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ikeGPS 2022 Annual Report

Annual Report30 June 2022IKEMaterials

34’6” XARM 8’
43’0” Pole Tip

ikeGPS Group Limited

For the period ending 31 March 2022

Annual Report

Table of Contents
CEO and Chair Commentary 4

Brand, Product, and Technology

Overview 10

Management Team 22

Corporate Governance 25

Disclosures 34

Consolidated

Financial Statements 40

2022 ikeGPS Annual Report542022 ikeGPS Annual Report
We were pleased to hit all key growth targets through the

period. Highlights include:

+FY22 revenue of ~$16m (+71% vs. PCP).

+2H FY22 revenue of ~$10.3m (+108% vs. PCP)

+FY22 Subscription and Transaction revenue of ~$12.m (+73% vs. PCP). ~75% of

IKE’s revenue in FY22 came from these recurring and re-occurring sources.

+FY22 signed contracts of ~$26m (+122% vs. PCP).

+FY22 gross margin of ~$9.9m (PCP of $5.9m), with FY22 gross margin

percentage of 62% (PCP of 64%).

+FY22 EBITDA loss of ~$5.3m (PCP -$5.5m)

+FY22 Net Loss of ~$7.9m (PCP -$7.5m)

+2H FY22 Net Loss of ~$1.7m (PCP -$5.0m)

+Total cash and receivables 31 March 2022 of ~$29.4m, comprised of

$24.4m cash and $5m receivables. This is approximately the same

total position as of December 2021. No debt.

Quarterly signed contracts

and relationship to timing for

recognized revenue ($NZ$)

Takeaways

+This chart shows the approximate nine-

month correlation between the timing of

signed contracts and subsequent timing

to recognized revenue levels. The reason

for this timing lag is that subscription and

transaction contracts are recognized and

delivered over time (normally 12 months),

based on the usage of IKE products.

FY22 was a strong growth period for IKE in relation to our financial

performance, market development, and product development.

Entering FY23, our signed contract backlog is strong (at >$20m at

the time of writing), and our balance sheet is healthy. Our market

in the North American electric utility and communications sector

is stronger than ever in terms of expected ongoing demand for

productivity solutions like ours. Our focus on building a recurring

(subscription) and re-ocurring (transactional) business model along

with continued development of product capability, translates to high

visibility into higher-quality revenue

Despite current valuation headwinds in the public capital markets for

technology companies, we are optimistic about our growth and value

creation prospects for FY23 and beyond.

FY22 - Year in Review

Alex KnowlesGlenn Milnes

Chair and Non-Executive DirectorCEO & Managing Director

CEO and Chair Commentary

Financial

Performance Highlights

62022 ikeGPS Annual Report2022 ikeGPS Annual Report7
Customer and market commentary

+IKE targets North America’s ~3,000 electric utilities, ~200 communications

companies, and their more than 2,000 engineering service providers. Once a

customer, our objective is to embed and expand the use of its software inside

of these large enterprise and infrastructure accounts.

+We have approximately ~350 accounts today, or ~5% of the total number of potential

customers in North America, pointing to the large, long-term growth opportunity and TAM.

+Importantly, our products are relevant to several unglamorous but large

macro-market tailwinds, including:

+More than US$350B is forecasted to be invested into fiber and 5G infrastructure over the

next five-plus years by fiber and communications companies.

+An additional US$60B of investment into rural broadband network development as part of

the Biden administration’s $1 trillion infrastructure bill.

+More than 3,000 electric utilities are needing to address the challenges of network

hardening, development, and maintenance over the coming ten-plus years. Further

pressures on electric utilities include the regulatory requirement to allow communications

companies to attach their fiber and 5G networks onto their power assets and an aging

workforce that is driving a need to introduce technology to replace people.

+Our products are designed to deliver network engineering outcomes that are

faster, safer, and to a higher quality (digitized) data standard.

+Macro risks do continue to be present, in particular the long-tail impacts of

COVID-19 on global supply chains. For IKE, this continues to present ongoing

challenges to reliably source and produce its IKE field tools in the face of

increasing demand.

Operating Scale

From an operating perspective, the broader IKE team grew from

approximately 50 to 85 full time employees. IKE expects that its revenue

and margins will continue grow faster than operating expenses, however

this growth of outside plant experts across the team is important such

that IKE can optimally deliver account management, support, and

deployment into a customer base that includes some of the largest

infrastructure companies in North America.

Leadership Team Development

From a leadership team perspective, the FY22 period saw a deepening of

the leadership group with appointments including Lydia Siloka as Head of

People, Jareth Rossing as Head of Engineering and CIO, Jonathan Brigham

as Director of Operations, and Stephen Fairbrother promoted to Chief

Financial Officer.

Board Development

From a Board perspective, the FY22 period saw the appointment of Eileen

Healy as non-executive director. Eileen is based in San Francisco and joins

IKE with considerable industry experience as the founder of two high-

growth technology companies that served tier-1 infrastructure companies

across the US electric utility and communications market. The period also

saw Rick Christie, chairman of IKE since its NZX listing, stand down from

the role and replaced by LA-based Alex Knowles. Rick continues as a non-

executive director however IKE’s leadership team and the Board would

like to again thank Rick for his considerable work and contribution to the

company as Chair since its earliest days.

Communications &

Utility segment

Takeaways

+IKE has delivered 48% CAGR of recurring

subscription and reoccurring transaction

revenues (shown by the Green and Blue

segments in this chart).

+IKE’s revenue mix has continued to shift

positively over the past four years because

of the investment into extending its

software products.

+This is an important trend in terms of

increased revenue quality that will underpin

predictable growth as IKE continues to

execute on its solution and Pole OS™

strategy.

82022 ikeGPS Annual Report2022 ikeGPS Annual Report9
Sincerely,

Conclusion

Pleasingly, the momentum outlined above has continued into Q1 of FY23.

As referenced, our balance sheet is strong. In Q4 of FY22, we operated on a neutral

basis maintaining a cash & receivables position of ~$29m, demonstrating the operating

leverage in the business as revenue scales without the requirement for significant

increases in our cost base.

Our infrastructure-oriented customer base remains sticky. We believe the next 10 to

20 years will see increasing levels of investment into distribution network development

across North America, which is the engineering work where IKE delivers productivity

outcomes. We seek to build a decades-long relationships with these defensive

customers. We are still very early in terms of market penetration and are excited about

the potential to create value for our customers and shareholders in the years ahead.

Thank you for your support.

Outlook

The level of signed contracts in the year to March 2022 of ~$26m provides the foundation

for strong potential revenue growth in FY23. Our sales pipeline has also continued

to develop robustly. This pipeline consists of opportunities to expand within existing

customer accounts, noting the majority of IKE’s FY22 revenue performance came from

growing existing customers and from opportunities to win new enterprise accounts.

Our focus for FY23 continues on four core themes:

+The delivery of signed contracts in the backlog. IKE expects ~$15-17m of the signed contract

backlog in place today to be recognized in the FY23 period, noting that these signed contracts

are based on our customers delivering network projects and that the timing of the associated

revenue depends on this customer execution.

+In addition to the delivery of the backlog above, to close and recognize revenue in FY23 from

new contracts.

+To continue to build out sales and delivery capability. IKE serves some of the largest

infrastructure and engineering groups in North America, and it is important to have the

right scale of people and processes to optimize customer experience, that in turn underpins

account growth and long-term customer relationships.

+To continue to enhance its three software products via software engineering and user

experience enhancements. This product development will focus on automation and analytics

capability so as to deliver more productivity & value to customers and to increase ARPU.

