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AFC Group Holdings Limited (AFC) Releases Interim Results

Half Year Results29 November 2021AFCFinancials

AFC GROUP HOLDINGS LIMITED
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED REPORT CONTENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

Page

Directors' Profiles

2

Financial Statements

Interim Consolidated Statement of Comprehensive Income 3

Interim Consolidated Statement of Changes in Equity 4

Interim Consolidated Statement of Financial Position 5

Interim Consolidated Statement of Cash Flows6

Notes to the Interim Consolidated Financial Statements 7 - 24

Corporate Information25


Interim Report September 2021

Page 1

AFC GROUP HOLDINGS LIMITED
QIANG LI

JINGWEI MA

ZILEI WANG

Mr. Zilei Wang graduated from Shanghai

International Studies University, where he obtained

a Master Degree of Arts in English Language and

Literature. He is a member of The Chinese

Institute of Certified Public Accountants (CICPA)

and has business experience in corporate finance,

cross-border mergers and acquisitions, corporate

governance and financial management in New

Zealand. He sits on the Board of several private

companies in New Zealand.

Mr. Wang joined AFC in 2018 and is an

Independent Director of AFC Group Holdings

Limited, and member of the Audit and Risk

committee.

Mr. Qiang Li had more than 10 years’ experience

in the health industry before he came to New

Zealand in 2001 to study for his MBA

qualification. He joined GMP Dairy Limited in

2004. He gained experience in research and

development, purchasing and production

department. He’s also promoted New Zealand

health products into the Chinese market

successfully while he was working with GMP. He

joined the GMP management group in 2010, and

during that time promoted the “KAWALA” brand

of milk products into the Chinese market.

Mr. Li joined AFC in 2016 and is an Independent

Director of AFC Group Holdings Limited, and

member of the Audit and Risk committee.

DIRECTORS' PROFILES

YANG XIA BO XIAN CAO

Mr. Bo Xian Cao is a Chinese National and a

New Zealand Citizen. He moved to New Zealand

in 1994 and he has over 22 years business

experience in China and New Zealand. He has

held various executive positions in export related

sectors specifically primary industries (including

Hydroponics) and Skin Care industries. Mr. Cao

has developed skills in trading between New

Zealand and Asian countries specialising in

Hong Kong and China.

Mr. Cao joined AFC in 2016 and he is currently

the director of AFC Group Holdings Limited, and

Chairman of the Audit and Risk committee.

Yang Xia is a Chinese National with more than 30

years of experience in commerce and finance.

Prior to starting his own business, he held

management and leadership roles in the Chinese

Government’s finance department and in major

nationally owned Chinese companies. He is a

former director general of the Anhui Chaohu

Foreign Trade and Economic Relations

Commission. He currently holds directorships in

various Chinese companies spanning a range of

industries.

In 2007 Mr Xia formed his own investment

company, Guangdong Yinrui Investment &

Management Company. While a majority of his

investments are in China, he has also invested in a

chemical company in Thailand. Mr Xia is currently

in the process of expanding his investment

activities into Australia and New Zealand having

founded NZ Silveray Group Limited in February

2014.

Ms Jingwei Ma was appointed director of AFC

Group Holdings Limited on 29 March 2021. Ms

Jingwei Ma graduated from Japan Aichi University

in 2010, major in International Relations. She is a

visionary entrepreneur who owns a business in the

education sector and operates two female fitness

clubs in Xi’an China. Both of her businesses have

achieved remarkable results. Ms Ma will bring in

her governance expertise and trading channels to

AFC to stimulate the international trade sector.

Interim Report September 2021

Page 2

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

Unaudited Unaudited

6 Months6 Months

Note

September 2021September 2020

$$

Operating Revenue2 111,431 287,582

Cost of Sales(97,590)(258,159)

Gross profit13,841 29,423

Other Income62,228 230,180

Expenses

Selling and Distribution Expenses3 (26,793)(70,128)

Administration Expenses

3 (460,981)(473,880)

(411,705)(284,405)

Finance Income

2 7

Finance Expense

3(39,417)(32,627)

(39,415)(32,620)

Profit / (Loss) before income tax(451,120)(317,025)

Income tax- -

Net profit / (loss) for the period(451,120)(317,025)

Other comprehensive income- -

Total comprehensive income / (loss) for the period(451,120)(317,025)

Equity holders of the parent(245,535)(153,479)

Non-controlling interest(205,585)(163,546)

(451,120)(317,025)

Profit / (loss) per share:

Basic and Diluted Earning per share in NZ$

(0.00007)(0.00004)

Operating profit / (loss)

Profit/(loss) and Total Comprehensive Income/(Loss)

Attributable to:

The interim financial statements are to be read in conjunction with the notes to the financial statements set out on

pages 7 to 22.

Interim Report September 2021

Page 3

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

Issued

Share

Capital

Accumulated

Loss

Equity

Holders

Non-

Controlling

Interests

Total

$ $ $ $ $

Balance as at 1 April 202028,679,503 (26,318,018) 2,361,485 201,681 2,563,166

.

Comprehensive income

Net loss for the financial period- (153,479) (153,479) (163,546) (317,025)

Other comprehensive income- - - - -

Total comprehensive income/(loss)

- (153,479) (153,479) (163,546) (317,025)

Balance as at 30 September 2020 (unaudited)28,679,503 (26,471,497) 2,208,006 38,135 2,246,141

Balance as at 1 April 202028,679,503 (26,318,018) 2,361,485 201,681 2,563,166

Comprehensive income

Net loss for the financial year- (632,463) (632,463) (639,388) (1,271,851)

Other comprehensive income- - - - -

Total comprehensive income

- (632,463) (632,463) (639,388) (1,271,851)

Balance as at 31 March 2021 (audited)28,679,503 (26,950,481) 1,729,022 (437,707) 1,291,315

Comprehensive income

Net loss for the financial period- (245,535) (245,535) (205,585) (451,120)

Other comprehensive income- - - - -

Total comprehensive income/(loss)

- (245,535) (245,535) (205,585) (451,120)

Balance as at 30 September 2021 (unaudited)28,679,503 (27,196,016) 1,483,487 (643,292) 840,195

The interim financial statements are to be read in conjunction with the notes to the financial statements set out on pages 7 to 22.

