PaySauce Limited/Announcement
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PaySauce FY2022 Full Year Result and Annual Report

Full Year Results30 May 2022PYSInformation Technology

PaySauce releases FY2022 Annual
Report

Lower Hutt, New Zealand - 30 May 2022

Employment solutions fintech PaySauce (NXZ:PYS) is proud to release its FY2022

Annual Report.

PaySauce CEO Asantha Wijeyeratne said the FY2022 report is a landmark moment,

presenting PaySauce’s breakthrough news of their cash flow positive position for the

final quarter of the year.

“It’s a great achievement, but no surprise to me. We do what we say we’re going to do.

We told the market in 2020 that we’d be cash flow positive and that promise became

our north star. We said we’d build out the team, establish a customer base in a new

market and mature the platform. Likewise we have delivered on that.”

HIGHLIGHTS

● Cashflow positive for the quarter ended 31 March 2022.

● ARR of $4.5M as at 31 March 2022 (83% YoY increase).

● Acquired and fully integrated the SmoothPay business.

● Over 6,000 customers as at 31 March 2022 (79% YoY increase).

● $2M of earned wages accessed through the BNZ PayNow feature in FY2022.

● Total customer LTV of $30M as at 31 March 2022 (96% YoY increase).

● LTV : CAC ratio of 14 : 1 as at 31 March 2022 (67% YoY increase).

Wijeyeratne reflects on the year:

“Making our first acquisition this year was a testament to our commitment to growth

and our certainty that, as a scale-up organisation with skilled leaders, we would fully

leverage the opportunity. Adding and retaining 1,300 customers across Asia-Pacific is

evidence of our successful execution.

As a team, we’ve grown our capability and we’ve invested in systems to support each

division and enable efficient growth. In-market, we’ve established ourselves as a

leading-edge fintech with continued development of innovative features and

diversified our customer base into additional sectors.”

FINANCIAL HIGHLIGHTS
Financial Performance Mar 2022 Mar 2021 Change Change %

Recurring revenue - processing fees (000s) $3,196 $1,928 $1,268 ↑ 66% ↑

Recurring revenue - total (000s) $3,399 $2,096 $1,303 ↑ 62% ↑

Net loss for the period (000s) ($1,282) ($1,688) ($406) ↓ (24%) ↓

Total recurring revenue growth accelerated this year with three key drivers:

● increased organic customer growth;

● increased average processing fees per customer; and

● customers acquired as part of the SmoothPay acquisition.

Interest income increased marginally year on year as the interest rate environment

remained low until the second half of the year when interest rates returned to

pre-COVID levels. When applied to the increased balance of funds held on behalf of

customers, each 1% increase in interest rates delivers $248K in additional interest

income.

Recurring Revenue Metrics Mar 2022 Mar 2021 Change Change %

ARPU at end of period (monthly) $61 $60 $1 ↑ 2% ↑

ARR (000s) $4,466 $2,436 $2,030 ↑ 83% ↑

Revenue per FTE (000s) $110 $69 $41 ↑ 60% ↑

Customer numbers 6,052 3,377 2,675 ↑ 79% ↑

Pricing changes implemented during the year ensured that the overall ARPU remained

consistent, despite the acquisition of 1,300 new SmoothPay customers on substantially

lower ARPU.

Despite the acquisition and pricing changes throughout the year, customer churn

decreased from 0.88% to 0.84% (monthly average) year on year.

Gross margin also improved from 68% to 69% for the year as we’ve continued to build
for scale with new internal systems. Headcount did not change year on year, with 32

FTEs, resulting in an increase in our Revenue per FTE of 60% YoY to $110K per FTE.

OUTLOOK

Wijeyeratne on the year to come:

“On the path to achieving our vision of being the first choice people platform for SMEs

in Oceania, the steps we’re taking this coming year are precise and careful.

We're reinvesting profits back into the business to deliver on our strategic objectives -

investing in infrastructure, systems, process and product best practice to realise even

more efficiencies in the way we do things. We will carry on obsessing over customers,

and extend that obsession to their employees too. Deeper and well designed

relationships with our channels will ensure win-win-win partnerships, and we’ll

continue to build connections with the wider product ecosystem. Honouring diversity

in our crew will remain a priority as we build the team in all departments.”

APPENDICES

● Appendix 1 - NZX Template for Results Announcement to the Market

● Appendix 2 - Annual Report

● Appendix 3 - Investor Presentation

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 Annual Report.

ENDS

PaySauce is a SaaS fintech platform providing solutions for people at work in 14

jurisdictions across the Asia-Pacific region. We give employers the technology to

digitally onboard, pay and manage employees from any device. Our platform includes

rosters, mobile timesheets, payroll calculations, banking integration, automated

payments, PAYE filing, labour costing, automated general ledger entries and digital

employment contracts.

www.paysauce.com

CONTACT

Please direct any investment queries to investor@paysauce.com .

---

Results announcement
(for Equity Security issuer/Equity and

Debt Security issuer)

Updated as at 17 October 2019



Results for announcement to the market

Name of issuer PaySauce Limited

Reporting Period 12 months to 31 March 2022

Previous Reporting Period 12 months to 31 March 2021

Currency New Zealand Dollar

Amount (000s) Percentage change

Revenue from continuing

operations

$3,517 Revenue up 60%

Total Revenue $3,517 Revenue up 60%

Net profit/(loss) from

continuing operations

($1,282) Loss down 24%

Total net profit/(loss) ($1,282) Loss down 24%

Interim/Final Dividend

Amount per Quoted Equity

Security

It is not proposed to pay Dividends

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

$0.00059672 $0.01115211

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

Interim 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 0225246366

Contact email address investor@paysauce.com

Date of release through MAP


30 May 2022


Audited financial statements accompany this announcement.

---

Annual Report
YEAR END 31 MARCH 2022

2022

2022

2022

2022

2022

Contents
4

Highlights

6

Chair’s Letter

7

CEO’s Letter

8

Leadership

10

Mission & Values

12

Year in Review

14

Our Partners

16

SaaS Reporting

20

Financials

21Directors’ Report

22Independent Auditor’s Report

26Consolidated Financial Statements

31Notes to the Consolidated Financial Statements

56

Corporate Governance

66

Disclosures

78

Company Directory

$1.97M
PayNow - Earned Wages Accessed

money-bill-wave

arrow-up

83% YOY

Annualised Recurring Revenue (ARR)

$4.5M

arrow-up

79% YOY

Customers

6,052

arrow-up

96% YOY

Total Customer LTV

$30.3M

arrow-up

67% YOY

LTV : CAC Ratio

14.2 : 1

globe-asia

SmoothPay

Acquisition

HIGHLIGHTS

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PaySauce Limited

7

Annual Report FY2022

Chair’s Letter

Dear fellow shareholders,

My first letter to you as Chair and it’s an honour that I get

to share the breakthrough news of our cash flow positive

position at year end. A position we achieved without

compromising our continued growth.

A huge thanks to Nick Lewis, PaySauce’s previous chair,

and to MOD for stepping up as interim chair this year.

It’s clear that their stewardship has been instrumental in

the company’s performance. Knowing their involvement,

my expectations of the business when I joined, were

high. I anticipated an organisation that recognised the

importance of purpose and passion for customers and

in creating a culture where people thrive, and results are

sustainable. I was right.

A highlight this year was the successful completion of

the acquisition of SmoothPay, adding 1300 customers

to our portfolio and opening up opportunities for

expansion across the Pacific territories and into Australia.

Accelerated quarter-on-quarter revenue growth gives us

options to re-invest back into the company. It also puts

us in a position of strength to seek further inorganic

opportunities to accelerate that growth. And while

we have achieved the milestone of moving earnings

positive, I would note that we may go back to the

market for capital if we believe the opportunity could

significantly lift our growth rate.

As Chair, I look forward to supporting Asantha and

the team as we continue our journey toward industry

leadership. The determination and hard work of the last

year, despite a background of COVID in the community

and other economic uncertainties, saw us tackle many

of the foundational challenges facing a company

moving from startup to scale up. To end the year cash-

flow positive is testament to a well designed product,

supported by excellent service, finding its fit in an

expanding market.

On behalf of the entire board of directors I would like to

thank you for your trust during the year and look forward

to your continued support as shareholders. I also note

the big contribution by the PayForce and thank them

for their efforts in our biggest year ever.

Yours sincerely,

Shelley Ruha

Chair

CEO’s Letter

Dear shareholders,

I’m writing this while I’m briefly in Sri Lanka,

reconnecting with family. I can be here because of the

talented and driven team that I have around me, a team

that together produced an outstanding year end result -

positive cash flow and 83% YoY ARR growth.

Neither of those things - the exemplary team nor the

results - are a surprise to me. They’re the essence of

PaySauce. We do what we say we’re going to do. We

told the market in 2020 that we’d be cash flow positive

and that promise became our north star. We said we’d

expand the team, establish a customer base in a new

market and mature the platform. Likewise we have

delivered on that.

The team grew to 35 this year, including engineering

and customer service talent joining as a result of

the SmoothPay acquisition. We’ve invested in new

leadership in sales and marketing, and product

development and added to our customer support team

to ensure our famous service is maintained.

8.6% of our customer base is now international, using

the goPayroll product we acquired. So our customer

support team are now helping customers across

Australia and the Pacific.

The PayNow feature is now established in the market,

with almost $2m of earned wages being accessed by

employees ahead of payday, for free.

Looking forward it’s clear that here in Aotearoa we

are experiencing extraordinary times when it comes

to economic fundamentals and their impact on the

ecosystem for pay platforms. Economic inflation is

now sitting at around 3x historical wage inflation and

employers are having to move fast or risk losing their

workers. Along with a cooling off of house prices, a new

trajectory for cash rates and the lowest unemployment

rates in over a decade; I’ve never seen a time when

payroll was more critical to the successful functioning of

SME businesses.

These historic times play to our advantage. Going

forward, companies need payroll systems that are agile

and innovative, and give them flexibility. These three

qualities have been woven into our platform from day

one. This means should the labour market dictate new

cadences around salary reviews, fast-tracked wage-

banding or special payments, PaySauce is ready and

able to operationalise them. Watch this space.

I’d like to give a huge thank you to Nick Lewis and Mike

O’Donnell (respectively outgoing and interim chairs this

past year) for the part they played in achieving our goals.

Their advice and guidance was especially appreciated

during our acquisition of SmoothPay.

It’s an honour to have welcomed Shelley as our new

chair in February. Already her fresh insights and

commercial nous are adding huge value in meetings

and the conversations we have around the edges.

It’s now true that we’ve passed start-up, we’re well into

scale-up, but I can promise we’re not taking our foot off

the gas. There are still new customer problems to solve

in new verticals, new partnerships to develop and new

growth goals to achieve. Plus new economic drivers

delivering exciting opportunities. Thanks for your

support as we seize these opportunities and seek to

convert them to shareholder value.