Alex KnowlesGlenn Milnes

Chair and Non-Executive DirectorCEO & Managing Director

2022 ikeGPS Annual Report11
Brand, Product, and

Technology Overview

Growth of our brand

"We're IKE, The PoleOS™ Company" is our tagline which symbolizes our goal to be the underlying

platform standard in the North American market to enable telecommunications, electric utilities, and

engineering service companies as it relates to their pole & outside plant infrastructure projects.

Watch our “IKE Field to Office” video to see our brand in action >

We're IKE, the PoleOS™ Company

122022 ikeGPS Annual Report2022 ikeGPS Annual Report13
Product & Technology

IKE Office

The IKE Office solution continues to grow in software features and benefits for field-to-office

collaboration. This cloud platform enables customers to measure and manage pole projects and

data quickly and efficiently while allowing them to export IKE Records to their native systems.

Today, more than 300 enterprise customers across North America trust the IKE Office solution.

The payment model is via an annual subscription plus transaction fees.

142022 ikeGPS Annual Report2022 ikeGPS Annual Report15
Product & Technology

IKE Structural - PoleForeman and SagLine

IKE's PoleForeman and Sagline product is one of the most trusted software tools used by engineering

designers at electric utilities, telecom groups, and engineering service providers who want accurate

and consistent analysis that enforces company-specific standards and compliance with minimum NESC

requirements. Today, five of the ten largest electric utilties in North America rely on PoleForeman and

SagLine for their dstribution network design. The business model is an annual subscription.

162022 ikeGPS Annual Report2022 ikeGPS Annual Report17
50kV Transformer

CATV Amplifier - FiberCOM

150614

Owner - BC Utility

Pole Height

40.00 ft

No Violations

Product & Technology

IKE Insight

With the IKE Insight solution, customers gain actionable insights from bulk data and images

using Artificial Intelligence and predictive analytics. Applications include, National Electric

Safety Code violation assessment, Joint Use assessment, As-built assessments for future

network change detection, Right-Of-Way safety and complicance assessment, and others.

The business model is a subscription plus transaction fees.

182022 ikeGPS Annual Report2022 ikeGPS Annual Report19
Blanding St. Collection

IKE Office

Pole 1395

Pole 1396

Pole 1397

Pole 1398

Pole 1399

Pole 1400

Pole 1401

1395ID

2Tag Photos

Wood > 3 > 45 ̊Type

Longitude33.4124433

-84.8189015Latitude

239.60Altitude

Location

2IKE Photo

Power

Communications

Primary Circut #11/0 ACSR

Phase A Height 36’4”

Secondar Circut #11/0 ACSR

Phase A Height

Measure

Communications #11.00” CATV

Height of Attach.

Measure

Blanding St. Collection

IKE Office

Pole 1395

Pole 1396

Pole 1397

Pole 1398

Pole 1399

Pole 1400

Pole 1401

1395ID

2Tag Photos

Wood > 3 > 45 ̊Type

Longitude33.4124433

-84.8189015Latitude

239.60Altitude

Location

2IKE Photo

Power

Communications

Primary Circut #11/0 ACSR

Phase A Height 36’4”

Secondar Circut #11/0 ACSR

Phase A Height

Measure

Communications #11.00” CATV

Height of Attach.

Measure

36’4” - 1/0 ACSR

42’8” - 1395

PoleForeman

Pole Data

Pole Length/Class

NESC Loading District

NESC Construction Grade

Pole Top Extension

55/2 Wood

Wood SYP ANSI 05.1

Pole Setting Depth

8

Soil Classification

None

Elevation0

8

Ice

Heavy

Medium

Light

Grade B

Grade C (Crossing)

Grade C (Elsewhere)

8

Wind

Heights of Attachment (HOA)

Make Ready Recommendations (MRR)

Pole Load Analysis (PLA)

Overall financial momentum

Product & Technology

IKE Analyze

This year, IKE Analyze processed more than 400,000 poles resulting in engineering records in the

form of IKE records for 1. Heights of Attachment (HOA), 2. Pole Load Analysis (PLA), and 3. Make

Ready Recommendations (MRR). IKE Analyze customers typically enjoy more than a 50% reduction

in project costs for pole audits, make-ready engineering, and permit application processes. The

business model is via transaction fees.

202022 ikeGPS Annual Report2022 ikeGPS Annual Report21
Product & Technology

IKE University

IKE University has become a universal training asset for IKE Customers. Customers

consume content via video and instructor-led channels. More than 3,000 engineers

across the industry in North America have become certified IKE experts through the

IKE University curriculum. The business model is via per-course fees.

2022 ikeGPS Annual Report23
Management Team

Glenn Milnes

Chief Executive Officer & Managing Director

Glenn Milnes is the CEO and managing director at ikeGPS,

where he is accountable for the company ’s overall strategy,

performance, and growth. Glenn joined ikeGPS following

more than a decade of leadership roles at organizations

including International Communications group, Cable &

Wireless International, London, where he oversaw a group

of more than 30 fixed and wireless businesses, and No.

8 Ventures.

Before entering the business world, Glenn played

professional cricket in New Zealand, England, and The

Netherlands, representing New Zealand at various levels.

Glenn holds an MBA with Distinction from Imperial College

London, a Bachelor of Science with First-Class Honors

from Oxford Brookes University and a Bachelor of Physical

Education from the University of Otago.

Malcolm Young

Senior VP Structural Analysis and Head of PoleForeman

As VP of Structural Analysis Malcolm is responsible for

the development and delivery of IKE’s structural analysis

products and for the quality control function for IKE

Analyze. Prior to joining IKE, Malcolm was founder and

president of PowerLine Technology – the developer of

IKE’s PoleForeman product – where he built the company

to the position of having some of the largest investor-

owned utilities in North America as embedded customers.

Before that Malcolm held senior engineering management

positions at Alabama Power. Malcolm is a qualified

structural engineer and is considered to be one of the

preeminent thought leaders in the U.S.A. market related to

power poles and a structural analysis.

Jareth Rossking

Head of Engineering

Jareth leads our engineering teams across the IKE Office,

IKE Structural (PoleForeman), and IKE Insight solutions. He

has 10+ years of experience in the information technology

industry specializing in the utility sector. Jareth started

his career as a software developer and grew into the Head

of Engineering role at AgilityCIS, where his team consisted

of 75 developers working across a number of countries

and timezones.

Lydia Siloka

Head of People

Lydia joined IKE in the second half of 2020 to lead our

people function and drive employee engagement. Lydia

joins IKE having been in People leadership positions across

a range of international and growth businesses including as

Senior People Manager at Amazon, Country People Director

at Thales Digital and Security, HR Manager, South Africa for

Teleperformance, and a HR leader at Victoria University.

242022 ikeGPS Annual Report
Corporate Governance

Leon Toorenburg

Chief Technology Officer

Leon Toorenburg is the Chief Technology Officer at ikeGPS,

where he leads the research department to investigate

how to leverage new technologies to simplify and speed up

ikeGPS customers’ workflow.

Leon is the founder of ikeGPS and has been instrumental

in the development of all ikeGPS’ products. He holds

numerous U.S. and international patents on measurement

technologies. Leon holds a Bachelor of Science from

Victoria University and Bachelor of Engineering with honors

from Canterbury University.

Chris Ronan

Chief Marketing and Brand Officer

Chris is IKE’s Chief Marketing Officer where he is

accountable for IKE’s marketing, communications,

brand, and customer experience. Prior to joining IKE, as

the founder & president of two leading North American

digital marketing agencies, Chris led marketing and brand

initiatives for some of the world’s leading companies

including Ford Motor Company, Dell, Air New Zealand,

Emirates Team New Zealand, and SouthWest Airlines among

others, helping these businesses shape their identities and

tell their stories. Before entering the world of commerce

Chris was a semi-professional road cyclist.