Interim Report September 2021

Page 4

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 SEPTEMBER 2021

Unaudited Audited

At 30 SeptemberAt 31 March

20212021

Note

$$

SHAREHOLDERS EQUITY

Issued share capital528,679,503 28,679,503

Accumulated losses(27,196,016)(26,950,481)

1,483,487 1,729,022

Non-controlling Interest(643,292)(437,707)

Total shareholders funds 840,195 1,291,315

Represented by:

CURRENT ASSETS

Cash and cash equivalents64,628 3,375

Inventories7541,236 491,874

Trade, other and related party receivables811,467

181,781

Prepayments and other current assets62,189 76,838

Total current assets619,520 753,868

NON-CURRENT ASSETS

Property, plant and equipment

91,462,606 1,488,055

Right-of-use assets

10411,228

494,463

Intangible assets and goodwill

783 858

Total non-current assets1,874,617 1,983,376

Total assets2,494,137 2,737,244

CURRENT LIABILITIES

Trade, other and related party payables 111,155,389 866,581

Lease liabilities10171,120 164,768

Total current liabilities1,326,509 1,031,349

NON-CURRENT LIABILITIES

Borrowings

1253,400 53,400

Lease liabilities10274,033

361,180

Total non-current liabilities327,433 414,580

Total liabilities1,653,942 1,445,929

Net assets 840,195 1,291,315

For and on behalf of the Board,

Total Equity attributable to shareholders of

the company

The interim financial statements are to be read in conjunction with the notes to the financial statements set out on

pages 7 to 22.

Interim Report September 2021

Page 5

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

Unaudited Unaudited

6 Months6 Months

September 2021 September 2020

Note

$$

Cash flows from operating activities

Cash was received from:

Receipts from customers 155,831 412,679

Receipts from related parties139,613 172,832

Interest received2 7

Other receipts62,228 228,074

Cash was applied to:

Payments to suppliers and employees(389,765)(855,777)

Payments to related parties- (216,064)

Interest paid(22,059)(9,416)

Leases interest(17,358)(23,211)

Net cash inflow/(outflow) from operating activities(71,508)(290,876)

Cash flows from investing activities

Cash was received from:

Proceeds from disposal of property, plant and equipment

- -

Cash was applied to:

Purchase of property, plant and equipment9(3,064)-

Net cash outflow from investing activities(3,064)-

Cash flows from financing activities

Cash was received from:

Proceeds from borrowings

- 53,400

Receipts from related parties

162,421 131,240

Cash was applied to:

Payments for lease liabilities principal

(80,795)(74,470)

Net cash inflow/(outflow) from financing activities81,626 110,170

7,054 (180,706)

Foreign currency translation adjustment

(5,801)2,106

Cash and cash equivalents at the beginning of the period

3,375 197,905

Cash and cash equivalents at the end of the period

64,628 19,305

Net increase/(decrease) in cash and cash equivalents

The interim financial statements are to be read in conjunction with the notes to the financial statements set out on pages 7 to

22.

Interim Report September 2021

Page 6

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

1.ACCOUNTING POLICIES

REPORTING ENTITY

1.1Statement of compliance

1.2 Basis of preparation

1.3 Significant accounting policies

1.4 Critical accounting judgments and key sources of estimation uncertainty

AFC Group Holdings Limited (the “Company”) is a company incorporated and domiciled in New Zealand and

registered under the Companies Act 1993. The Company is listed and its ordinary shares are quoted on the NZX main

board equity security market (NZX main market) and the addresses of its registered office and principal place of

business are disclosed in the Corporate Information section of this report. The Company is an FMC Reporting Entity

under the Financial Markets Conduct Act 2013 and its financial statements comply with the Companies Act 1993 and

the Financial Markets Conduct Act 2013.

The interim consolidated financial statements of AFC Group Holdings Limited for the six month period ended 30

September 2021 comprise the Company and its subsidiaries (together referred to as the "Group"). For the purposes

of complying with generally accepted accounting practice in New Zealand ("NZ GAAP"), the Group is a for-profit entity.

The principal activity of the Company and the Group is to produce, manufacture and purchase food, health, and

cosmetic products for distribution in New Zealand and the Chinese markets. The Group also operates in the winery

and vineyard industry which has manufacturing operations.

The condensed interim consolidated financial statements were approved and authorised for issue by the directors on

____________. The directors are not able to amend the financial statements after issue.

These consolidated interim financial statements have been prepared in accordance with NZ GAAP. These

consolidated interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting.

They do not include all disclosures that would otherwise be required in a complete set of financial statements and

should be read in conjunction with AFC Group Holdings Limited's Annual Report for the year ended 31 March 2021.

The interim consolidated financial statements are prepared on a cost basis except for financial assets which are

carried at amortised cost. The interim consolidated financial statements for the Group are presented in New Zealand

dollars ($), which is the functional currency of all entities within the Group. All financial information has been rounded

to the nearest dollar unless otherwise stated.

The preparation of the interim financial statements in compliance with IAS 34 requires the use of certain critical

accounting estimates. It also requires management to exercise its judgement in the process of applying the group’s

accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and

estimates are significant to the consolidated financial statements are disclosed in note 1.4.

AFC Group Holdings Limited has applied the same accounting policies and methods of computation in its interim

consolidated financial statements as were applied in the annual financial statements for the year ended 31 March

2021, except for those that relate to new standards and interpretations effective for the first time for periods beginning

on (or after) 1 April 2021 and will be adopted in the 2022 annual financial statements.

The same significant judgments, estimates and assumptions included in the notes to the financial statements in the

Group's financial statements for the year ended 31 March 2021 have been applied to these Interim Consolidated

Financial Statements.

Interim Report September 2021

Page 7

29/11/2021

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

1.ACCOUNTING POLICIES

1.5Going concern

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

The negative working capital has also been caused by short term finance. Management is confident that the

Group's negative cash flow will be resolved with the expected incoming Christmas and New Year period sales.

The Group has significantly revised its domestic pricing strategy on the core product, White Diamond wine,

which has already led to significantly increasing sales volumes at a positive Gross Margin.