Gratefully yours,

Asantha Wijeyeratne

CEO and Co-Founder

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Annual Report FY2022

Leadership

Gavin Thompson

DIRECTOR

(NON-INDEPENDENT)

Gavin is a founder and director of Catalyst IT, New

Zealand’s largest open-source IT service provider. His

background is in software development and delivery,

and he has over 30 years’ experience in software

systems in the manufacturing, engineering, financial,

and government sectors. Gavin is also a director on the

board of Catalyst Cloud, a company which grew from an

infrastructure platform for the Catalyst business into a

provider of cloud services for Aotearoa.

Gavin is passionate about open source and open

standards software and systems which allow a

collaborative and effective approach to delivering

secure, resilient and innovative solutions.

Shelley Ruha

INDEPENDENT DIRECTOR

AND CHAIR

Shelley joined the PaySauce board in February 2022,

and brings extensive governance experience within

fintech, large scale technology infrastructure, payments

innovation, banking, wealth management, and venture

capital including directorships with JB Were, The

Icehouse and BNZ Agricapital.

Current governance roles include Chair of Tax Gift

and NZ Rural Land Management, and directorships at

Heartland Bank, Hobson Wealth and Partners Life.

She has also had an extensive executive career

leading large, complex businesses in New Zealand,

with revenues over $1bn and 1200 employees; and in

disciplines including Technology, Operations, Product,

Property and Procurement.

Jacqueline Cheyne

INDEPENDENT NON-EXECUTIVE

DIRECTOR, AUDIT & RISK

COMMITTEE CHAIR

Jackie is a professional director with a focus on finance,

risk and sustainability. She is currently on the boards

of Stride Property Group and NZ Green Investment

Finance and is Chair of Snow Sports NZ. Jackie is on

the board of the XRB and chairs the steering group

leading the project for the development of climate risk

disclosure standards in New Zealand. Jackie is also a

member of the FMA’s audit oversight committee and

MBIE’s Risk and Assurance committee.

Jackie was previously an assurance partner at Deloitte

for over 12 years and led Deloitte NZ’s sustainability

service line. Jackie is a Chartered Member of the

Institute of Directors and a Fellow of the Institute of

Chartered Accountants.

Michael “MOD”

O’Donnell

INDEPENDENT NON-EXECUTIVE

DIRECTOR

Mike “MOD” O’Donnell is a professional director, writer

and advisor with a background in fintech, ecommerce

and news media.

MOD is chair of New Zealand’s largest craft brewery

Garage Project, deputy chair of New Zealand Trade

and Enterprise and deputy chair of global online music

company Serato. He’s also a director of KiwiWealth,

Radio New Zealand, www.realestate.co.nz and The New

Zealand Hi-Tech Trust.

MOD is an independent weekly business columnist for

Stuff Media and the host of TVNZ series “Start Me Up”.

He was previously Chief Operating Officer of Trade Me,

Chief Operating Officer of vWork and Head of Wholesale

Investment at Gareth Morgan Investments.

Asantha Wijeyeratne

EXECUTIVE DIRECTOR,

CEO AND CO-FOUNDER

Asantha has over 20 years’ experience of unparalleled

focus on helping small businesses navigate the difficult

landscape of effective payroll. His formal background in

accounting combined with his ‘people first’ attitude has

seen him successfully build a number of businesses into

market leadership positions.

Most notably, Asantha was the driving force behind the

creation and growth of SmartPayroll and SmartBooks

which he grew to service close to 10,000 SMEs in NZ

before he left in December 2013.

Asantha’s obsession is the small business sector with

a tech and customer service focus. He loves seeing

someone with determination and passion turn an idea

into a business that supports them, their families and

the wider community. He gets a lot of enjoyment from

making tech work to help business owners succeed.

In recognition of his contribution to business and the

community, he was awarded a Queens Service Medal

(QSM) in the New Year’s honours list in 2013 and is a

finalist in Ernst & Young’s 2021 Entrepreneur of the Year

(winner yet to be announced at time of writing!)

Jaime Monaghan

CFO

Jaime has a powerhouse background in leadership and

finance, with a former role as Head of Insurance at Trade

Me and eight years in Kiwibank’s Finance team. She

brings incisive commercial acumen to our financial and

strategic planning.

Mathew Stokes

COO

As a lifelong learner and student of successful

organisations, Mat believes in the maxim that ‘culture

eats strategy for breakfast’. As a leader, Mat’s biggest

priority is building and nurturing culture. His track

record ranges from managing integrations with major

international corporates to building innovative startups.

Troy Tarrant

CTO AND CO-FOUNDER

Troy has over 20 years experience in IT development,

product design and architecture - ten of those years

focused solely on HR and payroll applications. He’s

worked on projects across the board, from small

business to government. He’s built PaySauce to enable

rapid development, security and scale.

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Annual Report FY2022

Our Mission

The straight-up provider of effortless

solutions for people at work.

Do good and be honest

We act ethically and never

knowingly cause harm. We lend a

hand and we care for our customers

and our community. We’re honest,

fair and we prioritise people. We

strive for transparency - we’re up-

front about what we do. We’ve

earned our customers’ trust and

confidence because we really know

our stuff, but at the same time we

hold ourselves accountable, own our

mistakes and then learn from them.

Respect and include

We make technology but our

biggest focus is on people. We

value everyone’s ideas and input

and we treat everyone right. We

think difference and variety are

pretty cool, and we won’t stand

for bullying, discrimination or

narrow-mindedness. We listen to

our partners, customers, team and

stakeholders and we make sure our

decisions drive the outcomes that

they need.

Fun and fresh

We’re a wee bit quirky and we go

our own way. We keep each other

humble and we call it like we see

it. We’re always professional, but

we’re down-to-earth and we’re good

company. We’re serious about what

we do - but we don’t take ourselves

too seriously.

Simple and smart

We work really hard to make tricky

stuff easy, and we proactively solve

real problems for our customers.

We’re always improving and

innovating, and we’re never

“finished” - we can always do more

and get better. We’re curious, driven

and dedicated, looking for the

simplest answers to the trickiest

questions. We love to be pioneering

and bold, but we never over-

complicate anything or fix what’s

not broken.

Resourceful and

results-oriented

We’re ambitious but grounded,

and our decisions are shrewd and

data-driven. We’re motivated by

success and we’re always working

to create the returns to fuel a

healthy, sustainable business. We

strategically prioritise tasks and

tactics in order to regularly deliver

outcomes, because we know

that what gets produced is more

important than what gets planned.

We’re adaptive, agile and unafraid to

take a calculated risk, while always

arming ourselves with the best

information available.

heartuniversal-accessseedlinglightbulbchess-knight

Our Values

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Annual Report FY2022

Year In Review

Company

Recurring revenue accelerated in every quarter this year

- thanks to a consistent increase in PaySauce customer

numbers and increased average processing fees.


The SmoothPay acquisition brought us another 1300

customers and access to Australia and the Pacific, as

well as expertise in international payroll development.

Following the acquisition we aligned pricing across

the two product lines and executed this change with

minimum disruption.


Internally we transitioned from a legacy CRM

and helpdesk systems to an enterprise customer

management and phone management solution. The

platform gives us transparency across all customers,

efficiencies in communication and the ability to

automate many manual processes. All part of scaling up.

Community

We watched with delight the expansion of PayNow, the

feature within the PaySauce mobile app that allows

employees to access funds they’ve already earned,

effectively letting them choose their own payday on

demand. This year, our customers’ staff accessed $1.97

million of wages, who otherwise may have resorted to

predatory payday lenders. To the best of our knowledge

we remain the only service worldwide that provides

earned wage access as a native component of a payroll

solution.

In line with our value #DoGoodAndBeHonest we

donated, alongside a collaboration of NZ tech

companies, to UNICEF Aotearoa to support their COVAX

programme. The initiative ensured frontline and health

workers in the low- and middle-income countries where

UNICEF works had access to the COVID vaccine.

This year 3900 donations were made to 48 charities

through our payroll giving feature. That’s over $87,000

of donations that qualified for the automatic tax rebate,

another effortless way we help employees and their

favourite charities win.

Over 100 of our favourite charities and not for profit

organisations received free payroll services this year, a

generous helping of PaySauce for those who need it.

Customers

We’re still doubling down in dairy and the majority of

new customers are coming from the dairy and wider

rural sectors, so it’s fair to say that we’re hitting the

mark with our customers ‘out in the field’. We remain

committed to that sector but it’s pleasing to see efforts

to diversify have had an effect: after rural our fastest

growing sectors are now construction and retail.

40% of our current customers came to us via an

accounting partner. We’re continuing to invest in

those channels, with an increased focus on engaged

partnerships that deliver commercial returns via our

newly launched partner programme.

We ran two customer satisfaction surveys (NPS) in 2022

- receiving an excellent score of 60 and a very positive

41, respectively. With the benchmark for Business to

Business Software at 40 we’re in good shape. Churn

held fast at 0.84%, well below the industry average,

which reinforces the satisfaction scores.

Crew

There’s been a few comings and goings this year

as we restructured our teams to allow for scale-up

specialisation and added leaders accordingly. We

embedded our annual performance review cycle,

empowering team leaders with the tools to motivate

and reward their people. One reward we’re super stoked

about is the Employee Share Scheme, which will see our

employees become shareholders over time.

Year In Preview

On the path to achieving our vision of being the first choice people

platform for SMEs in Oceania, the steps we’re taking this coming

year are precise and careful.

We’re reinvesting profits back into the business to deliver on our

strategic objectives - investing in infrastructure, systems, process

and product best practice to realise even more efficiencies in the

way we do things. We will carry on obsessing over customers, and

extend that obsession to their employees too. Deeper and well

designed relationships with our channels will ensure win-win-win

partnerships, and we’ll continue to build connections with the wider

product ecosystem. Honouring diversity in our crew will remain a

priority as we build the team in all departments.

The PayForce got out and about in between lockdowns

at several events including the iconic Fieldays, where

we caught up with customers and gave attendees the

scoop on Xero for Farming, our alliance with Xero and

Figured. It was an extra special year for us - when we

attended back in 2018 we were a teeny new player that

no one had heard of. This year we had a whole crew on

site, and got to shine in the main pavilion with our big

brand peers alongside.

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Annual Report FY2022

Our Partners

We’re going fast, but we’re not going alone. Our partners

- alliance, channel and integration - are all vital to our

success. We’re grateful for their support and inspiration

as honorary members of the PayForce.

Big shout outs in particular to:

Federated Farmers and Dairy Women’s Network and

Taranaki Rugby Football club for keeping us connected

to our rural communities.

BNZ for the passion they bring to our mutual PayNow

project.

Xero, Figured, Reckon, Farm Focus, Akahu and Tatou for

innovative integrations that delight our customers.

This year we recommitted to our partners with a freshly

designed programme of support, co-promotions and

accreditation alongside Chartered Accountants Australia

& New Zealand.

