the application of credit approvals and monitoring
procedures on an ongoing basis. For other financial
assets (including cash and bank balances), the Group
minimises credit risk by dealing exclusively with high
credit rating counterparties.
Credit risk concentration profile
The Group manages credit risk by placing its cash and
short term investments with high quality financial
institutions. The majority of the Cash and Cash
Equivalents is held with ASB Bank with a A+ Fitch
Rating.
Exposure to credit risk
As the Group does not hold any collateral, the
maximum exposure to credit risk is represented by the
carrying amount of the financial assets as at the end of
the reporting period.
(ii) Liquidity risk
Liquidity risk arises mainly from business activities. The
Group manages liquidity risk by ensuring cash flow is
planned ahead of time, and funding is planned and
organised when required, to ensure the Group will be
able to meet its financial obligations. The following table
sets out the maturity profile of the financial liabilities as
at the end of the reporting period based on contractual
undiscounted cash flows (including interest payment
computed using contractual rates or, if floating, based
on the rate at the end of the reporting period):
Carrying
amount
Total0‑6
months
7‑12
months
1‑2
years
2‑5
years
$$$$$$
Year ended 31 March 2019
Funds due to customers and IRD6,273,8626,273,8626,273,862---
Trade and other payables547,632547,632547,632---
Employee benefits58,79258,79258,792---
Other liabilities81,58081,58081,580---
Non-interest bearing liabilities699,916699,916--699,916-
Total7,661,7827,661,7826,961,866‑699,916‑
Year ended 31 March 2020
Funds due to customers and IRD13,449,49913,449,49913,449,499---
Trade and other payables356,072356,072356,072---
Employee benefits186,264186,264186,264---
Other liabilities42,15542,15542,155---
Total14,033,99014,033,99014,033,990‑‑‑
(iii) Interest rate risk
PaySauce’s interest rate risk arises from the interest
that it earns from its cash and cash equivalents. These
funds are subject to variable interest rates that expose
PaySauce to cash flow interest risk rate. PaySauce does
not currently use any derivative products to manage
interest rate risk.
As at balance date, none of the funds were held in
deposits subject to interest periods of greater than 12
months.
An analysis of the sensitivity of the Group’s earnings due
to movements in interest rates is shown below.
The above information is calculated by applying the
effective movement to the average balance of cash
and cash equivalents. Cash and cash equivalents and
Deposits total $15,239,158 (2019: $6,313,145).
21. Fair values of financial assets
and liabilities
The carrying values of short term financial assets and
liabilities approximate their fair values. Short term
financial assets include cash, trade and other receivables
and related party receivables. Related party receivables
carrying values approximate their fair values.
22. Going concern
The consolidated financial statements have been
prepared on a going concern basis.
The Group made a net loss before tax of $2,363,002 for
the year ended 31 March 2020 (2019: $4,376,500), has
equity at 31 March 2020 of $2,242,344 (2019: negative
equity $660,743) and net current assets/(liabilities) of
$1,529,612 (2019: negative $319,388). The Group does not
currently generate sufficient revenues to meet operating
costs and the Group does not operate a facility of debt
to draw upon.
The Directors consider that the Group has sufficient cash
on hand combined with cash flows from operations
20202019
Effect on net profit before income tax$$
1% increase in interest rate107,76249,639
1% decrease in interest rate(107,762)(49,639)
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FINANCIALS
23. Reconciliation of net loss
after tax to net cash flows from
operations
20202019
$$
Net Loss after taxation(2,363,002)(4,376,500)
Add back / (deduct) non‑cash items:
Depreciation & amortisation151,785128,776
Share based payments-1,554,082
Listing costs - reverse acquisition-2,542,667
Loss on disposal of fixed assets3,651-
Other non-cash & non-operating items492,098(1,432,415)
(1,715,468)(1,583,390)
Movement in working capital:
(Increase)/decrease in Trade and other receivables(39,092)(108,532)
(Increase)/decrease in Prepayments and other assets6,686(86,829)
Increase/(decrease) in Funds due to customers and IRD7,175,6382,863,521
Increase/(decrease) in Trade and other payables(196,495)470,574
Increase/(decrease) in Employee benefits127,47229,191
Increase/(decrease) in Other liabilities(39,425)23,256
Increase/(decrease) in Sponsorship revenue in advance-(87,500)
Net cash inflow from operating activities5,319,3161,520,291
and funds received from capital raised during the
year (note 11) and subsequent to year end (note 28) to
continue operating for the foreseeable future, which is
not less than 12 months from the date these financial
statements are approved for issue. As a result, the Group
does not intend to raise further capital. The uncertainty
of meeting forecasted financial performance creates a
material uncertainty that may cast doubt on PaySauce’s
ability to continue as a going concern and therefore
PaySauce may be unable to realise its assets and
discharge its liabilities in the normal course of business.