Based on the current lockdowns and restrictions due to covid, the Directors are anticipating sales in FY22 to be

two thirds of the sales in the FY21 year.

In response to the Covid-19 pandemic, the Group has reduced the fixed cost base of the business. This has

been achieved with the continuous reduction in Directors' fees and reduction in staff levels. The space taken at

the Manufacturing facility premises has been reduced and surplus space offered for sub-letting.

There are continued Covid-19 wage subsidies being available from New Zealand Work and Income and

Resurgence Support payments from the Inland Revenue Department.

Detailed budgets for the two operational segments have been prepared which supports the going concern

assumption.

The key estimate in the budgets is the expected level of sales volumes of wine and cosmetic face masks.

In Oct 2021, a contract to sell $180,000 of wine was completed with a related party. 30% deposit received in

advance. This is one of three expected contracts in FY22.

The consolidated financial statements have been prepared on a going concern basis. At 30 September 2021, the

Group has positive equity of $840,195.

The Group has minimal external debt and has negative working capital of ($706,989) at that date. Excluding related

party accounts payable and advances payable, the Group had positive working capital of $108,454. The Group has

suffered reduced sales in FY22 due to the Covid-19 pandemic and has taken steps manage the business accordingly.

The key factors the Directors considered in determining that the Going Concern assumption was appropriate include:

There is minimal external debt and no externally imposed capital requirements.

The Group has significant property at Longview vineyard which includes three residential housing units. This

property is unencumbered. The Directors consider that this property could be utilised to raise debt at low rates

from a major New Zealand bank if liquidity needs required it. They do not forecast that this will be necessary

for the foreseeable future.

Longview Estate has setup an online selling portal function which enables the company to be able to continue

making sales during restrictions imposed by government imposed lockdowns and alert levels. The website

had its first online sales in October 2021 and management believe online sales will increase during the

Christmas and New Year holiday period.

The group expects to meet its obligations for overdue trade payables from the sales of 40’ container of wine

and advances from Directors and Shareholders.

AFC Longview has made a shipment of a 40’ container of Wine to China on 6 November 2021. This shipment

includes over 7000 bottles of Merlot wine and over 3000 bottles of White Diamond wine.

The Group has considerable stocks of Finished Goods which will convert to positive cash inflows when settled

by sale, with little or no cash outflow required.

As disclosed in note 13, there are related party payables of $ 815,443. It has been agreed that payment of

these will be deferred until such time as the group has the liquidity to settle these liabilities.

Interim Report September 2021

Page 8

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

1.ACCOUNTING POLICIES

1.5Going concern (continued)

16

1.6Impact of Covid 19

1

2

3

4

5

6

Despite the government announcing an alert level 4 lockdown in mid August 2021 after one covid community case

was detected, the total number of cases in the current outbreak has risen to 4,666. The containment measures

implemented by the government are limiting the spread of COVID-19 and saving lives. One trade-off from introducing

these measures is the economic cost. The restrictions placed in response to the Covid 19 pandemic have impacted

businesses and the economy. Auckland remained at alert level 4 lockdown until 21 September 2021 at which stage

Auckland moved to alert level 3.

The Group has taken the following steps as part of it's response to mitigate the risks associated with Covid-19.

Sales of cosmetic face masks in New Zealand have been negatively affected by the closure of borders. The

Group has created new distribution channels in China, its primary market for the product. This includes the

China Duty Free Group with which the Group was previously involved in negotiations with to sell significant

volume of boxes of product. Due to the current COVID outbreak continuing to swell in China and the stringent

regulations imposed by authorities in order to reduce the virus’s domestic transmission, China Duty Free Group

has deferred the selection of new products until 2022. The previously expected sales of a significant volume of

products may not be completed in the 2021 year.

AFC Group has been significantly impacted by the three months of lockdown and the travel restrictions between

regions due to the regional borders being closed. The restriction on domestic and international travel and cessation of

non-essential services during the lockdown period have limited the sales and operations of the Group The sale of the

DDMASKs and Longview Wines have reduced as a result. The Group may potentially not be able to achieve

forecasted sales due to the current market conditions and ongoing lockdown until the point at which the financial

statements are signed.

On 8th November 2021, Prime Minister Jacinda Ardern announced that Auckland will move to step 2 of the alert level

3 framework. Under this stepped approach, retail will be able to open in Auckland along with public amenities such as

museums and zoos. The government recently announced the next stage of the covid-19 response plan to provide a

pathway out of lockdown and give vaccinated New Zealanders more freedom. The government have indicated that

Auckland is likely to leave lockdown and move into the new Covid-19 Protection Framework, also known as the traffic

light system from 29th November. Furthermore, the vaccination rates in Auckland have hit 90 percent first dose and

based on current projections, Auckland should reach the 90 per cent double vaccinated milestone by the end of

November. The new system will see most of the economy reopen, with fewer limits for businesses operating under

the new vaccine certificate regime.

AFC Longview Limited and AFC Biotechnology manufacture Co Limited has recently exported an order of a 40’

container of wines and DDMasks to China.

AFC Longview Limited has started its online sales with a campaign for the White Diamond wine.

AFC and its subsidiaries have applied for the wages subsidy and Covid-19 Resurgence support payments.

AFC has received rental relief and deferred payment options by the landlord, insurance company and other

lessors.

AFC has also subleased its showroom and office to third parties in order to recover some of its costs.

The Chairman Mr Xia and director Mr Cao have voluntarily agreed to charge no director fees during the FY22.

Other directors are continuing to provide the group with a 30% reduction in director fees.