Stephen Fairbrother

Chief Finance Officer

Stephen is the Chief Finance Officer at ikeGPS, where

he is responsible for ensuring the financial integrity of

IKE as it scales to meet customer demand and overall

growth. Stephen works closely with all business functions

to support their finance needs for their areas of focus in

the business. Stephen holds a commerce degree from

Victoria University of Wellington. and is a Chartered

Accountant, Australia – New Zealand. He has more than

ten years of experience working alongside and within

growth businesses including several high-performing cloud

platform businesses.

Chris DeJohn

Senior Vice President of Sales and Business Development

Chris brings a wealth of experience in the enterprise and

telecommunications market, having participated in the

emergence and transformation of some of the largest

data, cellular, and voice network infrastructure in the world

throughout his career. He has seen how modernization and

economics fundamentally changed with the application

of new technologies. With the nation’s utility industries

on the verge of a similar radical shift, Chris helps lead

IKE’s application of our cutting edge technology to guide

customers in navigating this evolution.

262022 ikeGPS Annual Report2022 ikeGPS Annual Report27
Alex Knowles

Chair & Director

Appointed as a director in 2011 and Chair 2021

Alex has investing and operating experience with

international companies in the information technology

and transportation industries. Based in Los Angeles,

he was formerly Chief Operating Officer of the largest

international freight forwarder and small parcel

consolidator in the U.S.

Eileen Healy (BS Electrical Engineering)

Independent Director

Appointed as a director in 2021

Serial entrepreneur of two high-tech startups

addressing the U.S. communications market including

Healy & Co, providing outsourced engineering to the

U.S. utility market. Customers include AT&T Mobility,

T-Mobile, Vodafone, Verizon Wireless, Frontier

Communications, and FirstNet. She also founded and

sold Telecompetition Inc., a data analytics company.

Healy & Co’s current contracts include the build of a

greenfield 5G network using ORAN (Open Radio Access

Network) across all of the U.S. for a major mobile

network operator and the transition of a 4G network

from Los Angeles County to AT&T Inc.

Mark Ratcliffe

Independent Director

Appointed as a director in 2020

Mark was the founding CEO of Chorus New Zealand

from 2007 to 2017 where he led the deployment of New

Zealand’s national fiber network. Prior to Chorus Mark

was CIO and COO of Spark (formerly Telecom NZ). Prior

governance roles include Director of 2 Degrees from

2017 to 2020. The majority of his current portfolio is in

the Infrastructure Sector and he is currently the Chair

of First Gas, Tuatahi Fast Fibre and a number of other

private and public sector boards.

Glenn Milnes (MBA (Dist.), BSc (Hons), B PhD)

CEO & Managing Director

Appointed as a CE0 and Managing Director in 2013

Glenn Milnes is the CEO and Managing Director at

ikeGPS, where he is accountable for the company's

overall strategy, performance, and growth. Prior to

leading ikeGPS, Glenn previously held senior executive,

strategy and corporate development positions in

the Communications industry with Cable & Wireless

International, and No 8 Ventures.

Rick Christie (MSc (Hons) Chemistry)

Independent Director

Appointed as a director and Chair in 2014

(Chair from 2014 - 2021)

Rick Christie is the former Chair of Ebos Group, where

he was Chair through much of its growth to become a

$7B+ business today. He has experience on a number

of other major boards, including TVNZ. Rick was

previously CEO of investment company Rangatira Ltd

and had 20 years of executive management experience

in the international oil and gas industry.

Fred Lax (MSEE AND BSEE)

Independent Director

Appointed as a director in 2014

Fred Lax is an executive leader with extensive global

experience in the telecommunications industry and

related technologies. Based in California, he is a former

director of NASDAQ listed Ikanos Communications Inc.

(acquired by Qualcomm Atheros), and former Chief

Executive Officer and President of NASDAQ listed

Tekelec, Inc.

Board of Directors

+Constitution

+Corporate Governance Code

+Code of Ethics

+Diversity Policy

+Securities Trading Policy

+Continuous Disclosure Policy

+Nominations and Remuneration Committee Charter

+Audit and Risk Management Committee Charter

ikeGPS Group Limited (“the Group”) is a New Zealand company. Its shares are quoted on the New Zealand Stock

Exchange (NZX) and Australian Securities Exchanges (ASX). The Group became a foreign exempt listed issuer on

the ASX in September 2016.

On our website: https://ikegps.com/investors/ you will find the following corporate governance documents

referred to in this section:

Corporate governance statement

Under NZX Rule 3.7.1 and 3.8.1, NZX has a set of principles and recommendations, the NZX Corporate Governance

Code, that listed companies must report against. The overarching purpose of the NZX Code is to promote

good corporate governance. The Board considers that, as at 31 March 2022, the Company complies with the

recommendations set by the NZX Corporate Governance Code, except where it deems alternative measures are

more appropriate as disclosed.

Board composition and performance

Board composition

The structure of the Group’s Board and its governance arrangements are set out in the Company ’s Constitution

and in the Board’s written Charter setting out the Board’s roles and responsibilities. The management and control

of the business of the Group are vested in the Board. The Charter sets out the matters reserved for our decision-

making, including (amongst other key matters) the establishment of the Company ’s overall strategic direction

and strategic plans.

Management is responsible for implementing the strategic objectives, operating within the risk appetite the

Board has set, and for all other aspects of the day-to-day running of the Company.

The Board delegates the day-to-day leadership and management of the Company to the CEO. The delegations

are set out in the Board Charter and in a Delegated Authority framework, which also sets out authority levels for

types of commitments that the Company ’s management can make.

The nominations and remuneration committee identifies and recommends to the Board individuals for

nomination as members of the Board and its Committees taking into account such factors as it deems

appropriate, including experience, qualifications, judgment, and the ability to work with other Directors.

Board meetings

Between 1 April 2021 and 31 March 2022, 8 Board meetings were held. All meetings were attended by all Directors

(or committee members) apart from one meeting in April where Bill Morrow was absent.

Board composition

The Board considers its composition in accordance with the institute of directors’ framework. The Directors

believe the respective skills and experience of individual Directors to be complementary, appropriate for the

Group, balanced, and reasonably diverse. The Group’s Directors have expertise and experience in strategy

development, executive leadership, acquisitions and divestment, technology, data, corporate responsibility,

governance, legal and regulatory matters, public policy, and finance (including the assessment of financial

controls). In accordance with the applicable listing rules, all directors are re-elected within three years or on the

third annual general meeting following their appointment.

282022 ikeGPS Annual Report2022 ikeGPS Annual Report29
Director independence

The Board Charter requires that at least two Directors be independent and sets out circumstances

in which a Director will not be regarded as independent.

The Board assesses Director independence against the criteria in the Charter. The Board consider

the following Directors to be independent at present, Rick Christie, Bill Morrow (resigned 30 April

2021), Mark Ratcliffe, Fred Lax, and Eileen Healy.

In October 2021, Alex Knowles was appointed as Chair during the year. At this time, Alex was

associated with the Bernie Knowles and MB Trust, which was a substantial product holding of the

company of 7.2%. As disclosed under Section 276 of the Financial Markets Conduct Act 2013, on 1

April 2022, the Trust transferred its shares to the TEK Trust, an entity not associated with Alex.

Diversity policy

The Group fosters an inclusive working environment that promotes employment equity and

workforce diversity at all levels, including within the executive team and Board. The Diversity

policy is available on the investor relations website.