Notwithstanding the uncertainty to meet forecasted
financial performance the Directors are confident that
PaySauce remains a going concern.
26. Investments in subsidiary
The Company had the following subsidiaries at 31 March
2020:
Entity NameDate of
incorporation
Nature of
business
Equity
held
Value
held
Country of
incorporation
Balance
date
%$
PaySauce Operations Limited07/01/2015Payroll service
provider
100309,278New Zealand31 March
Right Remuneration Limited22/01/2015Payroll service
provider
100-New Zealand31 March
Payroll.Kiwi Limited01/08/2017Management
consulting
100-New Zealand31 March
24. Segment reporting
The Group is organised into one reportable operating
segment only, being cloud based employment solutions
software to small and medium-sized New Zealand
businesses. The Group’s product and service offering is
that of mobile timesheets, payroll calculations, banking
integration, PAYE filing, labour costing, automated
general ledger entries and digital employment
contracts. 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).
25. Contingencies
As at 31 March 2020 the Group had no contingent
liabilities or assets (2019: $nil)
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FINANCIALS
27. Funds due to customers and
IRD
This liability represents balances due to other parties
in relation to the payment of clients’ wages and other
deductions in the ordinary business of PaySauce.
The deductions include an amount payable to the
Inland Revenue to settle the PAYE, student loan and
other IRD liabilities that have arisen when our clients
have processed their payrolls. As an IRD intermediary,
PaySauce has deducted the amounts payable from
clients, and is liable for the settlement with the IRD.
28. Events occurring after the
reporting period
No adjusting or significant non-adjusting events have
occurred between the reporting date and the date of
authorisation.
The following significant non-adjusting event occurred
after the reporting date:
• On 30 April 2020, a further 3,430,245 shares
were issued at a price of $0.34 cents raising a
further $1,166,283 of cash, as part of the ongoing
placements of the remaining Rights Issue shares.
This brought the total remaining shares available
as part of the ongoing Rights Issue placement to
1,647,237 as at 30 April 2020.
• On 15 May 2020, a further 1,647,237 shares were
issued at a price of $0.34 cents raising a further
$560,061 of cash. This was the final allotment, and
completed the Rights Issue that was announced
on 11 February 2020, for a total capital raise (before
costs of raising capital) of $5,797,791.
COVID-19
COVID-19 is impacting all industries, and PaySauce is no
exception, however it is not anticipated that there will
be any significant negative outcomes for the business
operations, financial performance, nor financial position
of the Group. This consideration is made with the
following key factors in mind:
• PaySauce’s business operations are able to continue
with minimal interruption upon enactment of our
Business Continuity Plan (BCP).
• The PaySauce product is cloud-based, enabling
clients to continue to use the service uninterrupted
when they enacted their BCP. PaySauce’s customer
base predominantly consists of businesses from
New Zealand’s agricultural primary industry, one of
the other lesser impacted sectors from COVID-19 in
New Zealand.
• PaySauce is yet to see, and does not anticipate
seeing customers asking to defer payments, partly
due to the nature of our billing (at a point in time
as the service is provided, automatically deducted),
and that the cost is relatively small on a monthly
per customer basis compared to other business
expenses.
• Payroll is the core of our service provision, and is
an essential service for New Zealand businesses.
We anticipate continued growth with new
customers seeking cloud based payroll solutions
outnumbering any increase potential in churn.
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CORPORATE GOVERNANCE
Corporate
Governance
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PaySauce Limited
This section is structured around the principles detailed
in the Code, and explains how PaySauce is applying
the Code’s recommendations. PaySauce documents
referred to in this section are also at
https://www.paysauce.com/investor/
Strong corporate governance protects and
provides for our shareholders, customers,
staff, and stakeholders. Our approach to
the recommendations outlined in the NZX
Corporate Governance Code (the Code) are
set out below.
The Board considers that, as at 28 May 2020, the
Company complied with the recommendations set
by the NZX Corporate Governance Code 2020, unless
stated in the sections outlined below, or in PaySauce’s
Corporate Governance Code.
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CORPORATE GOVERNANCE
Principle 1
Code of ethical
behaviour
“Directors should set high standards of
ethical behaviour, model this behaviour
and hold management accountable for
these standards being followed throughout
the organisation.”
Code of ethics
Our code of ethics exists to help our directors, senior
management, and employees with not just doing well,
but doing good.