Interim Report September 2021

Page 9

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

2.REVENUE

September

2021

September

2020

NZ$NZ$

Operating revenue

Sales - wine products

63,832 34,004

Sales - cosmetic products

46,183 246,886

Sales - other products

1,416 6,692

Total operating revenue

111,431 287,582

Other Income

8,011 23,530

Rental Income

7,280 11,560

Covid-19 wage subsidy

46,937 195,090

Total Other Income

62,228 230,180

Total Income

173,659 517,762

3.EXPENSES

September

2021

September

2020

Note

NZ$NZ$

Included in Selling and Distribution Expenses

Business Events 9,644 180

Freight and Courier2,370 2,262

Salaries and Sales Commission 14,580 66,147

Included in Administration Expenses

Accounting and Consulting

11,400 (6,600)

Audit Fees

31,510 31,743

Depreciation for property, plant and equipment

28,513 38,156

Depreciation transferred to indirect manufacturing costs

(21,372)(25,250)

Depreciation for right-of-use assets

83,235 83,008

Directors Fees

9,333 30,555

Management Fees

15,000 15,000

Insurance

10,741 18,076

Salaries300,848 327,436

Salaries capitalised to cost of inventory (71,583)(115,829)

NZX costs

12,639 10,228

Subscriptions8,337 5,502

Finance costs:

Interest paid on borrowings from related parties

13

21,840 9,416

10

17,358 23,211

Other interest paid

219

-

39,417 32,627

Lease interest

Profit / (Loss) before income tax has been determined after

charging:

Interim Report September 2021

Page 10

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

4. INCOME TAX

5.AUTHORISED AND ISSUED SHARE CAPITAL

Shares Issued

Ordinary Shares

No.$

Balance at 1 April 2020

Ordinary shares on issue

3,664,253,194 28,679,577

Treasury shares

(37,082)(74)

Ordinary shares on issue at 1 April 2020 excluding treasury shares

3,664,216,112 28,679,503

Movement for 2021 financial year

Ordinary shares authorised and issued

- -

Ordinary shares on issue at 31 March 2021

3,664,216,112 28,679,503

Movement to 30 September 2021

Ordinary shares authorised and issued

- -

Ordinary shares on issue at 30 September 2021 excluding treasury shares

3,664,216,112 28,679,503

The Group has not recognised a deferred tax asset on its Statement of Financial Position as at reporting date. In

deciding whether to recognise the deferred tax assets, the Group has determined if the utilisation of deferred assets is

probable and whether it is likely that sufficient and suitable taxable profits will be available in the future against which

the reversal of temporary differences can be deducted.

The Group calculates the period's income tax expense using 28% which is the tax rate that would be applicable to the

expected total annual earnings (September 2020: 28%).

The Group has tax losses of $4,127,204 bought forward from 31March 2021. Losses can be carried forward

indefinitely under New Zealand tax law (assuming shareholder continuity requirements are met and approval of the

Inland Revenue Department is obtained).

The company has not issued any new shares during the period. All ordinary shares issued are fully paid. All ordinary

shares rank equally with one vote attached to each fully paidordinary share and have equal dividend rights and no par

value.

The Group has not declared or proposed to pay any dividends for the period ended 30 September 2021 (September

2020: Nil).

Treasury shares are those shares acquired by the company from shareholders who exercised their minority buy back

rights at the time shares were issued to NZ Silveray Group Limited. These shares are held by the company until the

directors resolve to reissue the shares or to cancel the shares. At reporting date, the company held 37,082 treasury

shares which were acquired during 2016.

Interim Report September 2021

Page 11

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

6.CASH AND CASH EQUIVALENTS

SeptemberMarch

20212021

$$

Cash at bank and on hand4,628 3,375

Total cash and cash equivalents

4,628 3,375

7.INVENTORIES

SeptemberMarch

20212021

$$

Work in progress

46,275 131,934

Finished goods

758,467 695,749

Provision for inventory

(263,506)(335,809)

Total Inventories

541,236 491,874

Provision of closing stock

Opening provision of closing stock

(335,809)(162,793)

Reversal of opening provision for inventory

72,303 -

Charged to profit and loss

- (173,016)

Closing provision for closing stock

(263,506)(335,809)

Management is confident that the Group's cash flow will be improved with the expected incoming Christmas and New

Year period sales. The wine sales have been increasing afterthe level 4 lockdown. Management believe that sales

will increase once Auckland and Northland exit out of the alert level three government imposed lockdown. In addition,

the AFC Longview website has it's first online sales in October 2021 and management believe online sales will

increase during the holiday period.

Inventory of $263,506 has been written down to net realisable value/lower of cost (31 March 2021: $335,809).

Assessing write downs for inventory obsolescence and net realisable value involves making estimates and

judgements in relation to future selling prices between the most recent store stock counts and reporting date.

The carrying amount of cash and cash equivalents approximates their fair value. Cash at bank earns interest at

floating rates on daily deposit balances. The group did not have an overdraft facility with the bank.

Interim Report September 2021

Page 12

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

8.

TRADE, OTHER AND RELATED PARTY RECEIVABLES

SeptemberMarch

20212021

Note

$$

Trade receivables - third parties9,549 53,949

Trade receivables - related parties

13

2,100 128,014

11,649 181,963

Allowance for impairment losses(182)(182)

Total trade and related party receivables

11,467 181,781

SeptemberMarch

20212021

Movement in the allowance for impairment losses

$$

Opening Balance 1 April

182 458

Reversal of prior year provision

- (458)

Charge for the financial year

- 182

Closing Balance 30 September/31 March

182 182

The directors consider that there is no material difference between the carrying value and fair value of trade debtors

and related party receivables. The Group's management considers that all financial assets that are not impaired or

past due for each of the reporting dates under review are of good credit quality. The directors also consider that the

receivables that are past due and not impaired are fully recoverable.

The Group establishes an allowance for impairment that represents its estimate of incurred losses in respect of trade

and related party receivables. The main component of this allowance is a specific loss component that relates to

individually significant exposures, and a collective loss component established for groups of similar assets in respect

of losses that have been incurred but not yet identified. The collective loss allowance is determined based on historical

data of payment statistics for similar financial assets.

Trade debtors are non-interest bearing and receipt is normally on 30 days terms. Related party receivables are non-

interest bearing and repayable on demand as disclosed in note 13.

Interim Report September 2021

Page 13

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

9.