A gender breakdown of Directors and officers of the Group and its subsidiaries as at 31 March

2021 and 31 March 2022 is detailed below. For the purposes of accurate disclosure, Glenn Milnes is

shown both as a Director and an officer.

20222021

Directors

Male56

Female 1-

Officers

Male 22

Female--

Director training

Each Director undertakes appropriate education to remain current in how to best perform their

duties as Directors. Individual Directors maintain membership of relevant bodies such as the

Institute of Directors and receive information independently and from management in relation to

specific issues relevant to the Group, the markets in which it operates, or to NZX and ASX listed

companies generally.

Board performance

On a regular basis the Board reviews how it is performing. The review process comprises a group

self-evaluation relating to Board and committee composition and performance. The board will

next perform this process in July 2022. The Board believes this process is effective and believes

it helps to refine the Group’s strategy-setting processes and the information provided in Board

papers. Broadly, the Board is satisfied that the Board and its committees are operating well and

that the performance process used is both effective and suited to the company.

Remuneration

Remuneration of directors

Directors’ fees are currently set at a maximum of $324,500 for the non-

executive Directors. The actual amount of fees paid in the year up to 31 March

2022 was $ 319,41 7.

Directors' fees and other remuneration and benefits (including share option

expense) from the Company recognized in profit or loss during the accounting

period ended 31 March 2022 are as follows:

Each Director is separately entitled to be reimbursed for reasonable traveling,

accommodation, and other expenses incurred in performing their role

as a Director.

*Glenn Milnes received salary, STI, and entitlements in US$ as employee of ikeGPS Inc. The

remuneration shown above has been converted to NZ$ at the average rate for the month each

transaction took place. Glenn received no remuneration in his capacity as a Director of the Group.

Director

Salary & Board FeesShare Option Expense and other Benefits

Richard Christie

73,33393,556

Eileen Healy

5 3,7 5 0102,196

Alex Knowles

64,50093,556

Frederick Lax

6 7, 5 0 093,556

William Morrow

(resigned April 2022)

4,16 7158

Mark Ratcliffe

5 6,16 753,380

Glenn Milnes*

836,266286,783

To t a l$1,155,683$723,185

No Director of either of the Group’s subsidiaries receives any remuneration in

that capacity.

Options granted to Directors are stated below in Directors’ relevant interests.

The total Directors remuneration pool for FY23 is set at $320,000. The last

increase in Directors’ fees was made with effect from February 2022.

302022 ikeGPS Annual Report2022 ikeGPS Annual Report31
Chief Executive Officer (CEO)

Glenn Milnes’s employment agreement for his role

as CEO commenced in July 2010. His agreement

reflects appropriate standard conditions for a CEO of

a listed company.

Glenn’s remuneration is a combination of fixed salary

and incentive arrangements. The incentives are a

Short Term Incentive (STI) component set at up to

50% of base salary, linked to specific financial and

non-financial targets set annually by the Board, and a

Long Term Incentive (LTI) component set at up to 50%

of base salary, in employee stock options.

Glenn’s base salary for the year to 31 March 2022

was US$400,000, and he received a bonus(STI) in

calendar 2021 of US$125,000.

Glenn had 1,239,000 employee stock options as of 31

March 2022 of which 539,000 [with an exercise price

of $1.06] was granted on 8 July 2021.

The remaining employee stock options have vesting

dates from 2020 to 2026. Vesting at each date is

dependent on him remaining an employee at the

applicable vesting date.

Remuneration of employees

The Group aims to have a remuneration framework

and policies to attract and retain talented and

motivated people.

The Company wants to:

+Be recognized as a great place to work, and attract,

retain and motivate high-performing individuals.

+Align employee incentives with the achievement of

good business performance and shareholder return.

+Recognize and reward individual success while

encouraging teamwork and a high-performance

culture.

+Be competitive in the labour market.

+Be fair, consistent, and easy to understand.

Employee remuneration principles

The Group uses market data to determine

competitive salary and total remuneration levels

for all staff. The Group makes allowance for

individual performance, scarcity of skills, internal

relativities, and specific business needs. The Group

is operating in a growth industry and has a skilled and

mobile workforce.

All employees have fixed remuneration. Selected

employees have the potential to earn a Short Term

Incentive (STI) and Long Term incentive (LTI).

Ethical Behaviour

Code of conduct

The Group has a Code of Ethics, setting out the

ethical and behavioural standards expected of

Directors and staff. Directors and staff are also

expected to uphold the Group's values.

Whistleblowing

The Group Code of Ethics includes specific direction

on action to be taken by a person who suspects a

breach of the Code.

Avoiding conflicts of interest

The Board is updated at each meeting on changes

in Directors’ interests and any potential conflicts.

The register records relevant transactions and

our disclosures of interests. A current listing of

Directors’ interests is found on page 36.

Trading in securities

The Groups Directors are restricted from trading in

the Group's shares under New Zealand law and by the

Group's Security Trading Policy. This policy applies

to both Directors and employees. The policy details

“blackout periods” where trading is forbidden, as well

as a process for authorization at other times.

Our Director's current shareholdings are set

out on page 37.

Committees

The Board committees review and consider in

detail the policies and strategies developed by

management. They examine proposals and make

recommendations to the Board. They don’t take

action or make decisions on behalf of the Board

unless specifically mandated to do so.

During the FY22 year, the Group’s standing Board

committees were the:

+Audit & risk management committee

+Nominations and Remuneration committee

322022 ikeGPS Annual Report2022 ikeGPS Annual Report33
Audit & Risk Management (ARC) committee:

Fred Lax (chair), Mark Ratcliffe, Glenn Milnes

The committee members are independent Directors

with the exception of Glenn Milnes (executive

director). Due to the diversity of the business

operations, it is deemed appropriate that Glenn

Milnes is a member of the ARC. In accordance

with the NZX Code, the Audit & Risk Management

Committee is chaired by an Independent Director,

Fred Lax, who is not the Chair of the Board. Fred has

extensive governance experience and has been ARC

Chair with other public companies.

The committee’s Charter is set out on the investor

relations website. The committee met seven times

in the year to 31 March 2022. Management attends

meetings only at the committee's invitation, and

at least annually, the committee meets with the

external auditors with management excluded.

Nominations and Remuneration committee:

Eileen Healy (chair), Mark Ratcliffe, Fred Lax

The committee members are independent Directors.

The committee met on four occasions in the year

to 31 March 2022. This committee has oversight of

matters of recruitment, retention, and remuneration.

Other committee matters

The Board will occasionally appoint a committee of

Directors to consider or approve a specific proposal

or action if the timing of meetings or availability of

Directors means the matter cannot be considered by

the full Board. Their deliberations and decisions are

reported back to the Board not later than the next

meeting following.

Takeover protocol

The Board has decided not to establish a takeover

committee or protocols documenting the procedure

to be followed in the event it receives a takeover

offer. The Board has determined that due to

the current size and make-up of the Board, it is

sufficiently independent and can manage a takeover

process and any additional issues effectively as a

whole Board, should it arise.

Reporting and disclosure

Financial reporting

The Board is responsible for ensuring the integrity

of the Group’s reporting to shareholders, including

for financial statements that comply with generally

accepted accounting practices. The Board’s ARC

oversees the quality, reliability, and accuracy of the

financial statements and related documents (the

ARC role is described fully in its Charter). In doing so,

the committee makes inquiries of management and

external auditors (including requiring management

representations) so that the committee can be

satisfied as to the validity and accuracy of all aspects

of the Group’s financial reporting.