This sets the standard of conduct for all our people. It’s
intended to support decision-making that aligns with
PaySauce’s values, business goals, and legal and policy
obligations. The board approves the code of ethics,
which covers:
• conflicts of interest
• accepting gifts or benefits
• dealing with conflicts of interest
• protecting company assets
• complying with laws and policies
• maintaining confidentiality
• valuing personnel
• transparency
All new directors and employees receive a copy of the
code of ethics.
Securities trading policy
PaySauce respects the integrity of New Zealand’s
financial markets and insider trading laws. Our securities
trading policy outlines how those laws apply, and the
rules we’ve put in place to make sure our people follow
the law.
Principle 2
Board composition
and performance
“To ensure an effective board, there should
be a balance of independence, skills,
knowledge, experience”
The board of directors
The directors are responsible for the corporate
governance practices of the company. The board’s
practices are detailed in the Company’s corporate
governance code, which lays out protocols for board
operations.
This code complies with the relevant recommendations
in the NZX Corporate Governance Code, and is reviewed
annually.
The board’s primary role is to represent and promote
the interests of shareholders, ultimately adding long-
term value to the company’s shares.
The board carries out its responsibilities according to the
following mandate.
• the Board shall have a minimum number of three
directors and a maximum of 10;
• the Board shall have at least two directors ordinarily
resident in New Zealand;
• the Board shall maintain at least two Independent
Directors (as defined in the NZX Main Board Listing
Rules). Where there are eight or more directors, the
board will maintain three or one-third (rounded
down to the nearest whole number) of the total
number of directors, whichever is the greater;
• a majority of the directors should not be executives
of the Company;
• a director should not have any significant conflict
of interest that is potentially detrimental to the
Company, other than and to the extent dealt with in
Directors, certain employees, and related parties need
approval from PaySauce to trade in the company’s
shares. Trading is limited to defined “trading windows”.
The directors’ shareholdings and trading of shares
during the year by the directors is published under
Directors’ disclosures. A director or senior manager must
advise the NZX promptly if they trade in the company’s
shares.
the Corporate Governance Code of the Company;
• the Board seeks diversity in the skills, attributes and
experience of its members across a broad range of
criteria, to represent the diversity of shareholders,
business types and regions in which the Company
operates; and
• the Board elects a chairperson, and can replace
them at any time.
• Management must provide the board with accurate
information within the timeframe required for the
board to effectively discharge its duties.
• The effectiveness and performance of the board
and its individual members should be re-evaluated
annually.
As at 31 March 2020 the Board comprised of four
Directors:
• Asantha Wijeyeratne – Executive Director and CEO
• Gavin Thompson – Non-executive Director
• Mandy Simpson – Independent Director
• Nick Lewis – Independent Chair
Independence of directors is determined by assessing
the directors against the following factors:
• Not currently, or historically (with 3 years) employed
in an executive role with PaySauce;
• Not currently holding a senior role in a provider of
material professional services to PaySauce;
• No current material business relationship (i.e. as a
supplier or customer) to PaySauce;
• Not currently a substantial product holder of
PaySauce or a senior manager of a product holder
of PaySauce;
• No current material contractual relationship with
PaySauce, other than as a director;
• No close family ties with anyone who would fall into
the above categories;
• Has not been a director of PaySauce for a length of
time that may compromise independence.
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CORPORATE GOVERNANCE
On 20 December 2019, Andrew Barnes resigned from
his position as Chair, effective 31 December 2019.
Following Andrew Barnes’ resignation, PaySauce’s board
appointed Nick Lewis (previously Independent Director)
as Independent Chair, effective 1 January 2020.
More information on the directors, including their
relevant interests, and shareholdings, is provided in the
Directors’ disclosures section of this report and is on the
company’s website.
Day-to-day management of PaySauce is delegated to
the chief executive and the senior executive team.
The board’s responsibilities
The primary responsibilities of the board are to:
• provide overall governance and strategic leadership;
• oversee management’s implementation of the
Company’s strategic objectives and performance;
• oversee the development, adoption and
communication of a clear strategy for the Company;
• oversee accounting and reporting systems and
ensure the quality and independence of the
Company’s external audit process;
• adopt and regularly review the risk management
framework;
• appoint a chairperson of the Board and the CEO;
• review and approve the Company’s operating
budgets and major capital expenditure;
• adopt and review the Company’s remuneration
policy and other corporate governance documents;
• ensure compliance with the Company’s
Constitution, continuous disclosure obligations, and
the relevant laws, listing rules and regulations and
auditing and accounting principles;
• implement and periodically review the Company’s
Code of Ethics, foster high standards of ethical
conduct and personal behaviour and hold
accountable those who engage in unethical
behaviours;
• periodically assess its own effectiveness in carrying
out these functions and the other responsibilities of
the Board.