PROPERTY, PLANT AND EQUIPMENT

Land Buildings

Land

Improvements

Plant &

Equipment

Motor

Vehicles

Computer

Equipment

Fixture &

Fittings,

Office

Equipment

Bearer

Plants -

Grape Vines Total

$$$$$$$$$

As at 31 March 2021

Cost

Cost as at 1 April 2020

320,000 905,199 50,000 438,190 98,744 30,754 202,071 80,000

2,124,958

Additions - - - - - - - - -

Impairment- - - (116,082)- - (45,251)- (161,333)

Disposal- - - - (26,484) (1,999)- - (28,483)

Written off- - - - (791)- - - (791)

Cost as at 31 March 2021

320,000 905,199 50,000 322,108 71,469 28,755 156,820 80,000

1,934,351

Accumulated Depreciation

- (8,013)- (184,776) (70,412) (24,959) (85,670) (21,433)(395,263)

- (2,805)- (39,618) (6,635) (2,502) (17,746) (4,393)(73,699)

Disposal

- - - - 21,458 1,208 - - 22,666

Written off- - - - - - - - -

- (10,818)- (224,394) (55,589) (26,253) (103,416) (25,826)

(446,296)

Carrying Amount

Cost

320,000 905,199 50,000 322,108 71,469 28,755 156,820 80,000

1,934,351

- (10,818)- (224,394) (55,589) (26,253) (103,416) (25,826)(446,296)

320,000 894,381 50,000 97,714 15,880 2,502 53,404 54,174

1,488,055

As at 30 September 2021

Cost

Cost as at 1 April 2021

320,000 905,199 50,000 322,108 71,469 28,755 156,820 80,000

1,934,351

Additions - - - - - 3,064 - - 3,064

Impairment- - - - - - - - -

Disposal- - - - - - - - -

Written off- - - - - - - -

Cost as at 30 September 2021

320,000 905,199 50,000 322,108 71,469 31,819 156,820 80,000

1,937,415

Accumulated Depreciation

- (10,818)- (224,394) (55,589) (26,253) (103,416) (25,826)(446,296)

- (1,282)- (15,489) (944)(753) (8,012) (2,032)(28,513)

Written off- - - - - - - -

-

- (12,100)- (239,883) (56,533) (27,006) (111,428) (27,858)

(474,809)

Carrying Amount

Cost

320,000 905,199 50,000 322,108 71,469 31,819 156,820 80,000

1,937,415

- (12,100)- (239,883) (56,533) (27,006) (111,428) (27,858)

(474,809)

320,000 893,099 50,000 82,225 14,936 4,813 45,392 52,142 1,462,606

Accumulated Depreciation at 1

April 2021

Depreciation charge for the

period

Accumulated Depreciation at

30 September 2021

Accumulated Depreciation

Carrying Amount 30

September 2021

Accumulated Depreciation at 1

April 2020

Depreciation charge for the year

Accumulated Depreciation at

31 March 2021

Accumulated Depreciation

Carrying Amount 31 March

2021

Interim Report September 2021

Page 14

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

10.RIGHT-OF-USE ASSETS

10.1Right-of-use assets

BuildingsForkliftTotal

At 1 April 2020

644,192 12,874 657,066

Depreciation

(161,415)(4,828)(166,243)

Increase in rent modification

3,640 - 3,640

At 31 March 2021

486,417 8,046 494,463

At 1 April 2021

486,417 8,046 494,463

Depreciation

(80,821)(2,414)(83,235)

Increase in rent modification

- - -

At 30 September 2021

405,596 5,632 411,228

10.2

Lease liabilities

BuildingsForkliftTotal

At 1 April 2020

661,236 13,163 674,399

Lease interest

42,306 1,439 43,745

Lease payments

(190,005)(5,832)(195,837)

Increase in rent modification

3,641 - 3,641

At 31 March 2021

517,178 8,770 525,948

Lease liabilities

Current lease liabilities

159,723 5,045 164,768

Non-current lease liabilities

357,455 3,725 361,180

Total lease liabilities

517,178 8,770 525,948

At 1 April 2021

517,178 8,770 525,948

Lease interest

16,883 475 17,358

Lease payments

(95,238)(2,916)(98,154)

Increase in rent modification

- - -

At 30 September 2021

438,823 6,329 445,152

Lease liabilities

Current lease liabilities

165,748 5,371 171,120

Non-current lease liabilities

273,075 958 274,033

Total lease liabilities

438,823 6,329 445,152

The group leases two properties in the New Zealand. The periodic rent is fixed over the lease term for both the

property leases.

31 March 2021

30 September 2021

31 March 2021

30 September 2021

Interim Report September 2021

Page 15

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

11.TRADE, OTHER AND RELATED PARTY PAYABLES

SeptemberMarch

20212021

Note$$

Trade payables

153,148 100,165

Accruals

85,701 121,123

Related party payables

13 815,443 639,323

Other payables

101,097 5,970

1,155,389 866,581

12.BORROWINGS

SeptemberMarch

20212021

$$

Small business cashflow loan

53,400 53,400

53,400 53,400

Non-current

Between one and two years

53,400 53,400

53,400 53,400

13.RELATED PARTIES

The normal trade credit terms granted to the Group range from 30 to 90 days. The trade payables are unsecured and

non-interest bearing. The carrying amount disclosed above is a reasonable approximation of fair value.

Related party payables are unsecured and repayable on demand. The related party payables except for NZ Silveray

Group Limited are non-interest bearing. For NZ Silveray Group Limited, interest is charged at 10.08% per annum for

outstanding amounts.

Borrowings are initially recognised at fair value plus transaction costs incurred. Borrowings are subsequently

measured at amortised cost. Any difference between the proceeds (plus transaction costs) and the redemption

amount is recognised in the income statement over the period of the borrowings using the effective interest method.

Borrowings are classified as non-current liabilities as the Group has an unconditional right to defer settlement of the

liability 12 months after the balance sheet date.

Small business cashflow loan established and administered by the Crown to provide loans to assist small business

impacted by the Covid-19 economic shock to support immediate cashflow needs and meet fixed costs. The interest

rate for the loan is 3%. The Group will not be charged any interest on the loan if repay all the outstanding loan amount

in full before 24 months date. The loan contract will be terminated when the Group have repaid all amounts owing to

IRD.

Related party transactions have arisen where a person(s) has control or significant influence over the reporting entity

or where two entities are controlled or jointly controlled by a person(s) that has control or significant influence over the

reporting entity.

Interim Report September 2021

Page 16

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

13.RELATED PARTIES (continued)

Related Parties:

Related party balances

The following balances were held with related parties at period/year end.