Jules Benton (CEO, DWN), Asantha Wijeyeratne (CEO, PaySauce) & Trish Rankin

(Chair, DWN) enjoying the sun.

BNZ and PaySauce take aim at Payday lenders with PayNow

Taranaki win 2021 NPC Championship

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Annual Report FY2022

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).

20222021

$000s$000s

Processing Fees3,1961,928

Interest Income203168

Recurring Revenue3,3992,096

Cost to Serve(1,057)(681)

Gross Margin2,3421,415

Gross Margin %69%68%

Other Interest Income739

Other Revenue11164

Total Other Revenue118103

Customer Acquisition(624)(639)

Research & Development(556)(337)

General & Administration(2,135)(1,936)

Interest Expense(25)(33)

Earnings Before Tax, Depreciation and Amortisation(880)(1,427)

Earnings Before Tax, Depreciation and Amortisation Margin %(26%)(68%)

Depreciation & Amortisation(419)(261)

Income Tax17-

Net Loss for the period(1,282)(1,688)

20222021YOY Change

Recurring revenue for the period - Total ($000s)3,3992,09662%

ARR at end of period ($000s)4,4662,43683%

FTEs32320%

Revenue per FTE ($000s)1106960%

20222021YOY Change

Customers at end of period6,0523,37779%

Churn % (monthly average) for the period0.84%0.88%(4%)

ARPU (monthly) at end of period ($)61602%

CAC (per addition) for the period ($)(352)(539)(35%)

LTV per customer at end of period ($)5,0224,5999%

Total customer LTV at end of period ($000s)30,39315,53196%

LTV:CAC Ratio at end of period14.28.567%

Revenue Metrics

Customer Metrics

Mar ‘18Mar ‘19Mar ‘20Mar ‘21Mar ‘22Sep ‘20Sep ‘21Sep ‘17Sep ‘18Sep ‘19

Annualised Recurring Revenue (ARR)

$4,466K

March 2022

$2,436K

March 2021

83%

ARR GROWTH

SmoothPay

Interest

PaySauce

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Annual Report FY2022

The above categories are

explained below:

Processing Fees

This category represents the revenue generated from

customers who pay a monthly or annual subscription

to use our software as a service. There are no significant

estimates and revenue is recognised when the software

service is supplied.

Interest Income

This category represents the interest earned from funds

held on behalf of our payroll customers which are held

on deposit. 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 earned 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 cloud hosting

expenses, maintenance of our software products, bank

fees charged per customer transaction, and customer

support.

Other Revenue

This category includes revenue that is not recurring

revenue and includes grants received and other services

revenue.

Other Interest Income

This category includes non-recurring interest earned on

deposits and investments other than payroll customer

funds.

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, discounts and

referral fees. These costs are expensed as incurred as

they do not relate to any specific customer or contract

for services. These costs exclude those relating to the

inorganic growth from the acquisition of SmoothPay

during the period.

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 predominantly software development

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 due to

the timing of these costs being capitalised. The reader

should also consider the amount of intangible assets

recognised during the financial year as detailed in the

full financial statements.

General & Administration

This category captures all of the other elements of

running the business. Costs included are those such as

management remuneration, director fees, office running

costs, finance and administration, legal and consulting

expenses, and other overhead costs.


Earnings Before Tax, Depreciation and

Amortisation

This is calculated by adding back depreciation,

amortisation and income tax expense to the amounts

reported in the NZ IFRS-based financial statements.

PaySauce believes that this measure provides useful

insights to measure the performance of PaySauce as a

SaaS business.

Earnings Before Tax, Depreciation and

Amortisation Margin %

Earnings Before Tax, Depreciation and Amortisation

Margin % calculates Earnings Before Tax, Depreciation

and Amortisation 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 repeat

each period into the future.

For PaySauce, this is directly linked to the number

of customers and the pays that they run using the

PaySauce payroll products. There are currently two

sources of recurring revenue - processing fees and

interest income.

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 employees 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 last calendar month of the reporting period.

ARR

Annual recurring revenue is the monthly recurring

revenue (MRR), 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 calculated as the

net reduction of customers in a calendar month divided

by the total customers at the start of that month.


ARPU

Average revenue per user (monthly) is the total recurring

revenue for the month, divided by the total customers

processing payroll that month.

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. Excludes inorganic

growth through the acquisition of SmoothPay 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 lifetime value

of a customer by the customer acquisition cost (per

addition).

Revenue per FTE

This metric measures the total revenue generated

over the period, divided by the number of full-time

equivalent (FTE) employees at PaySauce at the end of

the period.

20
PaySauce Limited

21

Annual Report FY2022

Directors’ 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 2022.

In the opinion of the directors of PaySauce Limited, the consolidated financial statements and notes on pages 26 to 55:

• comply with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”) and present fairly the

consolidated financial position of the Group as at 31 March 2022 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:

Shelley Ruha

30 May 2022

Chair

Jacqueline Cheyne

30 May 2022

Chair of Audit & Risk Committee

FINANCIALS

22
PaySauce Limited

23

Annual Report FY2022

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 26 to 55 which comprise the

consolidated statement of financial position as at

31 March 2022, 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 2022

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 we have no other

relationship with, or interests in, the Company or any of

its subsidiaries.

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. We have determined the matters

described below to be the key audit matters to be

communicated in our report.

Why the audit matter is significant

Intangible Assets – internally developed software

Intangible assets carrying value of $1,586,000 at 31 March 2022

($905,000 31 March 2021) included computer software and

software in development and customer relationship additions

that arise from a business acquisition at 31 May 2021.

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 5. 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.

Intangible asset additions in the year also included customer

relationships $354,000 and software $205,000 acquired from

a business combination as disclosed in Note 5 and 18. NZ

IFRS 3 business combination accounting requires fair value

measurement and recognition of all significant acquired assets

and liabilities. These significant intangible assets acquired

involved significant management judgement and estimation

when recognised at acquisition date and measured at fair

value.

Employee Share Scheme

During the year the Company approved an employee share

scheme for staff. This has resulted in the recognition of

$199,000 of employee cost in the year ended 31 March 2022

with an increase in the share based payment reserve of

$131,000 and recognition of related employee tax obligations of

$68,000.

Due to the complexity of accounting arising from accounting

standard NZ IFRS 2 Share Based Payments and the degree of

judgements and estimates required by management, we have

determined this to be a key audit matter.

How our audit addressed the key audit

matter

We evaluated the appropriateness of additions that have

been capitalised costs or acquired as intangible assets and

managements 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.

• Assessed managements estimate of the useful life of

intangible assets for reasonableness based upon the

expected future period of use of the asset.

• Agreed a sample of costs capitalised for appropriate

sufficient audit evidence.

• Assessed managements methodology and key inputs and

estimates when determining the fair value of acquired

intangible assets in the business combination acquisition.

Obtaining sufficient appropriate audit evidence.

• Where managements fair value methodology included

an assessment of an assets independent discounted

future cash flows, we reviewed the methodology and

key judgements for accuracy and reasonableness and

consulted as appropriate with our internal corporate

finance expert.

• Reviewed disclosures in the financial statements for

reasonableness and appropriateness.

We evaluated the appropriateness of recognition and

measurement of employee share based payments by;

• Reviewing board minutes and other announcements

in respect of communications of the scheme including

review and assessment of the approved scheme

arrangement documentation.

• Obtained managements expert report prepared by PWC

providing advice on the accounting, measurement and

recognition of the employee share scheme. Reviewed the

report for reasonableness obtaining sufficient appropriate

audit evidence for key judgements and estimates made by

management.

• Assessed the methodology and reasonableness of fair

value measurements of share options.

• Reviewed disclosures in the financial statements for

reasonableness and appropriateness.

24
PaySauce Limited

25

Annual Report FY2022

Other Information

The Directors are responsible for the other information.

The other information comprises the Chair & CEO letter,

leadership, mission & values, year in review, partner

network, Saas reporting and corporate governance

and related disclosures 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.

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

K Price, Partner

Auckland

30 May 2022

26
PaySauce Limited

27

Annual Report FY2022

The above statement should be read in conjunction with the accompanying notes.The above statement should be read in conjunction with the accompanying notes.

20222021

Notes$000s$000s

Operating revenue83,5172,198

Expenses

Employee expenses9(2,928)(2,395)

Other expenses12(1,444)(1,197)

Depreciation and amortisation4,5(419)(261)

Finance costs11(25)(33)

Total expenses(4,816)(3,886)

Net loss before income tax(1,299)(1,688)

Tax benefit1317-

Net loss for the period(1,282)(1,688)

Other comprehensive income--

Total comprehensive loss for the period(1,282)(1,688)

Loss per shareCentsCents

Basic loss per share7(0.93)(1.24)

Diluted loss per share7(0.93)(1.24)

20222021

Notes$000s$000s

Assets

Current assets

Cash and cash equivalents2226,25521,756

Deposits1,675-

Trade receivables8119

Other assets392165

Total current assets28,40321,940

Non‑current assets

Property, plant and equipment4137401

Intangible assets51,586905

Total non‑current assets1,7231,306

Total assets30,12623,246

Liabilities

Current liabilities

Trade and other payables454299

Funds due to customers and IRD2227,33819,965

Employee benefits282201

Other liabilities29124

Lease liabilities6643

Total current liabilities28,43120,532

Consolidated Statement of

Comprehensive Income

for the year ended 31 March 2022

Consolidated Statement of

Financial Position

as at 31 March 2022

28
PaySauce Limited

29

Annual Report FY2022

For and on behalf of the Board of Directors, who authorised the issue of these Consolidated Financial Statements on

30th May 2022:

Shelley Ruha

30 May 2022

Chair

20222021

Notes$000s$000s

Non‑current liabilities

Lease liabilities-282

Employee benefits27-

Total non‑current liabilities27282

Total liabilities28,45820,814

Net assets1,6682,432

Equity

Share capital613,03912,652

Reserves131-

Accumulated losses(11,502)(10,220)

Equity attributable to the owners of the Company1,6682,432

Attributable to equity holders of the Company

Share‑based

payment

reserve

Share

Capital

Accumulated

losses

Total

Notes$000s$000s$000s$000s

Balance as at 1 April 2021‑12,652(10,220)2,432

Comprehensive loss

Net loss for the period‑‑(1,282)(1,282)

Other comprehensive income‑‑--

Total comprehensive loss‑‑(1,282)(1,282)

Transactions with owners

Share-based payments, net of tax19131--131

Issue of ordinary shares6-387-387

Total transactions with owners131387‑518

Balance as at 31 March 202213113,039(11,502)1,668

Balance as at 1 April 2020‑10,774(8,532)2,242

Comprehensive loss

Net loss for the period--(1,688)(1,688)

Other comprehensive income----

Total comprehensive loss‑‑(1,688)(1,688)

Transactions with owners

Issue of ordinary shares6-1,878-1,878

Total transactions with owners‑1,878‑1,878

Balance as at 31 March 2021‑12,652(10,220)2,432

Consolidated Statement of

Financial Position (cont.)

as at 31 March 2022

Consolidated Statement of

Movements in Equity

for the year ended 31 March 2022

The above statement should be read in conjunction with the accompanying notes.The above statement should be read in conjunction with the accompanying notes.