On appointment to the board by the shareholders, new
directors sign a written agreement that covers the terms
of their appointment.
Every year, the board and sub-committees critically
evaluate their own performance and processes. This
will identify any training opportunities for individual
directors to maintain relevant and up-to-date skills for
their role.
Independent professional advice
With the prior approval of the chair, each director may
seek independent legal and professional advice, at the
company’s expense, about any aspect of PaySauce’s
operations to assist in fulfilling their duties as director.
Diversity
The PaySauce board and management are determined
that all eligible candidates should have equal
opportunity to demonstrate their skills and experience
for all roles. This forms the basis of our diversity policy.
PaySauce embraces uniqueness in our people and
welcomes diversity. We believe that difference builds
resilience and innovation. We encourage our employees
to be curious and open-minded, embracing wide-
ranging perspectives and working to meet the needs of
individuals.
Our approach to diversity is to continually develop a
work environment that supports equality, exchange and
inclusion. We believe in accommodating, rather than
minimising, the different needs of our people.
For future years the board will set measurable objectives
for PaySauce’s diversity policy. Progress against these
objectives will be assessed annually. The board will
make sure PaySauce’s objectives are useful and practical
for promoting diversity and inclusion.
We have achieved the following gender diversity as at 31
March 2020:
*Note - Comparative figures as at 31 March 2019 have
been aligned for the new categories of classification.
Staff members that are not part of the Executive
Leadership Team, but were categorised as Senior
Management, are now categorised as Employees.
DirectorsExecutive
Leadership Team
Employees
As at 31 March 2019*
Male427
Female107
Total5214
As at 31 March 2020
Male3310
Female1114
Total4424
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CORPORATE GOVERNANCE
Principle 3
Board committees
“The board should use committees
where this will enhance its effectiveness
in key areas, while still retaining board
responsibility.”
Audit and Risk Committee
The Audit and Risk Committee (“ARC”) assists the board
in financial reporting, and risk and financial/secretarial
compliance.
The ARC makes recommendations to the board on
appointing external auditors to ensure that their
independence. The ARC also monitors 5-yearly rotation
of the lead audit partner.
The ARC facilitates communication between the board
and external auditors. The committee’s responsibilities
include:
• reviewing the appointment of the external auditor,
the annual audit plan, and addressing auditor
recommendations
• reviewing publicly released dividend proposals and
financial information
• ensuring that appropriate financial systems and
internal controls are in place.
The ARC must include at least three directors, and
consist of only non-executive directors and have a
majority of independent directors. At least one member
must be a director with an accounting or financial
background.
Principle 4
Reporting and
disclosure
“The board should demand integrity in
financial and non-financial reporting, and
in the timeliness and balance of corporate
disclosures.”
Reporting and disclosure
The board is committed to providing accurate, thorough,
and timely information to existing shareholders and to
the market. This means all investors can make informed
decisions about PaySauce.
As an NZX listed company, PaySauce must comply with
disclosure requirements under the NZX Main Board
Listing Rules. PaySauce recognises the importance
of these requirements in providing equal access for
all investors, or potential investors, to price-sensitive
information.
The market disclosure policy outlines PaySauce’s
obligations to meet disclosure requirements.
It also covers related issues, including external
communications.
At present, PaySauce has not provided detailed
reporting on environmental, economic and social
sustainability risks, because it is in the early stages
of reporting on non-financial information. PaySauce
will consider providing more detailed non-financial
reporting in the coming financial years.
The board chair cannot also be the chair of the audit
committee. The current members are Mandy Simpson
(Chair), Nick Lewis, and Gavin Thompson, of which
Mandy and Nick are independent non-executive
directors.
The committee usually invites the chief executive, chief
financial officer, head of finance, and external auditors
to attend ARC meetings. The committee also regularly
meets with the external auditors without management
present, to broach any issues with managerial
performance.
PaySauce publishes key governance and other relevant
documents in the investor centre of our website:
https://www.paysauce.com/investor/
Significant announcements made to the NZX and
reports are also posted on the company’s website.
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CORPORATE GOVERNANCE
Principle 5
Remuneration
“The remuneration of directors and
executives should be transparent, fair and
reasonable.”
The board is responsible for setting individual directors’
fees, and monitoring the remuneration of the chief
executive and executive leadership team.
PaySauce has in place a remuneration policy, outlining
the key principles that influence remuneration
practices. This can be found in the Company’s Corporate
Governance Code, located on the Company’s website
(at the date of this report, located in section 15 of the
Company’s Corporate Governance Code at
https://www.paysauce.com/investor/).