The CEO and CFO certify to the Board that the

integrity of the financial statements is founded on

a sound system of risk management and internal

compliance and control.

Non-financial reporting

The Group has not adopted a formal environmental,

social, and governance (ESG) reporting framework

at this time. The Group’s assessment of exposure

to non-financial risks, including economic,

environmental, and social sustainability risks,

is incorporated into the Comprehensive and Key

Risk assessments that we refer to under risk

management. The Group is predominantly an office-

based software company with minimal impact on

non-financial risks.

Disclosure to the market

The Group has a written disclosure policy – the

Continuous Disclosure Policy, found on the investor

relations site. It sets out requirements for full and

timely disclosure to the market of material issues so

all stakeholders have equal access to information.

The Board reviews and approves material

announcements. The Board specifically consider

with management at each Board meeting whether

there are any issues which might require disclosure

to the market under the NZX and ASX continuous

disclosure requirements.

Information for investors

The Group’s annual meeting will be held virtually

on Thursday, 29 September 2022. A notice of

the meeting and proxy form will be circulated

to shareholders closer to the time. The external

auditors, Grant Thornton, will respond to any

questions submitted prior to the meeting.

Risk management

The Group has an enterprise risk management

framework in place to identify, quantify and monitor

risks. That framework categorizes the enterprise

risks and sets out specific actions to effectively

manage each risk. Management reviews the

enterprise risk register. The Group doesn’t have an

internal audit function.

Health and Safety Risk

The Group values our people's health, safety, and

wellness, and we believe that everyone should be

able to work in an environment where risks are

managed and controlled. Management has adopted

health, safety, and wellness measures to address and

mitigate identified risks.

The Group is a relatively low-risk office-based

business. However, we do have employees

performing training and, in some instances, fieldwork

for customers. The Board is conscious of these risks

to employees and have viewed the actions currently

in place to mitigate these. The frequency of incidents

has been very low, so the Board has not required

LTIFR reporting to date.

Auditors

The Group has an external Auditor Policy that

requires the external auditor to be independent and

to be seen as independent. The Board is satisfied that

there is no relationship between the auditor and the

Group or any related person at this time that could

compromise the auditor’s independence. The Board

also obtained confirmation of independence formally

from the auditor. To ensure full and frank dialogue

amongst the ARC and the auditors, the auditor ’s

senior representatives meet separately with the ARC

(without management present) at least once a year.

Non-audit work

The Audit Independence Policy sets out restrictions

on non-audit work that the auditor can perform.

Shareholder rights and relations

The Group’s financial reports and corporate

governance documentation is available on the

group’s website https://ikegps.com/investors/.

The Group keeps shareholders informed through

periodic reporting to NZX and ASX and through its

continuous disclosure. The Group provides briefings

and presentations to media and analysts (which are

made immediately available on the investor relations

website) and communicates with shareholders

through periodic reports, annual shareholder

meetings, as well as through a range of releases

to media on matters which the company believes

will interest shareholders and members. The Group

encourages shareholders to refer to the investor

relations website and to receive annual and half-

year reports electronically. Still, hard copies of

the reports can readily be obtained from the share

registrar, Link Market Services Limited. The Group

takes care to write all shareholder communications

in a clear and straightforward way and to limit the

use of jargon.

2022 ikeGPS Annual Report35
Disclosures

Audit Fees

The amounts payable to Grant Thornton as

auditor of the Group are as set out in Note 6 to the

financial statements.

Subsidiary company Directors

The following people held office as Directors of

subsidiary companies of the Group on 31 March 2022:

1. ikeGPS Inc: Glenn Milnes

2. ikeGPS Limited: Rick Christie

Dividends

As part of the Group's growth plans, dividends are

not currently paid, and the Board did not declare a

dividend in respect of the period ending 31 March 2022,

nor does it expect to declare any dividends during the

period ending 31 March 2023.

Net Tangible Assets

The Net Tangible Assets per security on 31 March 2022

was $0.16 (31 March 2021: $0.06).

NZX Waivers

There were no waivers obtained or relied on during the

period to 31 March 2022.

The Group’s officers as at 31 March 2022, and their

respective roles, were as follows:

Glenn Milnes, Chief Executive Officer

Stephen Fairbrother, Chief Financial Officer

Annual Meeting

The Group will hold a fully virtual Annual Meeting

of shareholders on 29 September 2022. A notice

of Meeting and Proxy Form will be circulated to

shareholders closer to the time.

362022 ikeGPS Annual Report2022 ikeGPS Annual Report37
DirectorInterestDeclaration

Rick Christie - Independent DirectorNo conflicting interests

Solnet GroupDirector

National e-Science Infrastructure (NeSI)Chair

Institute of Directors National CouncilElected Member

Wellington Branch Institute of DirectorsChair

The Royal Society of NZ Endowment TrustChair

Glenn Milnes - CEO & Managing DirectorNo conflicting interests

Orange Sustainability Group LtdDirector

Alex Knowles - ChairNo conflicting interests

Alphian Investments LtdDirector

A Way To Move IncDirector

Xenon FS LLCBoard Member

AWA Shipping / Intelligent SCM LLCBoard Member

Epe Frame Metal SpaDirector

Framemax Systems IncDirector

Climate Coatings LtdDirector

Bill Morrow - Independent Director (resigned 30 Apr 2021)No conflicting interests

2019 Daisie LtdDirector

Mark Ratcliffe - Independent DirectorNo conflicting interests

Mark Ratcliffe Consulting LtdDirector

Ratcliffe Barker Family Trust

Trustee and

Beneficiary

First Gas and related companies; Gas Services Ltd, Gas Services NZ,

Midco Ltd, Gas Services SPV1 Ltd and Rock Gas Ltd

Chair

Kaibosh Charitable TrustTr u s t e e

The Guildford Timber Company LtdChair

WilliamsWarn NZ Ltd and WilliamsWarn Holdings LtdChair

Te Aranga AllianceChair

Spencer Henshaw Ltd and subsidiary SW Scaffolding LtdChair

Tuatahi First Fibre Ltd and related companies; First Fibre Midco Ltd,

First Fibre BidCo Ltd, UFF Holdings Ltd

Acting Chair

Eileen Healy - Independent DirectorNo conflicting interests

Healy & CoDirector

Eileen M Healy Revocable Living TrustTr u s t e e

DateDirector

Registered holder /

Associated entity

Class of financial

product

Acquired /

(Disposed of)

Consideration

$

Notes

7/04/2021

Glenn

Milnes

Glenn MilnesOrdinary shares6 5,7 866 3,15 5

Exercised

share option

7/04/2021

Rick

Christie

Rick ChristieOrdinary shares109,342104,968

Exercised

share option

19/08/2021

Alex

Knowles

BK and MK TrustOrdinary shares1,455,5641,448,246

Placement

participent

3/09/2021

Rick

Christie

Richard ChristieOrdinary shares10,00010,000

Share

purchase plan

Size of shareholdingNumber of holders% of holdersTotal shares held% of shares

1-1,00044418.1 4%301,6550.19%

1,001-5,00097639.87%2,898,9601.82%

5,001-10,00037415.28%2,913,6251.83%

10,001-50,00047419.36%11,110,4486.97%

50,001-100,000823.35%5,893,4453.70%

Greater than 100,000984.00%136,178,60585.49%

To t a l2,448100%159,296,738100%

Entries recorded in interests register

The following are particulars of entries made in the Group’s interests register pursuant to section 140 of the

Companies Act 1993 for the period 1 April 2021 to 31 March 2022 (including in respect of those Directors who are

Directors of the Group’s subsidiaries).