Jacqueline Cheyne

30 May 2022

Chair of Audit & Risk Committee

30
PaySauce Limited

31

Annual Report FY2022

20222021

Notes$000s$000s

Cash flows from / (used in) operating activities

Receipts from customers3,0622,121

Interest received177221

Taxes refunded818

Payments to suppliers and employees(3,888)(3,444)

Interest paid(25)(34)

Net cash used in operating activities before increase in funds

due to customers and IRD

22(666)(1,118)

Increase in funds due to customers and IRD227,3746,515

Net cash from operating activities176,7085,397

Cash flows from / (used in) investing activities

Funds on deposit(1,675)1,650

Investment in intangible assets(433)(494)

Purchases of property, plant and equipment(42)(36)

Other investing activities(27)-

Net cash from / (used in) investing activities(2,177)1,120

Cash flows from / (used in) financing activities

Net proceeds from issue of shares-1,703

Repayments of principal portion of lease liability(32)(39)

Repayments of other borrowings-(14)

Net cash from / (used in) financing activities(32)1,650

Net increase in cash and cash equivalents4,4998,167

Cash and cash equivalents at beginning of the period21,75613,589

Cash and cash equivalents at end of the period26,25521,756

Consolidated Statement of

Cash Flows

for the year ended 31 March 2022

Notes to the Consolidated Financial

Statements

For the year ended 31 March 2022

1. General information

PaySauce Limited (the “Company” or “PaySauce”), is a for-profit limited liability company, domiciled and incorporated

in New Zealand and registered under the Companies Act 1993. The company is an FMC Reporting Entity for the

purpose of the Financial Markets Conduct Act 2013. PaySauce is listed on the New Zealand Stock Exchange (“NZX”)

that trades under the ticker PYS.

The Group provides Software as a Service (SaaS) solutions for people at work in 14 jurisdictions across the Asia-Pacific

region. Providing employers the technology to digitally onboard, pay and manage employees from any device.

The PaySauce platform includes rosters, mobile timesheets, payroll calculations, banking integration, automated

payments, PAYE filing, labour costing, automated general ledger entries and digital employment contracts.

The consolidated financial statements for the Company and its subsidiaries (the “Group”) for the year ended 31 March

2022 were authorised in accordance with a resolution of the directors for issue on 30 May 2022 and are audited.

2. Summary of significant accounting policies

BASIS OF PREPARATION

These consolidated financial statements have been prepared:

• in accordance with New Zealand Generally Accepted Accounting Practice (“NZ GAAP”)

• in accordance with New Zealand equivalents to International Financial Reporting Standards (“NZ IFRS”) and

other applicable Financial Reporting Standards, as appropriate for profit oriented entities

• in accordance with International Financial Reporting Standards (“IFRS”)

• in accordance with the requirements of the Financial Markets Conduct Act 2013;

• on the basis of historical cost;

• in New Zealand dollars (NZD) with all values rounded to the nearest one thousand dollars ($1,000) unless

otherwise stated;

• on the assumption that the Group is a going concern.

There were no new standards, amendments or interpretations issued in the financial period which would materially

impact the financial statements.

a. Basis of consolidation

The Group financial statements incorporate the financial statements of the Company and its subsidiaries as at 31

The above statement should be read in conjunction with the accompanying notes.

32
PaySauce Limited

33

Annual Report FY2022

• Intangible Assets (Note 5)

• Employee Share Scheme (Note 19)

• Tax Expense (Note 13)

• Business Combinations (Note 18)

COVID-19

Management considers that COVID-19 did not have a significant negative impact on the business operations,

financial performance, nor the financial position of the Group for the year ended 31 March 2022. Management has

made this judgement by looking at a range of indicators - and has not seen any material negative impacts on the

following key indicators:

• Customer churn

• Customer size

• New customers

• Aged receivables

• Losses of major partnerships.

Management continues to assess any impact on the business operations, financial performance, and financial

position of the Group. With COVID-19 now prevalent in the community, there is increased operational impact

as people remain home either sick or isolating. At this stage, management does not consider there to be any

significant risk to the Group. The factors which management considered in forming this judgement are as follows:

• PaySauce introduced a COVID-19 Risk Management policy to protect staff, minimising risk of infection and

transmission;

• PaySauce’s business operations are always ready to operate with minimal interruption upon enactment of our

Business Continuity Plan (BCP);

• The PaySauce product is cloud-based, which enables customers to continue to use the service uninterrupted

from any device;

• PaySauce has not seen a trend of customers requesting deferred payment options, 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.

Going concern

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

The Group made a net loss before tax of $1.282 million for the year ended 31 March 2022 (2021: $1.688 million), has

equity at 31 March 2022 of $1.668 million (2021: $2.432 million) and net current assets/(liabilities) of $0.028 million

(2021: $1.408 million). Toward the end of the reporting period, revenue had grown sufficiently to cover the operating

costs of the Group. The Group also has total debt facilities of $0.90 million to draw upon as required.

The Directors consider after making due enquiry and having regard to the circumstances which they consider

reasonably likely to affect the Group for the foreseeable future, which is not less than 12 months from the date these

financial statements are approved for issue, that the going concern assumption is valid.

March 2022. All subsidiaries are wholly owned and controlled by the Company as at 31 March 2022 and have a

reporting date of 31 March 2022 (note 21).

All transactions and balances between the Group are eliminated on consolidation. Amounts reported in the

financial statements of subsidiaries have been adjusted where necessary to ensure consistency with the accounting

policies adopted by the Group.

b. 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.

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.

c. 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.

d. Leases

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.

PaySauce modified the right-of-use asset and associated lease liability for the property lease at 21-23 Andrews

Avenue, Lower Hutt as at 31 March 2022, as the Group no longer intends to exercise their option to extend the lease

of this premises which is up for renewal within the next 12 months.

3. Use of critical accounting estimates and judgements

The preparation of the consolidated financial statements requires PaySauce to make a number of judgements,

estimates and assumptions. Estimates and underlying assumptions are reviewed on an on-going basis.

Information about critical judgements and significant estimates used in applying accounting policies that have the

most significant effect on the amounts recognised in the consolidated financial statements are included below and

in the following notes:

34
PaySauce Limited

35

Annual Report FY2022

Items of computer, office equipment, leasehold improvements are measured at cost less accumulated depreciation

and accumulated impairment losses.

A vehicles category was presented in the financial statements for the year ended 31 March 2021, showing fully

depreciated motor vehicles that were disposed of in that period. The change in disclosure by no longer including

this category for the comparative period does not impact the reporting results of operations.

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.

Any gain or loss on disposal of an item of property, plant and equipment is recognised in profit or loss within the

Statement of Comprehensive Income.

Depreciation is recognised in profit or loss on a straight line basis over the estimated useful lives of each item of

equipment.

The depreciation rates for the current and comparative years of significant items of property, plant and equipment

are as follows:

Office equipment8.5 - 67%

Leasehold improvements10 - 25%

Computer equipment21 - 40%

Depreciation methods, useful lives and residual values are reviewed at each reporting period and adjusted if

appropriate.

The carrying values of property, plant and equipment are reviewed annually for impairment when events or changes

in circumstances indicate the carrying value may not be recoverable.

The carrying value for the right-of-use asset associated with the property lease at 21-23 Andrews Avenue, Lower Hutt

was modified along with the corresponding lease liability following a change in circumstances in the outlook of the

tenure of lease for the property (refer to note 2 (d)).

4. Property, plant and equipment

Right‑of‑use

Asset (Property)

Office

Equipment

Leasehold

Improvements

Computer

EquipmentTotal

$000s$000s$000s$000s$000s

Year ended 31 March 2022

Opening net book value30335756401

Acquisitions---22

Additions(5)1013036

Disposals/modifications(189)--(5)(194)

Depreciation(51)(15)(1)(41)(108)

Closing net book value5830742137

As at 31 March 2022

Cost2038011156450

Accumulated depreciation(145)(50)(4)(114)(313)

Net book value5830742137

Year ended 31 March 2021

Opening net book value35339871471

Additions-10-2636

Disposals---(2)(2)

Depreciation(50)(14)(1)(39)(104)

Closing net book value30335756401

As at 31 March 2021

Cost3967110128605

Accumulated depreciation(93)(36)(3)(72)(204)

Net book value30335756401

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PaySauce Limited

37

Annual Report FY2022

5. Intangible assets

Development

in progress

Computer

Software

Customer

RelationshipsTotal

$000s$000s$000s$000s

Year ended 31 March 2022

Opening net book value213692‑905

Acquisitions-205354559

Additions-20-20

Development costs recognised as an asset255158-413

Development in progress recognised as Software(68)68--

Amortisation-(252)(59)(311)

Closing net book value4008912951,586

As at 31 March 2022

Cost4001,6843542,438

Accumulated amortisation-(793)(59)(852)

Net book value4008912951,586

Year ended 31 March 2021

Opening net book value46517‑563

Development costs recognised as an asset305189-494

Development in progress recognised as Software(138)138--

Amortisation-(152)-(152)

Closing net book value213692‑905

As at 31 March 2021

Cost2131,234-1,447

Accumulated amortisation-(542)-(542)

Net book value213692‑905

Finite life intangible assets

Acquired computer software licences and costs associated with developing computer software are capitalised on

the basis of the costs incurred to acquire and bring the specific software into use. All intangible assets of PaySauce

are finite life intangible assets.

Development expenditure initially recognised as an expense is not recognised as an asset in subsequent periods.

Costs associated with maintaining computer software programs are recognised as an expense as incurred.

Developed and acquired software is measured at cost less accumulated amortisation and impairment losses, if any.

Amortisation is recognised in the Statement of Comprehensive Income on a straight-line basis and the rates for the

current and comparative years are 20 - 67%.

The customer relationships acquired as part of the SmoothPay business combination (note 18) were recognised as

a finite life intangible asset and measured at acquisition date fair value. At balance sheet date these are measured

at cost less accumulated amortisation and impairment losses. Amortisation is recognised in the Statement of

Comprehensive Income on a straight-line basis and the rates for the current and comparative years are 20 - 67%.

Key estimates and judgements

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 below. No indirect

people costs, nor weighting of overheads is applied in these calculations.

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.

The intangible assets included in the acquisition of business and assets of SmoothPay during the year were valued

at fair value refer to note 18 - Business Combinations.

Accounting for finite life intangible assets

At each reporting date, the useful lives and residual values of finite life intangible assets are reviewed for indicators

of impairment. As at 31 March 2022, the assets were assessed for indicators of impairment, taking into account the

condition of the assets, expected period of use of the assets by the Group, and expected disposal proceeds from any

future sale of the assets. Management’s assessment concluded that there were no indicators of impairment.