SeptemberMarch

20212021

Related Party Receivables

$$

- 125,914

2,100 2,100

2,100 128,014

Director of company and subsidiary

E Way Holdings Group Limited

Company associated with director, Mr Bo Xian Cao

Federation of New Zealand Shenzhen Societies

Inc.

Company associated with director, Mr Bo Xian Cao

Director of company

Tongqu Trading Group Limited

Company associated with director, Mr Zilei Wang

Yang Xia

Director of company and subsidiary

Guangdong Farmside International Trading Co. Limited

Company associated to company's major shareholder, Mr Yang Xia

Mingbao Zhang

Shareholder of company

New Zealand Fantasy Angel Biotechnology Limited

Company associated with director, Mr Bo Xian Cao

Company associated to company's major shareholder, Mr Yang Xia

Howard & Co Consulting and Advisory Services Limited

Company associated with subsidiary director, Mr Hao Long

Huai Ji Zhou

Shareholder of company

Lei Chen

Shareholder of company

Lin Fang

New Zealand Guangdong General Association of Commerce Inc

Company associated with director, Mr Bo Xian Cao

New Zealand National Trade Limited

Company associated with director, Mr Qiang Li

NZ Silveray Group Limited

Company's major shareholder

Qiang Li

Zilei Wang

Director of company

Nature of Transactions

Sale of products Guangdong Farmside InternationalTrading Co.

Limited

Shareholder of company

Hefei Ge Lun Bu E-commerce Co., LtdSale of products

Anhui Asin International Trade Co. Ltd

Company associated to company's major shareholder, Mr Yang Xia

Australasian International Group Limited

Company associated to company's major shareholder, Mr Yang Xia

Bo Xian Cao

Hao Long

Director of subsidiary, senior employee of AFC, shareholder of

company

Hefei Ge Lun Bu E-commerce Co., Ltd

Interim Report September 2021

Page 17

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

13.RELATED PARTIES (continued)

SeptemberMarch

20212021

Related Party Payables

$$

Anhui Asin International Co. Ltd

50,292 49,790

Anhui Asin International Co. LtdPurchase of goods

34,475 33,362

Australasian International Group Limited Purchase of goods102,745 99,429

4,696 4,025

96,611 25,112

26,802 26,313

32,592 25,381

12,075 6,038

NZ Silveray Group Limited38,372 38,372

NZ Silveray Group Limited409,405 326,806

Tongqu Trading Group Limited7,379 4,696

815,443 639,323

SeptemberMarch

20212021

Related party transactions

$$

Sales of products or services provided to the following:

E Way Holdings Group Limited

3,099 2,940

Federation of New Zealand Shenzhen Societies Inc.

- 122

Guangdong Farmside International Trading Co., Ltd (sales of products)

1,660 234,836

Hefei Ge Lun Bu E-commerce Co., Ltd

- 2,100

New Zealand Fantasy Angel Biotechnology Limited

- 142

New Zealand Guangdong General Association of Commerce Inc.

- 783

4,759 240,922

Expenses repaid/recharged on behalf of the Group:

Anhui Asin International Trade Co. Ltd- 49,285

Guangdong Farmside International Trading Co. Limited

- 29,458

- 78,743

Related party payables are unsecured and repayable on demand. The related party payables except for NZ Silveray

Group Limited are non-interest bearing. For NZ Silveray Group Limited, interest is charged at 10.08% per annum for

outstanding amounts. No interest is charged on any management fees balances payable.

The related parties receivables and payables are unsecured, non-interest bearing and repayable on demand. There is

no collateral or guarantees for related parties payables.

Nature of Transactions

Advances

E Way Holdings Group Limited

Director feeNew Zealand National Trade Limited

Advances

GuangdongFarmsideInternationalTradingCo.

Limited

Management fees

Director fee

E Way Holdings Group Limited

Advance

Hao LongAdvance

Director fee

Purchaseofgoodsand

services

Sales made to related parties in China are made on extended terms with payment due 3 months from the date the

goods are received by the related party.

Interim Report September 2021

Page 18

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

13.RELATED PARTIES (continued)

SeptemberMarch

20212021

Related party transactions

$$

- 57,474

583 7,105

15,000 30,000

5,250 10,500

- 36,400

Tongqu Trading Group Limited3,500 7,000

24,333 148,479

Interest paid or credited on related party balances:

E Way Holdings Group Limited

3,499 112

Hao Long

742 381

NZ Silveray Group Limited - on advances

17,598 24,982

21,840 25,475

Key Management Personnel

September March

20212021

$$

Salaries and other short-term benefits

93,843 230,891

Directors' fees

9,042 35,052

102,884

265,943

14.COMMITMENTS AND CONTINGENCIES

The Group has no capital commitments at 30 September 2021 (31 March 2021: Nil)

15.FINANCIAL INSTRUMENTS

E Way Holdings Group Limited

Howard & Co Consulting and Advisory Services Limited (Note 3)

New Zealand National Trade Limited

NZ Silveray Group Limited

Purchases from the following for services or products provided:

Categories of financial assets and liabilities

The carrying amounts presented in the statement of financial position relate to the following categories of assets and

liabilities:

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

and controlling the activities of the Group, directly or indirectly, and include the directors and the Chief Executive.

Remuneration paid to key management personnel is as follows:

Anhui Asin International Trade Co. Ltd

Interim Report September 2021

Page 19

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

15.FINANCIAL INSTRUMENTS (continued)

Financial

assets at

amortised

cost

Financial

liabilities at

amortised cost

Total

NZ$NZ$NZ$

30 September 2021

Financial Assets:

Cash and cash equivalents- - -

Trade and related party receivables11,467 - 11,467

Total financial assets11,467 - 11,467

Financial liabilities:

Cash and cash equivalents6,889 - 6,889

Trade and other payables

-

1,143,872 1,143,872

Borrowings

-

53,400 53,400

Lease liabilities

-

445,153 445,153

Total financial liabilities6,889 1,642,425 1,649,314

31 March 2021

Financial Assets:

Cash and cash equivalents3,375 - 3,375

Trade and related party receivables181,781 - 181,781

Total financial assets185,156 - 185,156

Financial liabilities:

Trade and other payables

-

856,838 856,838

Borrowings

-

53,400 53,400

Lease liabilities

-

525,948 525,948

Total financial liabilities- 1,436,186 1,436,186

16. INVESTMENT IN SUBSIDIARIES

Name of subsidiaryPrincipal activity

September

2021

March

2021

Vineyard and winery51%51%

Commodity trading100%100%

National Dairy Group Limited100%100%

51%51%

100%100%

100%100%

Ownership interest and voting

rights

AFC Longview Limited

AFC International Trading Group Limited

Non-Trading

AFC Biotechnology Manufacture Co Limited Manufacturing

AFC GoGlobal Education Limited Non-Trading

AFC Education Investment Limited Non-Trading

The fair value of the financial instruments of the Group approximates their carrying value. The use of financial

instruments exposes the Group to credit, interest rate and liquidity risks. The Group's overall risk management

programme seeks to minimise potential adverse effects on the Group's financial performance.