Director share dealing

Spread of security holders

Security holders as at 31 March 2022

Statement of Directors’ relevant interests

Directors (including Directors of subsidiary companies) held the following relevant interests in equity securities

of the Group as at 31 March 2022.

Quoted Shares

With beneficial

interest

As trustee or

associated person of

registered holder

Total number of

ordinary shares 31

March 2021

Unlisted options to

acquire ordinary share

Richard Christie

301,307-301,307299,999

Alex Knowles

-11,522,50311,522,503300,000

Glenn Milnes

1,071,920120,3001,192,2201,239,000

Frederick Lax

494,828-494,828300,000

Eileen Healey

---250,000

Mark Ratcliffe

-163,964163,964350,000

To t a l1,868,05511,806,76713,674,8222,738,999

382022 ikeGPS Annual Report2022 ikeGPS Annual Report39
RankShareholderHolding% total shares on issue

1David Jonathon Wilson & Nicola Jane Wilson26,7 91,5 5 316.8%

2

Douglas Irrevocable Descendants Trust, Douglas Family Trust

& K&M Douglas Trust

13,7 6 6,9 2 28.6%

3Mr Scobie D Ward12,738,6738.0%

4Naomi Knowles Lane & Veronica Paulina Lawrie11,522,5037. 2 %

5J P Morgan Nominees Australia Pty Limited9,1 7 6,9 2 95.8%

6HSBC Custody Nominees (Australia) Limited6,613,5604.2%

7Forsyth Barr Custodians Limited4, 5 5 7, 2 0 32.9%

8FNZ Custodians Limited4,323,9952.7%

9National Nominees Limited3,874,9282 .4%

10Leveraged Equities Finance Limited3,143,0952.0%

11Accident Compensation Corporation2,563,5511.6%

12Cs Third Nominees Pty Limited2,445,5511.5%

13New Zealand Permanent Trustees Limited2 ,1 1 7, 9 2 71.3%

14Nzvif Investments Limited1,685,0291.1%

15Malcolm Young1,6 4 6,11 71.0%

16New Zealand Depository Nominee1,47 3,3 6 60.9%

17Hector Rex Nicholls & Kerry Leigh Prendergast1,462,4740.9%

18Dongwen Xiong1,451,4350.9%

19HSBC Nominees (New Zealand) Limited1,414,6260.9%

20Custodial Services Limited1,412,0460.9%

To t a l114,181,4837 1.7%

NameShareholding%Nature of relevant interest

David Jonathan Wilson and Nicola Jane

Wilson

26,7 91,5 5 316.82%

Registered holder and beneficial owner of

financial products

Douglas Irrevocable Descendants Trust,

Douglas Family Trust & K&M Douglas Trust

13,7 6 6,9 2 28.6 4%

Registered holder and beneficial owner of

financial products

Scobie Ward12,738,6738.00%

Registered holder and beneficial owner of

financial products

Naomi Knowles Lane & Veronica Pauline

Lawrie

11,522,5037.23%

Registered holder and beneficial owner of

financial products

Twenty largest registered shareholders

As at 31 March 2022

Substantial product holders

According to notices given under the Securities Markets Act 1988 and the Financial Markets Conduct Act 2013 as

at 31 March 2022, the following were substantial product holders in respect of the 159,296,738 ordinary shares of

the Group on the issue as at 31 March 2022 (being the Group's only class of quoted voting securities):

BandNumber of employeesBandNumber of employees

$100,000 to $109,9997$370,000 to $ 379,999-

$110,000 to $119,9995$380,000 to $ 389,999-

$120,000 to $129,9993$390,000 to $ 399,999-

$130,000 to $139,9997$400,000 to $ 409,9991

$140,000 to $149,9995$410,000 to $ 419,9992

$150,000 to $159,9991$420,000 to $429,999-

$160,000 to $169,9992$430,000 to $439,999-

$170,000 to $179,9991$440,000 to $449,999-

$180,000 to $189,9991$450,000 to $459,999-

$190,000 to $199,9992$460,000 to $469,999-

$200,000 to $209,999-$470,000 to $479,999-

$210,000 to $219,9992$480,000 to $489,999-

$220,000 to $229,9991$490,000 to $499,999-

$230,000 to $239,9991$500,000 to $509,999-

$240,000 to $249,999-$510,000 to $519,999-

$250,000 to $259,9992$520,000 to $529,999-

$260,000 to $269,9991$530,000 to $539,999-

$270,000 to $279,999-$540,000 to $549,999-

$280,000 to $289,999-$550,000 to $559,999-

$290,000 to $299,999-$560,000 to $569,999-

$300,000 to $309,999-$570,000 to $579,999-

$310,000 to $319,9991$580,000 to $589,999-

$320,000 to $329,999-$590,000 to $599,999-

$330,000 to $339,999-$600,000 to $609,999-

$340,000 to $349,9991$610,000 to $619,999-

$350,000 to $ 359,9994$620,000 to $629,999-

$360,000 to $ 369,999-$630,000 to $639,999-

$640,000 to $649,9991

To t a l51

Employee Remuneration

The following table shows the number of current or former employees (excluding employees holding office as

Directors) who received remuneration and other benefits (excluding, non-cash share-based payments, and

payments made under an asset purchase agreement entered into as part of a business combination) in excess of

$100,000 from the subsidiary companies of the Group during the year ended 31 March 2022:

Donations

No member of the Group made any significant donations during the financial year. The Group undertakes regular

promotional sponsorship activity through a variety of channels.

Consolidated
Financial Statements

Year End // 31 March 2022

Independent Auditor's Report

Consolidated Statement of Profit or Loss and other Comprehensive Income

Consolidated Statement of Changes in Equity

Consolidated Statement of Financial Position

Consolidated Statement of Cash Flows

Notes to the Consolidated Financial Statements

41-44

45

46

47

48

4 9 -74




Independent auditor’s report

To the shareholders of ikeGPS Group Limited


Report on the audit of the consolidated financial statements



Opinion

We have audited the consolidated financial statements of ikeGPS Group Limited (the Company), including

its subsidiaries (the Group) on pages 45 to 74 which comprise the consolidated statement of financial

position as at 31 March 2022, and the consolidated statement of profit or loss and other comprehensive

income, consolidated statement of changes in equity and consolidated statement of cash flows for the

year then ended, and notes to the consolidated financial statements, including a summary of significant

accounting policies.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial

position of the Group as at 31 March 2022 and of 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 International Code of Ethics for Assurance Practitioners (including

International Independence Standards) (New Zealand) issued by the New Zealand Auditing and

Assurance Standards Board and the International Code of Ethics for Professional Accountants (including

International Independence Standards) issued by the International Ethics Standards Board for

Accountants (IESBA Code), 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 relationship with, or interests in, the Group.


Other matter

The consolidated financial statements of the Group for the year ended 31 March 2021 were audited by another auditor who

expressed an unmodified opinion on those statements on 29 June 2021.

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 year. 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.


Description of the key audit matter How our audit addressed the key audit matter

Impairment assessment and the carrying value of

assets

As disclosed in Note 3, Significant accounting policies, the

Group has undertaken an assessment of the carrying value

of its assets including intangible assets on an annual basis

in accordance with NZ IAS 36 Impairment of Assets. The

continued losses from ike products and services and

identified cash generating units (CGUs) are indicators of

impairment. In addition, certain CGU’s hold intangible

assets under development that are not yet ready for use,

and accordingly these CGU’s are also assessed for

impairment.

The impairment assessments were a key audit matter due

to the materiality of the assets, the risk of impairment, and

the significant level of judgement applied in estimating future

cash flows and other key assumptions in determining the

recoverable amount of a CGU.