New assets acquired during the period were assessed by management as having useful lives as follows:

• Acquired customer relationships - 5 years

• Acquired software - 5 years

Development in progress has been assessed for indicators of impairment by reviewing the nature of the events

that originally gave rise to the recognition of the asset, the estimation of future generation of cash flows and any

anticipated changes to the business or product circumstances. Management’s assessment concluded that there

were no indicators of impairment of this asset as at 31 March 2022.

38
PaySauce Limited

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Annual Report FY2022

6. Share capital

DateDetailsNotesNumber of Shares$000s

1 April 2021Opening Balance137,026,27812,652

Share based paymenti1,416,164348

Share based paymentii141,37739

31 March 2022Closing Balance138,583,81913,039

1 April 2020Opening Balance131,341,12110,774

Rights issueiii3,430,2451,153

Rights issueiv1,647,237550

Employee share issuev607,675175

31 March 2021Closing Balance137,026,27812,652

Fully paid up, ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary

shares are recognised as a deduction from equity, net of any tax effects.

i. On 31 May 2021: PaySauce acquired the business and assets of SmoothPay Limited. PaySauce issued 1,416,164

ordinary shares as consideration for the purchase, issued at a price of $0.2648 per share, totalling a purchase

price of $0.375 million. Directly attributable costs totalled $0.027 million, bringing the net share issue to $0.348

million.

ii. On 31 December 2021: PaySauce issued ordinary shares to remunerate and align the interests of a new director

with PaySauce shareholders ahead of their formal appointment to the Board. There was no vesting period, and

the shares were issued subject to the Director continuing to hold office until voted in by shareholders at the

Annual Shareholders Meeting. The allotment on 31 December 2021 resulted in 141,377 shares being issued at a

price of $0.2847 per share, satisfying remuneration arrangements to the value of $0.04 million expensed in the

consolidated statement of comprehensive income . Directly attributable costs totalled $0.001 million, bringing

the net share issue to $0.039 million.

iii. On 30 April 2020: PaySauce completed the second allotment of shares under its rights issue shortfall. The

allotment on 30 April 2020 resulted in 3,430,245 shares being issued at a price of $0.34 per share, a net raise of

$1.153 million after directly attributable costs.

iv. On 15 May 2020: PaySauce completed the final allotment of shares under its rights issue shortfall. The allotment

on 15 May 2020 resulted in 1,647,237 shares being issued at a price of $0.34 per share, a net raise of $0.550

million after directly attributable costs. This completed the fully subscribed rights issue.

v. On 31 March 2021: PaySauce issued ordinary shares to employees as part of remuneration arrangements under

employment agreements. This was a share based payment for accrued bonuses, there were no vesting periods

or conditions, and were all equity settled and expensed to the profit and loss. The allotment on 31 March 2021

resulted in 607,675 shares being issued at a price of $0.2875 per share, satisfying remuneration arrangements to

the value of $0.175 million.

Dividends

No dividends were declared or paid during the reporting period (2021: None).

Capital Risk Management

The Group considers its capital to comprise its fully paid up, ordinary share capital and accumulated retained

earnings.

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 Group.

7. Earnings / (loss) per share

There are no financial instruments on issue that will dilute the basic earnings per share amounts for the year ended

31 March 2022.

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

the weighted average number of fully paid up ordinary shares on issue during the period.

20222021

Basic earnings per share

Net loss used in calculating earnings per share ($000s)(1,282)(1,688)

Weighted average number of ordinary shares for basic earnings per share138,241,759135,940,949

Basic loss per share (cents)(0.93)(1.24)

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PaySauce Limited

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Annual Report FY2022

8. Operating revenue

20222021

$000s$000s

Revenue from contracts with customers

Processing fees3,1961,928

Other services revenue6044

Revenue from other sources

Interest income210207

Other revenue5119

Total operating revenue3,5172,198

There are no significant estimates or judgements surrounding recognition of revenue.

Revenue from contracts with customers

Processing fees

Revenue from processing fees includes both fixed and incremental components based on the number of

employees and pays processed for the customer. Revenue is recognised at the point in time the service is provided,

which is when the customer’s payroll has been processed.

Other services revenue

Revenue from sales of digital contracts are recognised when the customer has used the service. Revenue is

recognised at the point in time the service is provided, which is when the customer uses the contract builder

application.

Revenue from other sources

Interest income

Interest income is generated from the balance of PAYE funds held due to IRD is determined to be operating

revenue by the Group. Interest income is accrued using the effective interest rate method.

Other revenue

Other revenue is recognised upon completion of services at a point in time.

Short term employee benefit obligations are measured on an undiscounted basis and are expensed as the related

service is provided.

Research & development costs capitalised, and amortisation of intangible assets categories were presented under

this section in the financial statements for the year ended 31 March 2021. We have changed the disclosure this year,

and this information is already included in note 5. The change in disclosure does not impact the reporting results of

operations.

9. Employee expenses

20222021

$000s$000s

Employee benefits/entitlements2,6302,354

Employee benefits/entitlements - share based payments200-

Fringe benefit tax3224

Other employee expenses6617

Total employee expenses2,9282,395

10. Research & Development

20222021

$000s$000s

Research & development costs expensed

(included in note 9 - Employee Expenses under Employee benefits/entitlements)

556337

Total research & development556337

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PaySauce Limited

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Annual Report FY2022

11. Finance Costs

12. Other expenses

20222021

$000s$000s

Interest paid-2

Finance cost - Interest on lease2531

Total finance costs2533

20222021

$000s$000s

Advertising, PR and Marketing109111

Audit Fees6957

Communications and subscriptions221158

Customer and transactional335245

Directors’ fees177146

Professional services11559

Office running, rent and insurance12094

Other overheads101192

Infrastructure and security14472

Travel5363

Total other expenses1,4441,197

13. Tax expense

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.

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.

The Group has not recognised any deferred tax in accordance with the key estimates and judgements below.

Key estimates and judgements

The Group holds tax losses of $8.844 million as at 31 March 2022 (2021: $7.291 million) available to carry forward,

subject to shareholder continuity being maintained. Deferred tax assets are only recognised to the extent that it is

probable that future taxable profits will be available to use against the asset. These are reviewed at each reporting

period and adjusted if appropriate. Management has assessed that no losses are to be recognised as deferred tax

assets as at 31 March 2022 as the Group is not yet profitable and for the foreseeable future expects to reinvest profits

back into the business.

20222021

$000s$000s

(a) Income Tax

Net Loss before tax for the period(1,282)(1,688)

Tax Losses Carried Forward(7,290)(5,847)

Permanent Differences9333

Temporary Differences(281)(89)

Tax Losses to Carry Forward(8,844)(7,291)

(b) Deferred Tax

Opening Deferred Tax Liability‑‑

Increases to Deferred Tax Liability(99)-

Decrease to Deferred Tax Liability17-

Closing Deferred Tax Liability(82)‑

The allocation of other expenses has been improved to provide the reader with a more accurate representation

of the expenditure incurred. The disclosure for the year ended 31 March 2022 has also changed from what was

presented in the group financial statements to align the comparative period disclosure with the newly created

categories. The change in disclosure does not impact the reporting results of operations, for the categories

presented on the face of the financial statements.

44
PaySauce Limited

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Annual Report FY2022

14. Key management personnel and related parties

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 the Executive Leadership Team.

The table below summarises remuneration paid to key management personnel.

20222021

$000s$000s

Directors’ fees215146

Short term employee benefits784836

Total key management personnel compensation999982

Related party transactions and balances

A number of key management personnel, or their related parties, hold positions in other entities that result in them

having control or significant influence over the financial or operating policies of those entities. A number of those

entities subscribe to services provided by the Group. None of the related party transactions are significant to either

party, and are completed on arm’s length terms. Outside of these transactions, and the Directors’ fees and short

term employee benefits noted above, all other related party transactions are outlined below:

PaySauce Limited entered into a standby debt facility agreement with Director Gavin Thompson during the

period. The facility totals $0.25M and can be drawn on demand, within two years from the date of the agreement

(December 2021). The agreement is made at arm’s length, with the interest rate linked to the floating interest rate of

ASB Bank Limited. As at 31 March 2022, no funds have been drawn.

20222021

Related party transactions during the period$000s$000s

Consulting services supplied by entities controlled by related parties

Catalyst.Net Limited6-

Cloud hosting services supplied by entities controlled by related parties

Catalyst Cloud Limited10572

20222021

Related party balances payable at period end$000s$000s

Directors’ Fees1117

Cloud Hosting Services97

20222021

Related party balances receivable at period end$000s$000s

Prepaid Directors’ Fees33-

46
PaySauce Limited

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Annual Report FY2022

15. Financial instruments

The Group’s financial assets mainly comprise of Cash and Cash Equivalents. Cash and Cash Equivalents comprise

cash on hand and demand deposits and are measured at amortised cost. Other longer term deposits not meeting

the cash and cash equivalents criteria are classified separately as Deposits. Cash and Cash Equivalents includes

funds collected from customers as a PAYE intermediary (note 22).

Classification and measurement of financial liabilities

The Group’s financial liabilities include trade and other payables, funds due to customers and IRD, and other

liabilities (including an overdraft facility used to operate our BNZ PayNow feature).

Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs.

Subsequently, financial liabilities are measured at amortised cost using the effective interest method.

(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.

20222021

Financial assets$000s$000s

Financial assets at amortised cost

Cash and cash equivalents26,25521,756

Deposits1,675-

Trade and other receivables8119

Total financial assets28,01121,775

20222021

Financial liabilities$000s$000s

Financial liabilities at amortised cost

Funds due to customers and IRD27,33819,965

Trade and other payables390266

Other liabilities29124

Total financial liabilities28,01920,255

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.

(b) Market Risk

(i) Credit risk

As a SaaS business with minimal credit exposure, credit risk is relatively low relating to revenue received from

customers and any associated trade receivables. 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 are held with ASB Bank and BNZ, both of which have a credit rating

of A+ from Fitch, AA- from Standard & Poor’s, and A1 from Moody’s.

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 amountTotal0‑6 months

$000s$000s$000s

Year ended 31 March 2022

Funds due to customers and IRD27,33827,33827,338

Trade and other payables390390390

Other liabilities291291291

Total28,01928,01928,019

Year ended 31 March 2021

Funds due to customers and IRD19,96519,96519,965

Trade and other payables266266266

Other liabilities242424

Total20,25520,25520,255

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PaySauce Limited

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Annual Report FY2022

(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 totalled $27.93 million as at 31 March 2022 (2021: $21.76

million).

20222021

Effect on net profit before tax$000s$000s

Each 100 basis point increase in interest rate248185

Each 100 basis point decrease in interest rate(248)(185)

16. 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.