Further details and disclosures are outlined in the
disclosures section of this document.
Principle 6
Risk management
“Directors should have a sound
understanding of the material risks faced
by the issuer and how to manage them.
The board should regularly verify that
the Company has appropriate processes
that identify and manage potential and
material risks.”
The board is responsible for overseeing internal controls
to manage key risks, and has overall responsibility for
managing risk.
The company maintains a risk register to identify and
manage risk. The executive team is responsible for
maintaining this register, and reporting to the board on
a regular basis.
Through the ARC, the board considers the
recommendations of external auditors. The board sees
that those recommendations are investigated and
appropriate action is taken, where necessary.
Principle 7
Auditors
“The board should ensure the quality
and independence of the external audit
process.”
The Audit and Risk Committee (“ARC”) makes
recommendations to the board to appoint an
external auditor. The committee also monitors the
independence and effectiveness of the external auditor,
and reviews and approves any non-audit services they
perform.
The committee regularly meets with the external
auditor to approve the terms of engagement, audit
partner rotation (at least every 5 years) and audit fee,
and to review and provide feedback on the annual audit
plan.
The committee routinely meets with PaySauce’s external
auditor, Grant Thornton, without management present.
Grant Thornton also attends PaySauce’s AGM.
The company continually monitors its internal control
environment.
Principle 8
Shareholder rights
and relations
“The board should respect the rights of
shareholders and foster constructive
relationships with shareholders that
encourage them to engage with the issuer.”
Information for shareholders
The company seeks to help investors understand its
activities, by communicating effectively and providing
clear and balanced information.
The company website (www.paysauce.com) provides
an overview of the business and information about
its activities. This includes details of the company’s
services, latest news, investor information, key corporate
governance information, and copies of significant NZX
announcements. The website also provides profiles of
the directors and the senior executive team.
Shareholders have the right to vote on PaySauce’s
major decisions, in line with the requirements of the
Companies Act 1993 and the NZX Main Board Listing
Rules.
Communicating with shareholders
PaySauce works to keep investors well informed, and
regularly provides information about current operations
and future plans.
PaySauce sends notice of the AGM to shareholders, and
publishes it on the company website at least 28 days
before the meeting each year.
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DISCLOSURES
Disclosures
70
PaySauce Limited
Employee remuneration
The table below sets out the number of PaySauce
Group employees and former employees who received
remuneration and other benefits, including non-cash
benefits and share-based remuneration in excess of
$100,000 per annum. Director remuneration is not
included in the table below, and instead set out in a
separate section below.
Note – Remuneration for the year ended 31 March
2019 included one-off recognition for historic time
and knowledge contributions to the Company prior to
listing, not previously recognised during the start-up
phase. These costs have normalised for the year ended
31 March 2020.
Donations
No donations were made by the Group during the year
ended 31 March 2020 (2019: $Nil).
20202019
Remuneration range# Employees# Employees
$100,000 - $109,99920
$120,000 - $129,99920
$150,000 - $159,99912
$160,000 - $169,99901
$460,000 - $469,99901
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DISCLOSURES
Board meeting attendance
Board meetings are held in person and/or by
teleconference. The Directors attended the following
board meetings during the year ended 31 March 2020:
Note - If a director was not a member of a particular
committee at the time of the relevant meetings ‘-‘ has
been recorded.
*Note - Andrew Barnes resigned as Chair and Director
on 20 December 2019, effective 31 December 2019.
*Note - Andrew Barnes resigned as Chair and Director
on 20 December 2019, effective 31 December 2019.