Interim Report September 2021

Page 20

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

16. INVESTMENT IN SUBSIDIARIES (continued)

17.SEGMENT REPORTING

Vineyard and winery

Manufacturing

AFC Biotechnology Manufacture Co Limited which manufactures disposable face masks.

Corporate

The Group operates in a number of business segments in New Zealand. The Group has determined its operating

segments into four segments, namely international marketing and distribution, vineyard and winery, manufacturing and

corporate. These segments reflect the different type of industry sectors within which the Group operates. The

Company is considered to be in the corporate operating segment.

Information regarding the operations of each reportable operating segment is included below.

The Group's operating segments are reported in a manner consistent with the internal reporting provided to the chief

operating decision-maker. The chief operating decision-maker is the person or group that allocates resources to and

assesses the performance of the operating segments on an entity. The Group has determined the Group's Board of

Directors as its chief operating decision-maker as the board is responsible for allocating resources and assessing the

performance of the operating segments and making strategic and operating decisions. Income and expenses directly

associated with each segment are included in determining each segment's performance.

The following tables present revenue and profit information for the Group's operating segments for the six months

ended 30 September 2021 and 2020, respectively:

No operating segments have been aggregated to form the above reportable operating segments. The Group's taxation

has not been allocated to segments and is included centrally. Financing has been allocated to segments.

Sales between the segments of the Group are carried out at an arm’s length basis in a similar manner to transactions

with third parties.

The operations of this segment include providing accounting, management and administration services to other

segments of the Group. AFC GoGlobal Ecommerce Limited and AFC Education Investment Limited did not trade

during the period and have been included under this segment. AFC International Trading Group Limited, which

sources packaged food products, cosmetics and health products. National Dairy Group Limited, which sources food

products for distribution for China. National Dairy Group Limited was not trading during the period.

AFC Longview Limited, a vineyard and winery based in Whangarei which produces and sells a number of varietals and

blends of wine.

All the subsidiaries are incorporated in New Zealand and have 31 March balance dates. They also apply uniform

accounting policies with the parent company.

Interim Report September 2021

Page 21

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

17.SEGMENT REPORTING (continued)

Vineyard

and winery Corporate Manufacturing

Eliminations and

adjustments

Period ended 30

September 2021

$$$$$

For the six months ended 30 September 2021

Operating Income

Revenue from external customers

65,248 - 46,183 - 111,431

Inter-segment Revenue- - - - -

Other Income

25,626 278,211 7,421

(249,030)62,228

Finance Income-

126,997 1

(126,996)2

Total Revenue90,874 405,208 53,605 (376,026)173,661

Cost of sales16,232 44 87,735 (6,421)97,590

Operating Expenses

Interest65,279

37,396 63,738

(126,996)39,417

- 75 - - 75

Depreciation

8,924 5,592 13,997 - 28,513

120,950 393,658 187,187 (242,609)459,186

195,153 436,721 264,922 (369,605)527,191

(120,511)(31,557)(299,052)- (451,120)

For the six months ended 30 September 2020

Operating Income

Revenue from external customers

34,004 6,692 246,886 - 287,582

Inter-segment Revenue17 - 37 (54)-

Other Income

90,767 91,675 76,670

(28,932)230,180

Finance Income-

96,949 7

(96,949)7

Total Revenue124,788 195,316 323,600 (125,935)517,769

Cost of sales56,504 6,108 212,172 (16,625)258,159

Operating Expenses

- 75 - - 75

Depreciation

11,272 10,219 16,666 - 38,157

85,352 132,729 299,465 (11,770)505,776

149,893 171,874 363,587 (108,719)576,635

(81,609)17,334 (252,159)(591)(317,025)

Amortisation and impairment losses

Total operating expenses

Segment profit/(loss) before tax

Segment profit/(loss) before tax

Total operating expenses

Amortisation and impairment losses

Other expenses

Other expenses

Interim Report September 2021

Page 22

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

17.SEGMENT REPORTING (continued)

Vineyard

and winery Corporate Manufacturing

Eliminations and

adjustments Total

$$$$$

As at 30 September 2021

Segment assets1,851,670 6,510,846 274,264 (6,147,271)2,489,509

Capital Expenditure1,238 1,826 - - 3,064

Segment Liabilities1,784,811 1,577,927 1,699,847 (3,413,271)1,649,314

As at 31 March 2021

Segment assets1,776,601 6,385,665 533,487 (5,958,509)2,737,244

Capital Expenditure- - - - -

Segment Liabilities1,589,229 1,421,192 1,660,017 (3,224,509)1,445,929

18. NET TANGIBLE ASSETS PER SHARE

SeptemberMarch

20212021

$$

Total assets2,482,620 2,737,244

Less right-of-use assets411,228 494,463

Less intangible assets783 858

Tangible assets2,070,609 2,241,923

Less total liabilities1,642,425 1,445,929

Add lease liabilities445,153 525,948

Net tangible assets873,337 1,321,942

Number of ordinary shares on issue3,664,253,194 3,664,253,194

Net tangible assets / liabilities per share in NZ$0.0002 0.0004

The net tangible assets and number of shares are as follows:

The following tables present assets and liabilities information for the Group's operating segments as at 30 September

2021 and 31 March 2021, respectively:

The eliminations and adjustments of segment profit, assets and liabilities relate to intercompany transactions and

balances which are eliminated on consolidation.