17. Reconciliation of net loss after tax to net cash flows from

operations

20222021

$000s$000s

Net Loss after taxation(1,282)(1,688)

Add back / (deduct) non-cash & non-operating items:

Depreciation & amortisation419261

Loss on disposal of fixed assets43

Share based payment expense170175

Other non-cash & non-operating items(97)-

(786)(1,249)

Movement in working capital:

(Increase)/decrease in Trade and other receivables(62)161

(Increase)/decrease in Other assets(225)(2)

Increase/(decrease) in Funds due to customers and IRD7,3746,515

Increase/(decrease) in Trade and other payables156(24)

Increase/(decrease) in Employee benefits10714

Increase/(decrease) in Other liabilities144(18)

Net cash inflow from operating activities6,7085,397

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PaySauce Limited

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Annual Report FY2022

18. Business combinations19. Employee Share Scheme

Business combinations are accounted for using the acquisition method. The acquisition method involves

recognising at acquisition date the identifiable assets acquired, the liabilities assumed and any non-controlling

interest, separate from Goodwill. The cost of an acquisition is measured as the aggregate of the consideration

transferred, which is measured at acquisition date fair value.

The Group acquired the business and assets of SmoothPay Limited on 31 May 2021. SmoothPay provides cloud-

based payroll software as a service solutions to New Zealand, Australia and the Pacific Islands. The acquisition was

undertaken to align with PaySauce’s strategic objective of accelerating customer growth - expanding the group’s

market share in New Zealand and to overseas markets.

The consideration and identifiable net assets in the acquisition are measured at fair value. As the transaction was a

purchase of business assets and liabilities rather than equity, there was no non-controlling interest to consider. The

fair value of the purchase consideration of SmoothPay was $0.375 million. This consisted of PaySauce (NZX:PYS) fully

paid up ordinary shares issued at a value of $0.375 million. The volume of the 1,416,164 shares issued was based on

the 20-day volume weighted average share price of PaySauce preceding the transaction date, $0.2648 per share.

The difference between the fair value of the consideration and the fair value of the net assets acquired was not

material, therefore no Goodwill has been recognised.

SmoothPay contributed $0.21 million in operating revenue and $0.19 million in net profit for the year ended 31

March 2022. As the acquisition took place early in the current reporting period, the group revenue and earnings that

would have been recorded if the acquisition had taken place at the beginning of the group reporting period would

not have been materially different.

The acquisition related costs consisted of legal, consulting, and share issue costs totalling $0.027 million which were

offset against the share capital issued, reducing the net increase in share capital to $0.348 million.

The acquisition accounting has resulted in the following purchase price allocations:

The group provides benefits to employees in the form of share-based payment transactions, whereby employees

render services in exchange for shares or right over shares (‘equity settled transactions’) and/or cash settlements

based on the value of equity instruments of the group (‘cash settled transaction’). The cost of the transaction is

spread over the period in which the employees provide services and become entitled to the awards.

The cost of the equity-settled transactions with employees is measured by reference to the fair value of equity

instruments at the date at which they are granted. The cost of equity-settled transactions is recognised in the

statement of financial performance together with a corresponding increase in equity.

The fair value of the cash-settled transactions is determined at each reporting date and the change in fair value is

recognised in the income statement with a corresponding increase in the liability.

On 31 March 2022 the directors approved a new share scheme under which certain awards were granted to

employees who had been employed by the Group for more than six months. Under the share scheme, employees

are entitled to a number of shares based on a dollar value specified within their offer sheet.

The receipt of the shares is subject to two vesting conditions. The first being a service condition

(remaining employed or engaged under contract for personal service by PaySauce at the relevant vesting

dates) and the second being a non-market performance condition, (which requires PaySauce to achieve

100% of its budgeted EBIT for FY22). Under the vesting schedule one third of the shares vest on issue

date, the second third vest one year from the issue date and the balance will vest two years from the

issue date.

Shares may be paid up by a Discretionary Bonus or in cash. The Company will determine the amount of any

Discretionary Bonus based on the achievement of 100% of the budgeted EBIT for FY22 and the employee’s

achievement of their personal KPI objectives. The payment and amount of the Discretionary bonus will be decided

and communicated by the Company at its sole discretion.

No individual employee will be entitled to a Discretionary Bonus that could fully settle all the vested shares. Any

Discretionary Bonus will be used to fully pay up as many vested shares as possible. Each individual grantee will

therefore receive partly free shares and partly share options. Set out below is a summary of the shares and share

options granted under the scheme:

31 May 2021

Purchase price allocations$000s

Tangible assets acquired2

Liabilities assumed(186)

Intangible Assets - Software Development205

Intangible Assets - Customer Relationships354

Net assets acquired375

Purchase consideration

Fully paid up ordinary shares issued375

Total consideration transferred375

Number of Shares

Grant DateVesting Date

Balance at

beginning of

the year

Granted

during the

year

Vested

during the

year

Forfeited

during the

year

Balance at

the end of

the year

20 May 202231 March 2022-274,362274,362-274,362

20 May 202231 March 2023-274,806--274,806

20 May 202231 March 2024-274,802--274,802

Total‑823,970274,362‑823,970

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Annual Report FY2022

20. Segment reporting

The Group is organised into one reportable operating segment only, being SaaS based employment and payment

solutions for people at work in 14 jurisdictions across the Asia-Pacific region, primarily within New Zealand. Providing

employers the technology to digitally onboard, pay and manage employees from any device. The PaySauce platform

includes rosters, mobile timesheets, payroll calculations, banking integration, automated payments, 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).

Overseas revenue earned is not material and no separate geographical segment has been reported.

21. Investments in subsidiary

The Company had the following subsidiaries at 31 March 2022:

Entity Name

Date of

incorporation

Nature of

business

Equity

held

Value

held

Country of

incorporation

Balance

date

%$

PaySauce Operations Limited07/01/2015SaaS

employment

solutions

100309,278New Zealand31 March

Right Remuneration Limited22/01/2015PAYE

Intermediary

100-New Zealand31 March

Payroll.Kiwi Limited01/08/2017Employee

Share Scheme

Bare Trustee

100-New Zealand31 March

Only PaySauce Operations Limited and Right Remuneration Limited are consolidated in these consolidated

financial statements, as Payroll.Kiwi Limited is a non-trading company.

Weighted average exercise price of share options

Grant DateVesting Date

Balance at

beginning of

the year

Granted

during the

year

Vested

during the

year

Forfeited

during the

year

Balance at

the end of

the year

20 May 202231 March 2022-$0.2842$0.2842-$0.2842

20 May 202231 March 2023-$0.2842--$0.2842

20 May 202231 March 2024-$0.2842--$0.2842

Total‑$0.2842*$0.2842‑$0.2842

*Share strike price at grant date.

The weighted average fair value of options granted during the year, determined using the Black-Scholes valuation

model, was $0.057 per option as at 31 March 2022 (2021: Nil).

The inputs into the model were the market share price at grant date, the exercise price as shown above, expected

annualised volatility of 28%, a dividend yield of 0%, and expected option life of between 2.8 and 4.8 years, and an

annualised risk-free interest rate of 3.39%.

The volatility input is based on a statistical analysis of historical daily share prices, with 28% representing the

annualised volatility over the past 6 months. The impact on the fair value of the options would not have been

materially different had a different time period been chosen.

441,347 options were issued at the end of the period, of which 274,362 shares have been exercised and paid via

a discretionary bonus approved in May 2022, leaving 147,412 share options remaining exercisable. The 147,412

remaining exercisable share options represent the PAYE which will be settled by the Group on each employee’s

behalf. As a result, a PAYE liability has been accrued as follows:

Number of Share options

Grant DateVesting Date

Balance at

beginning of

the year

Granted

during the

year

Vested

during the

year

Forfeited

during the

year

Balance at

the end of

the year

20 May 202231 March 2022-147,412147,412-147,412

20 May 202231 March 2023-146,968--146,968

20 May 202231 March 2024-146,967--146,967

Total‑441,347147,412‑441,347

20222021

Share‑based payment liabilities$000s$000s

Current42-

Non-current26-

Total share‑based payment liabilities68‑

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PaySauce Limited

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Annual Report FY2022

22. Funds due to customers and IRD

As a PAYE intermediary, PaySauce collects funds from clients which are payable to both clients’ employees (as the

employees’ net wages and salaries) and the IRD (as the applicable PAYE, student loan and other IRD liabilities).

These funds are included in PaySauce’s cash and deposit balances and in accordance with section RP6 of the

Income Tax Act 2007, PaySauce can earn interest on these funds, but the funds must only be used as follows:

• Payment of net salary or wages to employees of PaySauce’s clients.

• Payment of IRD obligations resulting from pays run on PaySauce software to the IRD, including PAYE

deductions, student loan deductions, superannuation contributions and any other amount of tax withheld from

a payment of salary or wages to IRD.

Under the financial reporting standards movements in these funds do not meet the definition of either investing

or financing activities and so must be classified as operating cash flows. However as stated above the use of these

funds is restricted and they cannot be used to cover other PaySauce expenses, the company has therefore presented

operating cash flows in the Cash Flow Statement as both before and after this movement in funds. The value of

restricted funds at reporting date is represented by funds due to customers and IRD as disclosed in the Statement

of Financial Position.

23. Contingencies

As at 31 March 2022 the Group had no contingent liabilities or assets (2021: $nil)

24. Events occurring after the reporting period

The Group arranged $0.65 million bank term debt facility, expected to be drawn in June 2022. No other adjusting or

significant non-adjusting events have occurred between the reporting date and the date of authorisation.

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PaySauce Limited

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Annual Report FY2022

CORPORATE

GOVERNANCE

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 available online at

https://www.paysauce.com/investor/

Strong corporate governance protects the

Company and as a result 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 30 May 2022, the

Company complied with the recommendations set by

the NZX Corporate Governance Code, unless stated in

the sections outlined below, or in PaySauce’s Corporate

Governance Code.

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Annual Report FY2022

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

• 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 help ensure 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

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.

of interest that is potentially detrimental to the

Company, other than and to the extent dealt with in

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 Chair, 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 2022 the Board comprised of five

Directors:

• Asantha Wijeyeratne – Executive Director and CEO

• Gavin Thompson – Non-executive Director

• Jacqueline Cheyne – Independent Director (Chair of

Audit & Risk Committee)

• Michael O’Donnell – Independent Director

• Shelley Ruha – Independent Director (Chair of

Board)

Independence of directors is determined by assessing

the directors against the following factors:

• Not currently, or historically (within 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;

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Annual Report FY2022

• 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.

Nicholas Lewis resigned as an Independent Director and

Chair of the Audit & Risk Committee, effective 30 Sept

2021.

Michael O’Donnell held the role of Interim Chair of the

Board, effective 1 October 2021 to 17 February 2022.

Shelley Ruha joined the Board as an Independent

Director and Chair of the Board, subject to shareholder

approval at the next Annual Shareholder Meeting,

effective 17 February 2022.

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 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 Chair 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 a director.