Directors’ share transactions
Directors disclosed, pursuant to section 148 of the
Companies Act 1993 and Part 5 of the Financial Markets
Conduct Act 2013, the following acquisitions and
disposals of relevant interest in PaySauce ordinary shares
during the year ended 31 March 2020:
DirectorBoard Meetings AttendedARC Meetings Attended
Andrew Barnes*4 of 9-
Asantha Wijeyeratne8 of 9-
Gavin Thompson8 of 94 of 4
Mandy Simpson9 of 94 of 4
Nick Lewis9 of 94 of 4
DirectorRegistered holder /
associated entity
Number
of shares
acquired /
(disposed)*
ConsiderationDateNotes
Andrew Barnes*Coulthard Barnes
(PaySauce) Limited
2,346,153$797,692Mar-20Subscribed to
renounceable rights offer
Andrew Barnes*Cloud Investments
Two Limited
335,389$114,032Mar-20Subscribed to
renounceable rights offer
Andrew Barnes*Anusha Fernando
Barnes
59,537$20,243Mar-20Subscribed to
renounceable rights offer
Andrew Barnes*Hibernian Capital
No 2 Limited
37,210$12,651Mar-20Subscribed to
renounceable rights offer
Andrew Barnes*Perrow Capital No 2
Limited
138$47Mar-20Subscribed to
renounceable rights offer
Gavin ThompsonGavin Thompson251,727$85,587Mar-20Subscribed to
renounceable rights offer
Mandy SimpsonProveho Trustee
Limited
147,059$50,000Mar-20Subscribed to
renounceable rights offer
Nick LewisThe Lewis Family
Trust
105,976$36,032Mar-20Subscribed to
renounceable rights offer
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DISCLOSURES
Directors’ remuneration
The total Directors’ fees and other remuneration
received by the Directors for the period ended 31 March
2020 is outlined below:
Executive Director
remuneration
Asantha Wijeyeratne is the Chief Executive Officer,
and held this position at 31 March 2020. He did not
receive any remuneration in his capacity as a Director,
but was remunerated as Chief Executive Officer. He
received remuneration and benefits of $106,150 (2019:
**$1,035,393).
** In 2019, Asantha received bonus shares at a value
of $945,395 - representing the one-off recognition
for historic time and knowledge contributions to the
Company prior to listing, not previously recognised
during the start-up phase.
Insurance of Directors and
Officers
PaySauce has a Directors’ and officers’ liability insurance
policy in place. This provides insurance for the liabilities
of the Directors and officers for acts or omissions in
their capacity as Directors or employees. The insurance
policies do not cover dishonest, fraudulent, malicious, or
wilful acts or omissions.
20202019
DirectorDirector
fees
Other
remuneration
TotalDirector
fees
Other
remuneration
Total
Andrew Barnes*------
Asantha Wijeyeratne-$106,150$106,150-**$1,035,393$1,035,393
Gavin Thompson------
Mandy Simpson$32,500-$32,500$7,500-$7,500
Nick Lewis$37,500-$37,500$7,500-$7,500
* Andrew Barnes resigned as Chair and Director on 20
December 2019, effective 31 December 2019.
General Disclosures of Interest
DirectorCompanyNature of interest
Asantha WijeyeratneBuzz Hospitality LimitedDirector
Catalyst IT LimitedShareholder
Catalyst TP LimitedShareholder
Cloud Investments LimitedDirector & Shareholder
Jaws Rentals LimitedDirector
Manuka Café LimitedDirector
Payroll.Kiwi LimitedDirector
PaySauce LimitedDirector & Shareholder
PaySauce Operations LimitedDirector
Right Remuneration LimitedDirector
Wijeyeratne & Co LimitedDirector & Shareholder
Gavin ThompsonCatalyst Cloud LimitedDirector
Catalyst IT LimitedDirector & Shareholder
Catalyst.Net LimitedDirector
Catalyst TP LimitedDirector & Shareholder
PaySauce LimitedDirector & Shareholder
PaySauce Operations LimitedDirector
Truenet LimitedDirector
Mandy SimpsonMinistry of Business Innovation and
Employment
Audit & Risk Committee Member
PaySauce LimitedDirector & Shareholder
PaySauce Operations LimitedDirector
Proveho Trustee LimitedDirector
Punakaiki Fund LimitedDirector (retired 31 March 2020)
Z Energy LimitedChief Digital Officer
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DISCLOSURES
General Disclosures of Interest
(cont.)
DirectorCompanyNature of interest
Nick Lewis8 Interactive LimitedShareholder
Celsias LimitedShareholder
Common Ledger LimitedShareholder
Dropit LimitedShareholder
Ecotricity GP LimitedDirector
Ecotricity Superceded LimitedDirector
Kiwi Insurance LimitedDirector & Chair
Learnspring LimitedShareholder
Let Use It LimitedShareholder
PaySauce LimitedDirector & Chair
PaySauce Operations LimitedDirector
Pioneer Energy LimitedDirector
PledgeMe LimitedShareholder
RayGun LimitedShareholder
RightWay LimitedShareholder
Woodward Partners LimitedDirector & Shareholder
Substantial product holderShares held% of issued shares
Wijeyeratne & Company Limited28,937,12122.03%
Coulthard Barnes (PaySauce) Limited25,732,81119.59%
Gibson Sheat Trustees Limited16,729,63112.74%
Cloud Investments Limited12,833,0289.77%
New Zealand Central Securities Depository Limited7,093,7135.40%
Note - In some cases, shareholding indicated above
may not be held directly. Furthermore, there may be
subsidiaries of the above entities in which the Directors
are also interested, without necessarily being a Director,
Shareholder, or Officer of that entity.