Interim Report September 2021

Page 23

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2021

19.CONTINGENT LIABILITIES

The Group has no contingent liabilities at 30 September 2021 (31 March 2021 : Nil)

20.EVENTS AFTER THE REPORTING PERIOD

21.SEASONALITY OF INTERIM OPERATIONS

The vineyard and winery segment harvest it's grapes in the second half of the financial year, and processes the grapes

into bottles in the interim period. This does not affect the sales for the segment.

There are no other significant seasonality or cyclicality of business affecting the interim operations.

There are no other significant events after the reporting period.

AFC Longview has made a shipment of a 40’ container of Wine to China on 6 November 2021. This shipment

includes over 7000 bottles of Merlot wine and over 3000 bottles of White Diamond wine.

Wine sales are increasing after the level 4 lockdown imposed by the government. AFC Longview's website has had its

first online sales in October 2021 and management believe online sales will increase during the Christmas and New

Year holiday period.

Interim Report September 2021

Page 24

AFC GROUP HOLDINGS LIMITED
CORPORATE INFORMATION

SOLICITORSAFC GROUP HOLDINGS LIMITED

Buddle Findlay New Zealand LawyersSecurity code: AFC

P O Box 1433Listed on NZX Market

Auckland 1140NZ Company number: 1799581

SHARE REGISTRAR HEAD OFFICE / REGISTERED OFFICE

Computershare Investor Services Limited AFC Group Holdings Limited

Level 2, 159 Hurstmere Road245 Ti Rakau Drive

Private Bag 92-119Burswood

Auckland 1142Auckland 2013

ACCOUNTANTS TELEPHONE

RSM New Zealand (Auckland)64-9-930-0245

PO Box 204276

Level 2, Building 5

62 Highbrook Drive, HighbrookWEBSITE

Auckland 2013

www.afcnz.com

AUDITORS

William Buck Audit (NZ) Limited

P O Box 106 090

Level 4, 21 Queen Street

Auckland 1010

BANKERS

ANZ Bank New Zealand Limited

Interim Report September 2021

Page 25

---

Results announcement
Results for announcement to the market

Name of issuer AFC Group Holdings Limited

Reporting Period 6 months to 30 September 2021

Previous Reporting Period 6 months to 30 September 2020

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$111 (61%)

Total Revenue $111 (61%)

Net profit/(loss) from

continuing operations

($412)

45%

Total net profit/(loss) ($451) 42%

Interim/Final Dividend

Amount per Quoted Equity

Security

It is not proposed to pay any dividends for the period ended 30

September 2021

Imputed amount per Quoted

Equity Security

Not Applicable

Record Date Not Applicable

Dividend Payment Date Not Applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$0.00023834 $0.00061979

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

This results announcement should be read in conjunction with

the unaudited consolidated financial statements for the six

months ended 30 September 2021.

Authority for this announcement

Name of person


authorised

to make this announcement

Howard Long

Contact person for this

announcement

Contact phone number +64 9 9300 245

Contact email address Howard.long@afcnz.com

Date of release through MAP 29/11/2021

Unaudited financial statements for the six months ended 30 September 2021 accompany

this announcement.

Howard Long

---

AFC GROUP HOLDINGS LIMITED
(Listed on the NZX: AFC)

1/245 Ti Rakau Drive

Burswood

Auckland

Ph: +64 (09) 930-0245


AFC Group Holdings Limited (AFC) Releases Interim Results


AFC Group Holdings Limited (AFC Group) reports its financial results for the six

months ended 30 September 2021. The interim financial statements for the period have

not been audited.


2021 Half Year Summary


The net assets of AFC Group were NZ$840 thousand, with a 63% down from the half-

year position as at 30 September 2020. The decrease was mainly due to the impairment

of stock and fixed assets resulting from COVID-19. Property, plant, and equipment

were NZ$1,463 thousand. Investment in PPE was on hold considering significant

economic uncertainty. Total revenue was NZ$111 thousand for the six months ended 30

September 2021, a decline of 61% compared to the previous corresponding period due

to the lockdown from August 2021. Ongoing pressure from COVID-19 containment

measures impacted the results, and the net loss for the period was NZ$451 thousand.


Outlook


In the first half of the financial year 2022, AFC encountered continuous challenges due

to COVID-19 spread, NZ border closure and the slow recovery of overseas sales.

However, AFC has developed a list of actions to get through the current difficult

situation, to enable future revenue growth and return value to our shareholders:


AFC Longview Limited ("AFCLV" and "Longview Estate")


1. With an updated pricing strategy on the core product (White Diamond wine) and

marketing campaigns were launching, AFCLV intends to allow more customers to gain

access to our products. In Oct 2021, a new sales contract of $180,000 of wine was

signed, and other sales contracts are under negotiation.


2. Longview Estate will continue to participate in different wine exhibitions, such as

Winetopia and NZWINE Roadshows, to increase brand awareness and promote sales.


3. AFCLV has significant unencumbered property at Longview Vineyard, including

three residential housing units to back up debt raised at the low-interest rate if liquidity

requires it. It is not forecast that this will be necessary for the foreseeable future.




AFC Biotechnology Manufacture Co Ltd ("AFC")


1. New distribution channels in China were created for the sales of cosmetic face masks.

Sales contracts with significant volume are in advanced negotiations. It is believed

that the considerable stocks of Finished Goods will be converted to positive cash

inflows with little or no cash outflow required.


2. The relief of Covid-19 containment measures (such as the movement from level 4 to

level 3) is a good sign for New Zealand domestic sales.


AFC Group Holdings Limited ("AFC")


1. Independent directors of AFC will continue to take a 30% reduction in remuneration.

Other directors will voluntarily receive no director fees.


2. AFC has reduced the fixed cost base by continuously reducing directors' fees and

staff levels and optimal allocation of resources. The space taken at the manufacturing

facility premises has been adjusted flexibly and surplus space offered for sub-letting.


3. AFC actively participates in product exhibitions and expands online and offline

product distribution channels in China to enhance brand awareness and promote sales.


Overall, AFC Group has made a qualitative leap on brand building and publicity. We

shall expect to improve the revenue in the next half.



On behalf of the Board of Directors



Hao Long

CFO

AFC Group Holdings Limited

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