Diversity

The PaySauce board and management are determined

that all staff and all eligible candidates for vacant

positions should have equal opportunity to demonstrate

their skills and experience. 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.

The Board has considered the need for measurable

objectives for diversity and determined that it is not

yet appropriate to set measurable objectives due to

market conditions and the stage of the company’s

development. That decision will be reconsidered

annually. When appropriate the Board, or a committee

appointed by the Board, will set measurable objectives

for achieving diversity (which, at a minimum, will

address gender diversity). The Board will annually

review those objectives and the Company’s progress in

achieving them. Despite being a small team, there is

diversity across age, gender identity, race, first language,

religion and mobility.

We have achieved the following gender diversity as at 31

March 2022:

Directors

Executive

Leadership TeamEmployees

As at 31 March 2022

Male3312

Female2117

Total5428

As at 31 March 2021

Male438

Female1120

Total5428

Female

Directors

Executive Leadership Team

Employees

Male

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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 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 disclosure and communications policy outlines

PaySauce’s obligations to meet disclosure requirements.

It also covers related issues, including external

communications.

PaySauce has not provided detailed reporting on

environmental, economic and social sustainability risks.

Whilst paysauce is not yet captured by the mandatory

climate risk disclosure reporting regime that is due to

commence in 2023, management does not consider the

business has material exposure to climate risk given the

nature of our business and the increasing diversification

of our customer base.

The Chair of the Board cannot also be the Chair of the

ARC. The current members are Jacqueline Cheyne

(Chair), Michael O’Donnell, and Gavin Thompson,

of which Jacqueline and Michael are independent

directors.

The committee usually invites the Chief Executive,

Chief Financial Officer, Chief Operating Officer, Finance

Manager, and at least twice a year invites the external

auditors to attend ARC meetings.

PaySauce publishes key governance and other relevant

documents in the investor centre of our website: https://

www.paysauce.com/investor/

Announcements made to the NZX and reports are also

posted on the company’s website.

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Annual Report FY2022

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 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 meets with the external auditor at least

twice a year 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 ASM.

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. In addition to interim

and annual reporting, the company also chooses to

release quarterly trading updates to the market.

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 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. This is achieved through our NZX

market announcements and presentations to retail

investors.

PaySauce sends notice of the ASM to shareholders, and

publishes it on the company website at least 28 days

before the meeting each year.

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Annual Report FY2022

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.

Donations

Cash donations of $5,000 were made by the Group during the year ended 31 March 2022 (2021: $Nil). Donations

in kind of over $110,000 were also given to over 120 charities and non-profit organisations during the period (2021:

$65,000, and 70).

20222021

Remuneration range# Employees# Employees

$100,000 - $109,99922

$110,000 - $119,999-1

$120,000 - $129,99922

$130,000 - $139,999-1

$160,000 - $169,999-1

$170,000 - $179,99911

$190,000 - $199,9991-

$200,000 - $209,9991-

$210,000 - $219,9991-

$250,000 - $259,999-1

$280,000 - $289,999-1

DISCLOSURES

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Annual Report FY2022

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 2022:

Note - If a director was not a member of a particular committee at the time of the relevant meetings ‘-‘ has been

recorded.

* Nicholas Lewis resigned as an Independent Director and Chair of the Board, effective 30 September 2021.

** Shelley Ruha joined the Board as an Independent Director and Chair of the Board, subject to shareholder approval

at the next Annual Shareholder Meeting, effective 17 February 2022.

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 2022:

DirectorBoard Meetings AttendedARC Meetings Attended

Asantha Wijeyeratne14 of 14-

Gavin Thompson13 of 143 of 3

Jacqueline Cheyne14 of 143 of 3

Michael O’Donnell13 of 143 of 3

Nicholas Lewis*8 of 81 of 1

Shelley Ruha**2 of 2-

Director

Registered holder /

associated entity

Number

of shares

acquired /

(disposed)ConsiderationDateNotes

Asantha WijeyeratneUpakara Family

Trust

(200,000)$0Dec-21Off-market sale of

shares - gifted for no

consideration

Asantha WijeyeratneUpakara Family

Trust

(368,333)$110,500Nov-21Off-market sale of shares

Asantha WijeyeratneUpakara Family

Trust

(666,667)$200,000Dec-21Off-market sale of shares

Michael O’DonnellMichael O’Donnell34,135$10,559Jun-21On-market purchase of

shares

Jacqueline

Robertson Cheyne

New Zealand

Depository

Nominee

16,747$5,000Nov-21On-market purchase of

shares

Jacqueline

Robertson Cheyne

New Zealand

Depository

Nominee

17,183$5,000Dec-21On-market purchase of

shares

Shelley RuhaNew Zealand

Depository

Nominee

141,377$40,250Dec-21Issued prepaid shares

in lieu of director

remuneration

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Annual Report FY2022

Directors’ remuneration

The total Directors’ fees and other remuneration received by the Directors for the period ended 31 March 2022 is

outlined below:

Executive Director remuneration

Asantha Wijeyeratne is the Chief Executive Officer, and held this position as at 31 March 2022. 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 $215,470 (2021: $179,032).

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.

20222021

DirectorDirector fees

Other

remunerationTotalDirector fees

Other

remunerationTotal

Asantha WijeyeratneNil$213,470$213,470Nil$179,032$179,032

Gavin Thompson$40,000Nil$40,000$16,667Nil$16,667

Jacqueline Cheyne$45,000Nil$45,000$23,750Nil$23,750

Michael O’Donnell$51,520Nil$51,520$16,667Nil$16,667

Nicholas Lewis*$37,917Nil$37,917$62,083Nil$62,083

Shelley Ruha**$40,250Nil$40,250NilNilNil

* Nicholas Lewis resigned as an Independent Director and Chair of the Board, effective 30 September 2021.

** Shelley Ruha joined the Board as an Independent Director and Chair of the Board, subject to shareholder approval

at the next Annual Shareholder Meeting, effective 17 February 2022. PaySauce issued ordinary shares to the value

of $40,250 to Shelley remunerate and align her interests with PaySauce shareholders ahead of Shelley’s formal

appointment to the Board.

General Disclosures of Interest

DirectorCompanyNature of interest

Asantha WijeyeratneBuzz Hospitality LimitedDirector

Catalyst IT LimitedShareholder

Cloud Investments LimitedDirector & Shareholder

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

PaySauce LimitedDirector & Shareholder

PaySauce Operations LimitedDirector

Jacqueline CheynePaySauce LimitedDirector & Shareholder

Stride Property LimitedDirector

New Zealand Green Investment FinanceDirector

External Reporting BoardBoard Member

Snow Sports NZChair

Broader PerspectivesDirector

Ministry of Business Innovation and

Employment

Audit & Risk Committee Member

Financial Markets AuthorityMember of the Audit Oversight

Committee

Christchurch City councilAudit & Risk Committee Member

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Annual Report FY2022

General Disclosures of Interest (cont.)

DirectorCompanyNature of interest

Michael O’DonnellPaySauce LimitedDirector

Realestate.co.nz LimitedDirector

Brewwell LimitedDirector

Radio New Zealand LimitedDirector

NZ Trade + Enterprise / G2GDeputy Chair

Serato Audio Research LimitedDeputy Chair

Stuff MediaNational Columnist

Kiwi Wealth GroupDirector

KiwiWealthDirector

High Tech New ZealandTrustee

CabinetChair of the Cybersecurity Advisory

Committee

Nicholas Lewis*8 Interactive LimitedShareholder

Celsias LimitedShareholder

Common Ledger LimitedShareholder

Dropit LimitedShareholder

Good Bitches Baking TrustTrustee

Kiwi Insurance LimitedDirector

Learnspring LimitedShareholder

Let Use It LimitedShareholder

PaySauce LimitedFormer Director & Shareholder

PaySauce Operations LimitedFormer Director

Pioneer Energy LimitedDirector

PledgeMe LimitedShareholder

RayGun LimitedShareholder

RightWay LimitedShareholder

Woodward Partners LimitedDirector & Shareholder

DirectorCompanyNature of interest

Shelley RuhaPaySauce LimitedDirector, Independent Chair &

Shareholder

TaxGift LimitedChair

New Zealand Rural Land Management

Limited

Independent Chair

Hobson Wealth Holdings LimitedIndependent Director

Hobson Wealth Partners LimitedIndependent Director

Partners Group Holdings LimitedIndependent Director

Partners Life LimitedIndependent Director

Heartland Bank LimitedIndependent Director

9 Spokes International LimitedIndependent Director

* Nicholas Lewis resigned as an Independent Director and Chair of the Board, effective 30 September 2021.

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 2022:

DirectorSecurities held by Director or associated entity

Asantha Wijeyeratne39,348,461

Gavin Thompson2,276,978

Jacqueline Cheyne62,851

Michael O’Donnell34,135

Nicholas Lewis*847,809

Shelley Ruha141,377

* Nicholas Lewis resigned as an Independent Director and Chair of the Board, effective 30 September 2021.

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Annual Report FY2022

Substantial product holderShares held% of issued shares

Wijeyeratne & Company Limited27,750,43320.02%

Perpetual Trust Limited21,466,66715.49%

Gondolin Trust16,729,63112.07%

Cloud Investments Limited11,598,0288.37%

New Zealand Central Securities7,475,7065.39%

Substantial product holders

The substantial product holders in PaySauce ordinary shares as at 31 March 2022 were as follows:

RankShareholders/InvestorsShares held% of issued shares

1Wijeyeratne & Company Limited27,750,43320.02%

2Perpetual Trust Limited21,466,66715.49%

3Gondolin Trust16,729,63112.07%

4Cloud Investments Limited11,598,0288.37%

5New Zealand Central Securities7,475,7065.39%

6New Zealand Depository Nominee3,200,1912.31%

7Ian Stewart Frame & Pamela Anne Frame2,652,7651.91%

8Charlotte Anne Lockhart2,485,1831.79%

9Gavin Thompson2,276,9781.64%

10Woodward Family2,120,0001.53%

11Krishnakumar Guda1,870,0001.35%

12Equilibriumca Trustees Limited1,781,8421.29%

13Bhagwanji Bhula Rama1,645,0001.19%

14FNZ Custodians Limited1,507,3521.09%

15Malcolm William Campbell1,500,0001.08%

16Hugh Anthony Pradeep Fernando1,471,1021.06%

17Cloud Investments Two Limited1,457,5571.05%

18Matthew Gardner1,416,1641.02%

19Victoria Ann Taylor1,201,7700.87%

20David Russell Stewart & Adrienne Ruth Stewart1,158,0000.84%

Twenty largest equity security holders

The 20 largest holders of PaySauce ordinary shares as at 31 March 2022 were as follows:

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Annual Report FY2022

ShareholdersShares

Size of holding (shares)Number%Number%

1 - 10,00098375.10%1,800,7331.30%

10,001 - 50,00022216.96%5,116,6813.69%

50,001 - 100,000433.28%3,552,9522.56%

100,001 - 500,000322.44%8,193,0375.91%

500,001 - 1,000,00090.69%7,156,0475.16%

1,000,001 and over201.53% 112,764,36981.37%

Totals1,309100.00%138,583,819100.00%

Spread of security holders

The spread of holders of PaySauce ordinary shares as at 31 March 2022 are listed below:

NZX waivers from listing rules

No waivers were granted to PaySauce by NZX during the year ended 31 March 2022, and there were no waivers that

PaySauce relied upon during this period.