Director interests in shares
Directors held the following relevant interests in
PaySauce ordinary shares at 31 March 2020:
Substantial product holders
The substantial product holders in PaySauce ordinary
shares as at 31 March 2020 were as follows:
DirectorSecurities held by Director or associated entity
Andrew Barnes*30,474,031
Asantha Wijeyeratne41,770,149
Gavin Thompson2,013,820
Mandy Simpson147,059
Nick Lewis847,809
* Andrew Barnes resigned as Chair and Director on 20
December 2019, effective 31 December 2019.
78
PaySauce Limited
79
Annual Report 2020
DISCLOSURES
RankShareholders/InvestorsShares held% of issued shares
1Wijeyeratne & Co Limited28,937,12122.03%
2Coulthard Barnes (Paysauce) Limited25,732,81119.59%
3Gibson Sheat Trustees Limited16,729,63112.74%
4Cloud Investments Limited12,833,0289.77%
5New Zealand Central Securities Depository Limited7,093,7135.40%
6Cloud Investments Two Limited3,678,5752.80%
7New Zealand Depository Nominee Limited3,094,6152.36%
8Ian Stewart Frame & Pamela Anne Frame2,652,7652.02%
9Robert John Woodward & Tracey Jan Woodward2,137,6681.63%
10Mckay Nominees Limited2,038,4911.55%
11Gavin Thompson2,013,8201.53%
12Krishnakumar Guda1,870,0001.42%
13Kevin Mcdonald Trustee Limited1,691,6581.29%
14Hugh Anthony Pradeep Fernando1,471,1021.12%
15Victoria Ann Taylor1,201,7700.91%
16Amanda Higgins & Patrick Higgins & Paul Philipson1,017,9210.78%
17WTR Trustee (2016) Limited & Lucy Robertshawe & Tim Aitken925,3490.70%
18Jennifer Rosanne Sabina Fernando868,5690.66%
19Nick Lewis, Diane Lewis & Christopher Ritchie847,8090.65%
20Logan Jay Tyson826,1780.63%
ShareholdersShares
Size of holding (shares)Number%Number%
1 - 100,00094582.53%1,393,3121.06%
100,001 - 500,00013711.97%2,570,0481.96%
500,001 - 1,000,000161.40%1,101,4540.84%
1,000,001 - 5,000,000211.83%4,663,1703.55%
5,000,001 - 10,000,000100.87%7,418,4485.65%
10,000,001 and over161.40%114,194,68986.95%
Totals1145100.00%131,341,121100.00%
Twenty largest equity security
holders
The 20 largest holders of PaySauce ordinary shares as at
31 March 2020 were as follows:
Spread of security holders
The spread of holders of PaySauce ordinary shares as at
31 March 2020 are listed below:
NZX waivers from listing rules
No waivers were granted to PaySauce by NZX during the
year ended 31 March 2020, and there were no waivers
that PaySauce relied upon during this period.
80
PaySauce Limited
81
Annual Report 2020
Directors:
Asantha Wijeyeratne
Gavin Thompson
Mandy Simpson
Nick 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
Company
Directory
80
PaySauce Limited
www.paysauce.com
---
PaySauce releases FY2020 Annual
Report
Lower Hutt, New Zealand - 29 May 2020
Employment solutions provider PaySauce (NXZ: PYS) is proud to release its 2020 annual
report.
PaySauce CEO Asantha Wijeyeratne said the report summarised “an eventful and
exciting year. We’re extremely grateful to our shareholders for helping us realise our
ambitions and continue to aim higher, even in these unprecedented times.”
HIGHLIGHTS
●$5.8M Rights Issue completed
●122% ARR growth
1
●80% customer growth
●2x Finalist HiTech Awards 2020
Chief Executive Asantha Wijeyeratne reflects on the year:
“From a financial perspective, we’ve seen incredible results. Our Rights Issue was a
resounding success, even as the market was beginning to see the effects of a global
pandemic. We've welcomed approximately 180 new shareholders on board, plus our
first institutional investor in Pathfinder CareSaver.
For me, the biggest highlight has been the positive impact we’ve had on our
community, both at a local and national scale. I couldn’t be prouder of the work we’ve
done to develop and deliver our payroll giving feature, Donations, and PaySimple, our
free solution for businesses impacted by COVID-19.”
1
Annualised Recurring Revenue (ARR) is a non-GAAP measure which represents the recurring
revenue that PaySauce earned for the last month of the reporting period multiplied by 12.
Recurring revenue is the revenue that PaySauce expects to recur into the future and is linked to
either the number of customers or the size of their payroll. The categories of recurring revenue
for PaySauce are processing fees and the interest generated on funds held for customers.