To determine whether the carrying value of assets including

intangibles is reasonable, management performed an

impairment assessment on a value-in-use (VIU) basis for its

four CGUs:

• ike core platform, development assets, property, plant

and equipment, leased assets and working capital

(CGU1).

• Spike inventory, development assets and Software

Development Kit (CGU2).

• Pole Forman software, customer contracts and

relationships and training materials (CGU3); and

• Visual Globe software, customer relationships and

goodwill (CGU4).

These assessments were based on discounted cashflow

models using the Board approved budget for the year

ending 31 March 2023 and then extrapolating cash flows for

subsequent years. The Board approved budgets have been

adjusted to meet the requirements of NZ IAS 36 Impairment

of Assets.

Key assumptions for CGU1 include:

• Average forecast annual revenue growth of 31%.

• A growth rate of 2% to determine the terminal value;

and

• A pre-tax discount rate of 16.4%.

Key assumptions for CGU2 include:

• Forecasted annual growth of 5% year-on-year in sales

volumes

• A remaining useful life of five years with no terminal

value; and

We performed procedures to evaluate and challenge the

Group’s determination of CGUs. This included reviewing

internal management reporting to assess the level at which

the Group monitors performance, comparing CGUs to our

knowledge of the Group’s operations and reporting systems,

and reconciling assets allocated to CGUs to accounting

records.

We obtained management’s impairment assessments and

tested the mathematical accuracy of the VIU calculations.

We considered and challenged key assumptions and used

our internal valuation experts to assess the valuation

methodology’s compliance with NZ IAS 36, and the

appropriateness of the post-tax discount rates and terminal

growth rates, based on their experience and external

evidence.

We compared the forecast cash flows used for the year

ending 31 March 2023 to the Board approved business plan:

• For CGU1, we also compared historical performance

against budget, investigated material differences and

considered the impact on future cash flow forecasts.

• For CGU2, we made specific considerations of historic

sales volumes over the previous three years and

management plans for the Spike product line.

• For CGU3, we obtained management’s assessment of

impairment and we assessed whether this assessment

was consistent with our understanding of the operations

and environment of the business and checked for the

existence of any external sources of information. We

also evaluated whether intangible assets that were not

ready for use should be part of the CGU and

impairment tested accordingly.

• For CGU4, we considered the financial performance of

the CGU since acquisition to determine whether this

was consistent with forecast performance assessed at

acquisition date. We also reviewed the contingent

consideration regarding CGU4 due to the vendor based

on forecast revenue milestones that align to projections

used in the VIU calculations for CGU4.

We concur with management’s assessment that:

• The recoverable amounts of CGU1, CGU3 and CGU 4

are in excess of their carrying values; and

• The carrying value of CGU2 is impaired by $0.1 million

based on management’s VIU calculations.

We audited the disclosures in the consolidated financial

statements to ensure they are compliant with the

requirements of the relevant accounting standards.

• A pre-tax discount rate of 13.5%.
Key assumptions for CGU3 include:

• Average forecast annual revenue growth of 10%

• A growth rate of 2% to determine the terminal value;

and

• A pre-tax discount rate of 14.4%.

Key assumptions for CGU4 include:

• FY23 growth of 433%;

• Average annual revenue growth of 75% over the

following four years;

• A growth rate of 2% to determine the terminal value;

and

• A pre-tax discount rate of 33.6%.

Based on management’s assessments, an impairment of

$0.1 million was recognised in respect to CGU2 and

attributed to development assets.

Refer to notes 3 and 12 in the consolidated financial

statements for disclosures on the impairment assessment of

the carrying value of assets.

Information Other than the Financial Statements and Auditor’s Report thereon

The Directors are responsible for the other information. The other information comprises the information included in the Annual

Report but does not include the consolidated financial statements and our auditor’s report thereon. The Annual Report is

expected to be made available to us after the date of this auditor’s report.

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

identified above when it becomes available 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.

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 New Zealand equivalents to International Financial Reporting Standards 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 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 consolidated 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/standards/assurance-standards/auditing-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 the Company’s shareholders, as a body, for our audit work, for this report or for the opinion we have

formed.

Grant Thornton New Zealand Audit Limited




B R Smith

Partner

Wellington

30 May 2022

The ac
companying notes form part of, and should be read in conjunction with, these financial statements.

Consolidated statement of profit or loss and other

comprehensive income

Note20222021

Continuing operationsNZ$'000NZ$'000

Operating revenue515,965 9,324

Cost of revenue(6,077) (3,403)

Gross profit9,888 5,921

Other income565 915

Foreign exchange gains/(losses)446 (553)

Movement of fair value assets and liabilities1,269 (178)

Total other income, gains, and losses1,780 184

Support costs(452) (428)

Sales and marketing expenses(6,467) (5,556)

Research and engineering expenses(5,825) (2,394)

Corporate costs(6,712) (5,165)

Expenses6(19,456) (13,543)

Operating loss(7,788) (7,438)

Net finance (expense)/income(69) (55)

Net loss before income tax(7,857) (7,493)

Income tax (expense)/credit7- -

Loss attributable to owners of ikeGPS Group Limited(7,857) (7,493)

Other comprehensive loss

Exchange differences on translation of foreign operations(49) (972)

Comprehensive loss(7,906) (8,465)

Basic and diluted loss per share 19 $ (0.05) $ (0.06)

Year ended 31 March

Group

45

The ac
companying notes form part of, and should be read in conjunction with, these financial statements.

Consolidated statement of changes in equity

Share

capital

Accumulated

losses

Share-

based

payment

reserve

Foreign

currency

translation

reserve

Total

NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000

Balance at 1 April 202061,498 (52,324) 753 381 10,308

Net loss for the year after tax- (7,493) - - (7,493)

Currency translation differences- - - (972) (972)

Total comprehensive loss for the year- (7,493) - (972) (8,465)

Transactions with owners:

Issue of ordinary shares from share placement

and share purchase plan

18,465 - - - 18,465

Recognition of vesting of share-based options- - 656 - 656

Issue of shares from exercise of share options446 - (311) - 135

Share-based options forfeited during the year- (36)- (36)

Equity movements arising from business

combinations

523 - 116 - 639

Total transactions with owners19,434 - 425 - 19,859

Balance at 31 March 202180,932 (59,817) 1,178 (591) 21,702

Share

capital

Accumulated

losses

Share-

based

payment

reserve

Foreign

currency

translation

reserve Total

NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000

Balance at 1 April 2021 80,932 (59,817) 1,178 (591)

21,702

Net loss for the year after tax- (7,857) - - (7,857)

Currency translation differences- - - (49) (49)

Total comprehensive loss for the year- (7,857) - (49) (7,906)

Transactions with owners:

Issue of ordinary shares from share placement

and share purchase plan

23,130 - - - 23,130

Recognition of vesting of share-based options- - 1,595 - 1,595

Issue of shares from exercise of share options204 - (204) - -

Share-based options forfeited during the year- - (55) - (55)

Equity movements arising from business

combinations

485 - 254 - 739

Total transactions with owners23,819 - 1,590 - 25,409

Balance at 31 March 2022104,751 (67,674) 2,768 (640) 39,205

46

The ac
companying notes form part of, and should be read in conjunction with, these financial statements.