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Annual Report FY2022

COMPANY

DIRECTORY

Directors:

Asantha Wijeyeratne

Gavin Thompson

Jacqueline Cheyne

Michael O’Donnell

Shelley Ruha

Registered Office:

21-23 Andrew Avenue

Lower Hutt, 5010

New Zealand

Website:

www.paysauce.com

Auditor:

Grant Thornton New Zealand Audit Limited

Stock Exchange:

NZX

Share Registrar:

Link Market Services Limited

80 Queen Street

Auckland, 1010

New Zealand

NZ Company Number:

1719868

NZBN:

9429034458099

www.paysauce.com

---

Results Presentation
YEAR ENDED 31 MARCH 2022

Disclaimer
●The information in this presentation is of a general nature and does not constitute financial product advice, investment advice

or any other recommendation. Nothing in this presentation constitutes legal, financial, tax or other advice.

●This presentation should be read in conjunction with, and is subject to PaySauce’s Annual Report, market releases and

information published on PaySauce’s website - www.paysauce.com

●This presentation may contain forward looking statements about PaySauce and the environment in which PaySauce

operates, which are subject to uncertainties and elements outside of PaySauce’s control - PaySauce’s actual results or

performance may differ materially from these statements. PaySauce gives no warranty or representation as to its future

financial performance or any future matter.

●This presentation may include statements relating to past performance, which should not be regarded as a reliable indicator

for future performance.

●This presentation may include information from third parties believed to be reliable; however, no representations or

warranties are made as to the accuracy or completeness of such information.

●While reasonable care has been taken in compiling this presentation, none of PaySauce nor its subsidiaries, directors,

employees, agents or advisors (to the maximum extent permitted by law) gives any warranty or representation (express or

implied) as to the accuracy, completeness or reliability of the information contained in it, nor takes any responsibility for it. The

information in this presentation has not been and will not be independently verified or audited.

●No person is under any obligation to update this presentation at any time after its release to you or provide you with further

information about PaySauce.

Please refer to the Appendix for definitions of key metrics used in this presentation.
All currency amounts are in New Zealand Dollars unless stated otherwise.

FY22 result highlights
All key SaaS performance metrics continued to improve ...

... delivering positive operating cash flows in the final quarter

83% YOY

Annualised Recurring Revenue (ARR)

$4.5M

SmoothPay

Acquisition

79% YOY

Customers

6,052

96% YOY

Total Customer LTV

$30.3M

$1.97M

PayNow - Earned Wages Accessed

67% YOY

LTV : CAC Ratio

14.2 : 1

4
PaySauce at a glance

PaySauce provides SaaS solutions for people at work in 14 jurisdictions across the Asia-Pacific region

PaySauce is

Connected

Automated Payday

filing

Integrated Accounting

Solutions

Partnering with time

capture solutions

PaySauce leverages

Channels

Strategic relationship

with Federated

Farmers

Strong advocacy

throughout rural

community

PaySauce has large

Market opportunity

1 in 4 employing dairy

farms

Growing fast in

construction, hospo,

retail

6,052 customers with

over 60,000

employees

Strategic relationship

with CAANZ

PaySauce is Results

Oriented

Cash flow positive in

Q4

$2m earned wages

accessed early

Entered markets

overseas

Streamlined banking

Earned Wage Access

with BNZ

40% of customers

from accounting firms

Strategic Partnership

with Xero and Figured

Huge International

TAM

9% of customers are

international

Acquired SmoothPay

Transformed from

startup to scaleup

Business Update

SmoothPay Acquisition
●Successfully completed 31 May 2021

●Added 1,300 customers to our portfolio

●Expanded our customer footprint into the Pacific territories and Australia

●9% of our customer base is now international using the goPayroll product

●Added expertise in international payroll development

●Successfully aligned pricing across the two product lines post acquisition

●For a consideration of $375k of PaySauce ordinary shares, being a 1.5x

revenue multiplier

PaySauce evolved with the changed operating conditions
Business Impacts

●Growing compliance burdens for

SMEs, particularly in response to

COVID payments

●Companies need cloud-based

payroll systems that are agile and

innovative, and give them

flexibility to work from multiple

locations

●Interest income received on PAYE

funds held on behalf of customers

drives up ARPU

●Customers’ staff advocate for

PaySauce when they change

employer

Response & Positioning
Operating Conditions

●COVID impacted

employer/employee

engagement as staff isolated

●Economic inflation at around 3x

historical wage inflation

●Interest rates trended up towards

the end of the year

●Lowest unemployment rates in

over a decade resulted in wage

and salary cost pressures

●Employers having to move fast or

risk losing their workers in an

increasingly competitive labour

market

“I’ve never seen a time when payroll was more critical to the successful functioning
of SME businesses” Asantha Wijeyeratne (PaySauce CEO)

Response & Positioning

●PaySauce continues to invest in

people and product as the

business transitions from start up

to scale up

●PaySauce is uniquely positioned

to benefit as the demand for

salary reviews, fast-tracked

wage-band reviews or special

payments continues to increase

●PaySauce continue to treat

customers’ staff as customers

Invested in scalable growth
People and product

●Acquired the goPayroll product and key talent in the SmoothPay acquisition

●R&D accounted for 16% of FY22 operating revenue

●Invested in people and internal customer service systems - enhancing our ability

to scale our support team and provide a better customer experience

●Continued our investment in new channels - with an increased focus on our

newly launched partner programme

●Enhanced the user experience through partner integrations, removing friction

and attracting new customers

We’re reinvesting profits back into the business building for

scalable growth

●PaySauce is the only payroll company with whom Xero, ASB and BNZ partner
●Industry experts like Dairy Womens Network and Federated Farmers have gained us

access to the first targeted vertical, being the rural sector

●Our modern platform allows rapid integrations with specialist solutions such as Akahu,

Tatou, Figured and Xero, Farm Focus and Reckon which remove friction for our customers

●Accounting partners take advantage of our strategic partnership with CAANZ and a tiered

programme of support and co-promotion which adds increased benefit to our mutual

customers

Partner network

Large and growing TAM
●SMEs constitute over 90% of all businesses by number in all OECD countries

1

●New Zealand is home to >100,000 Micro entities (employing 1-5 employees ) that employ >240K staff
●Australia is home to 700,000 Micro entities (1-4 staff) - of these >92,000 were created in 2020-21 alone

●PaySauce had 3,500 NZ Micro entities and 50 Australian Micro entities as active customers as at 31 March 2022

●Payroll software is becoming a necessity for SMEs - paying staff and Inland Revenue accurately and on time are

business-critical functions

●Real time and remote access is now critical: In 2021, the use of Cloud payroll exceeded that of in-house processes.

2

●The SME compliance burden is growing as a result of an international shift towards payday reporting of tax
obligations like Single Touch Payroll (STP) in Australia and Fair Pay Agreements or awards in both New Zealand and

Australia.

●This growing compliance burden is expected to increase the frequency of PAYE filing obligations for SMEs = growth

opportunity for PaySauce

1 OECD SME Outlook Highlights Policy Highlights

2 2021 Global Payroll Complexity Index

Financial Results

*excludes funds due to customers and the IRD, collected in performing our role as a PAYE intermediary,
FY22 result summary

FY22 ($000s)FY21 ($000s)% change

Total recurring revenue3,3992,096 62% ↑

Gross margin2,3421,49565% ↑

Gross margin %69%68%1pp ↑

Loss before tax, depr & amort(881)(1,427)(38%) ↓

Net loss(1,282)(1,688)(24%) ↓

Cash receipts from customers3,0622,12144% ↑

Net operating cashflow*(666)(1,118)(40%) ↓

Accelerating ARR growth rates
●PaySauce processing fees

have grown at an accelerated

pace in the last four quarters

●Interest rates have returned

to pre-COVID levels and will

have an increasing impact on

overall ARR

●Price increases applied to the

acquired SmoothPay

business with take full affect

when all annual subscriptions

have renewed

Quarterly Revenue Growth continues to accelerate
●Achieved operational break-even in the last quarter

●Revenue growth accelerated with increased customers

and increased ARPU

●Price increases on processing fees kept ARPU

sufficiently high to offset the lower average ARPU on

the 1,300 customers acquired through the SmoothPay

acquisition

●Interest income was flat as the interest rate decline

offset balance growth. Interest rates returned to

pre-COVID levels towards the end of the year

●Normalised* expense growth remains constant

between 16% and 23%

●Introduced an ESS to align staff incentives with

company objectives

●Careful stewardship of shareholder funds has kept

expenses flat over the quarter

*FY22 Employee Share Scheme cost ($200k) excluded

Customer growth drives significant increase in total customer LTV
YoY improvements

Customers ↑ 79%

Churn ↓ .04 pp

Margin % ↑ 1 pp

ARPU ↑ 2%

Total Customer LTV
FY22

$30.4M

Total Customer LTV

FY21

$15.5M

96% ↑ YoY

$14.9M

Driven by

Appendix

Glossary
Recurring Revenue: Recurring revenue is revenue that is expected to repeat each period into the future. For PaySauce, this is directly linked to the number of

customers, their size, and the number of pays they run using the PaySauce payroll products. There are currently two sources of recurring revenue - processing fees and

interest income.

ARR: The total recurring revenue for the last calendar month of the reporting period, multiplied by 12.

ARPU (monthly): Average revenue per user (monthly) is the total recurring revenue for the month, divided by the total customers processing payroll that month.

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 calculated as the net reduction of customers in a calendar month divided by the total customers at the start of
that month.

LTV: Lifetime value is the estimated value of a customer over its lifetime with PaySauce. This is calculated by taking the monthly ARPU multiplied by the gross margin
percentage, then divided by the monthly churn percentage.

Total Customer LTV: Total customer lifetime value is the lifetime value multiplied by the total customers.

LTV : CAC: This ratio reflects the return on investment for customer acquisition. It is calculated by dividing the lifetime value of a customer by the customer acquisition
cost (per addition).

PayNow: A unique feature in the PaySauce mobile application, which lets employee’s access the money they’ve already earned, effectively letting them choose their
own payday on demand. Refer to paysauce.com/paynow for further details.

Note - the terms and metrics above are Non-Generally Accepted Accounting Principles (non-GAAP) measures and should not be viewed in isolation, not considered
substitutes for measures reported in accordance with New Zealand Equivalents to International Financial Reporting Standards (NZ IFRS). Refer to the PaySauce

Annual Report for further information.

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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