FINANCIAL HIGHLIGHTS
Financial Performance Mar 2020 Mar 2019 Change Change %
Recurring revenue
$1,456,259 $666,144 $790,114 119%
Net loss for the period ($2,363,002) ($4,376,500) $2,013,499 (46%)
Recurring Revenue continues to grow at an impressive rate, driven by an increase in
both customer numbers and ARPU . Having changed the pricing structure to be
2
subscription based, the new pricing better reflects the SaaS model. The graph shown
below illustrates the recent growth in Annualised Recurring Revenue (ARR).
Recurring Revenue Metrics Mar 2020 Mar 2019 Change Change %
Customer numbers 2,492 1,384 1108 80%
ARR $1,861,566 $837,051 $1,024,516 122%
ARPU (monthly) $62 $50 $12 24%
Gross margin also improved to 62% for the year ended 31 March 2020, up from 51% for
the year ended 31 March 2019. This growth is a result of the increase in APRU referred to
above, as well as efficiency gains in our systems and processes as we build for scale.
2
Average Revenue per User (ARPU) is total recurring revenue divided by the total customers
processing payroll
OUTLOOK
Wijeyeratne on the year to come:
“Looking ahead, we'll remain focused on our core partnerships and maintaining our
strong financial position through savvy decision making and careful strategic planning.
We'll continue to keep a close eye on the long-term ramifications of Covid-19 for small
business, both to safeguard our own financial future and to offer support to others.
We'll also reassess the opportunities available in the Irish market as the "new normal"
emerges across the globe."
APPENDICES
●Appendix 1 - NZX Template for Results Announcement to the Market
●Appendix 2 - Annual Report
NON-GAAP FINANCIAL INFORMATION
Non-GAAP (Generally Accepted Accounting Principles) financial information does not
have a standardised meaning prescribed by GAAP and therefore may not be
comparable to similar financial information presented by other entities. Non-GAAP
information has not been audited, and is not prepared in accordance with NZ IFRS.
The measures reported by PaySauce are used by management to monitor the
performance of the company and are useful to investors to assess performance.
Non-GAAP measures are defined and explained in the footnotes to this release, and in
the Annual Report.
ENDS
ABOUT PAYSAUCE
PaySauce is software for people at work , providing employment solutions to Kiwi
businesses. PaySauce enables employers to pay and manage their teams accurately
and efficiently using the web, iOS, and Android applications. The PaySauce platform
includes mobile timesheets, payroll calculations, banking integration, PAYE filing,
labour costing, automated general ledger entries and digital employment contracts.
www.paysauce.com
Please direct any investment queries to investor@paysauce.com .
Appendix 1
This appendix is issued to accompany PaySauce Limited’s FY2020 Consolidated
Financial Statements, Annual Report and the commentary released to the NZX today,
and should be read in conjunction with these.
Results for announcement to the market
Name of Issuer PaySauce Limited
Reporting Period 12 months to 31 March 2020
Previous Reporting Period 12 months to 31 March 2019
Currency $NZD
Financial Performance Amount (000s) Percentage change
Revenue from continuing operations $1,775 Down 25%
3
Total revenue $1,775 Down 25%
2
Net profit/(loss) from continuing operations ($2,363) Loss down 46%
Total net profit/(loss) after tax ($2,363) Loss down 46%
Interim/Final Dividend
Amount per Quoted Equity Security No dividends are proposed to be paid.
Imputed amount per Quoted Equity Security Not applicable
Record Date Not applicable
Dividend Payment Date Not applicable
3
There were significant fair value adjustments relating to lending including a $1,347K gain as
part of the reverse acquisition in FY2019. Restating the FY2019 Revenue to exclude these fair
value adjustments would result in an increase from FY2019 of 93%, rather than a decrease of 25%
Net Tangible Assets
Current period
(31 March 2020)
Prior comparable period
(31 March 2019)
Net tangible assets per
Quoted Equity Security:
0.014 NZD per quoted
equity security
0.010 NZD per quoted
equity security
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood:
PaySauce Limited has no operational activity, and as a
result this announcement is based on the consolidated
operations of its wholly owned subsidiaries PaySauce
Operations Limited and Right Remunerations Limited
(together, ‘the Group’ or ‘PaySauce’).
Please refer to the comments above, and the Annual
Report and Financial Statements.
Authority for this announcement
Name of person authorised to make this announcement Jaime Monaghan
Contact person for this announcement Jaime Monaghan
Contact phone number 022 5246366
Contact email address investor@paysauce.com
Date of release through MAP 29 May 2020
Audited financial statements accompany this announcement.
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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