Consolidated statement of financial position

Note20222021

ASSETSNZ$'000 NZ$'000

Current assets

Cash and cash equivalents824,354 11,342

Trade and other receivables94,959 2,630

Prepayments1,284 254

Contract costs191 -

Financial instruments33 -

Inventory101,003 798

Total current assets31,824 15,024

Non-current assets

Property, plant, and equipment111,803 1,053

Intangible assets1214,135 13,845

Inventory10269 352

Lease assets13210 434

Total non-current assets16,417 15,684

Total assets48,241 30,708

LIABILITIES

Current liabilities

Trade and other payables141,756 960

Employee entitlements676 303

Provision2440 711

Other liabilities152,651 3,894

Lease liabilities13232 339

Deferred income53,575 2,449

Total current liabilities8,930 8,656

Non-current liabilities

Other liabilities15- 148

Lease liabilities13- 174

Deferred income5106 28

Total non-current liabilities106 350

Total liabilities9,036 9,006

Total net assets39,205 21,702

EQUITY

Share capital18 104,751 80,932

Share-based payment reserve212,768 1,178

Accumulated losses(67,674) (59,817)

Foreign currency translation reserve(640) (591)

Total equity39,205 21,702

As at 31 March

Group

Director Date: 30 May 2022 Director Date: 30 May 2022

NZ (New Zealand Time) NZ (New Zealand Time)

47

The
accompanying notes form part of, and should be read in conjunction with, these financial statements.

Consolidated statement of cash flows

Note20222021

NZ$'000NZ$'000

Cash flows from operating activities

Cash receipts from customers 14,784 8,611

Cash paid to suppliers and employees (21,289) (12,869)

Payment of low value and short term leases 13(28) (59)

Paycheck protection programme payments - 838

Interest paid (69) (63)

Net cash used in operating activities 8(6,602) (3,542)

Cash flows from investing activities

Purchases of property, plant, and equipment (1,761) (844)

Additions to intangible assets (1,821) (1,192)

Purchase of assets in business combination - (4,600)

Purchase of financial instruments (106) -

Interest received - 8

Net cash used in investing activities (3,688) (6,628)

Cash flows from financing activities

Payment of principal portion of lease liabilities (308) (271)

Exercising of share options - 135

Proceeds from issuance of shares 23,130 18,495

Net cash from financing activities 22,822 18,359

Net increase in cash and cash equivalents 12,532 8,189

Cash and cash equivalents at 1 April 11,342 4,327

Effect of exchange rate fluctuations on cash held 480 (1,174)

Cash and cash equivalents 24,354 11,342

Year ended 31 March

Group

48

Notes to the consolidated financial statements for
the year ended 31 March 2022

1. Reporting Entity

ikeGPS Group Limited is a limited liability company domiciled and incorporated in New Zealand, registered under

the Companies Act 1993 and listed on the New Zealand Stock Exchange (‘NZX’) and Australian Securities

Exchange (‘ASX’). It is an FMC reporting entity for the purposes of the Financial Markets Conduct Act 2013. The

consolidated financial statements for the year ended 31 March 2022 comprise ikeGPS Group Limited and its

subsidiaries (together referred to as the ‘Group’), which comprises of ikeGPS Limited (‘ikeGPS Ltd’) and ikeGPS

Incorporated (‘ikeGPS Inc’).

The principal activity of the Group is that of design, sale, and delivery of a solution for the collection, analysis,

and management of distribution assets for electric utilities and communications companies.

The consolidated financial statements were authorised for issue by the Directors on 30 May 2022.

2. Basis of preparation

The consolidated financial statements for the year ended 31 March 2022 have been prepared in accordance

with the requirements of the Companies Act 1993 and Financial Reporting Act 2013.

The consolidated financial statements of the Group have been prepared in accordance with New Zealand

Generally Accepted Accounting Practice (‘NZ GAAP’). The Group is a for-profit entity for the purposes of

complying with NZ GAAP. The consolidated financial statements comply with New Zealand equivalents to

International Financial Reporting Standards (‘NZ IFRS’), other New Zealand accounting standards and

authoritative notices that are applicable to entities that apply NZ IFRS. The consolidated financial statements

comply with International Financial Reporting Standards (‘IFRS’).

The consolidated financial statements have been prepared on the historical cost basis, except for certain

financial assets and liabilities that have been measured in accordance with the specific relevant accounting

policy.

All amounts are shown exclusive of Goods and Services Tax (‘GST’) and other indirect taxes, except for trade

receivables and trade payables that are stated inclusive of GST and Sales Taxes.

Basis of consolidation

Subsidiaries are all entities (including structured entities) over which the Group has control. The Group controls

an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and

can affect those returns through its power over the entity. Subsidiaries are fully consolidated from the date on

which control is transferred to the Group. They are deconsolidated from the date that control ceases.

New and amended standard and interpretations

There are no new standards or interpretations material to the Group to be applied during the year. The Group

does not anticipate adopting any standards prior to their effective date. There are no standards or amendments

that have been issued but not yet effective that are expected to have a material impact on the Group.

3. Significant accounting policies

Significant accounting policies, accounting estimates, and judgments that summarise the measurement basis

used and are relevant to the understanding of the financial statements are provided throughout the

accompanying notes.

49

Notes to the consolidated financial statements for
the year ended 31 March 2022

3. Significant accounting policies (continued)

The material judgments and estimates used in preparation of the consolidated financial statements are outlined

below.

Going concern

The considered view of the Board Directors is that the going concern assumption is valid. This view has been

reached after making due enquiry and having regard to the circumstances that the Directors consider will occur

and those that are reasonably likely to affect the Group during the period of one year from the date these

consolidated financial statements are approved.

The Group recorded a net loss of NZ$7.9M for the year ended 31 March 2022 (2021: NZ$7.5M) and is expected

to make further losses in the following financial year.

Notwithstanding the above, the Group has prepared cash flow forecasts and sensitivity analyses that indicate

cash-on-hand at year-end of $24M, combined with the net cash flows from operations, will enable the Group to

continue operating as a going concern for at least twelve months from the date of authorising these

consolidated financial statements.

Impairment

The carrying amounts of the Group’s assets were reviewed to determine whether there is any indication of

impairment and if so tested, or tested regardless in the case of indefinite life intangible assets. The Directors

identified the following cash generating units (CGUs):

+CGU1 – IKE Core platform: intangible assets, property plant and equipment, capital work in progress,

lease assets and working capital.

+CGU2 – Spike: intangible assets and working capital.

+CGU3 – IKE Structural: intangible assets and working capital.

+CGU4 – IKE Insight: intangible assets and working capital.

The Directors concluded that operating losses associated with CGU1 are an indicator of impairment, requiring

an estimate of the CGU1 recoverable amount. An indicator of impairment also existed in CGU2 due to the lower-

than-expected revenue, requiring an estimate of the CGU2 recoverable amount.

CGU3 had no indicator of impairment, however, it was tested for impairment as the carrying value includes

intangible assets currently in development and not yet ready for use. CGU4 was acquired in FY21 and included

goodwill, which is tested annually for impairment.

The details of each impairment test are outlined below:

CGU1 was determined to have a carrying value of $6.4M. Future cash flows are forecasted based on a five-year

business model for CGU1, which included an average revenue growth rate of 31% and operating expenses

reflecting the FY23 business plan.

The Group remains optimistic that the CGU1 core infrastructure market will continue to grow due to the

significant multiyear investment programmes IKE’s customers have in place. A pre-tax discount rate of 16.4%

was used to establish the recoverable amount on a value in use basis. To determine terminal value, the Group

applied a 2% growth rate. The Directors have determined that no impairment is required as CGU1 continues to

have a useful life, and the carrying value of CGU1 does not exceed its value in use.

50

Notes to the consolidated financial statements for
the year ended 31 March 2022

3. Significant accounting policies (continued)

Sensitivity analysis was performed on key assumptions for CGU1. An impairment would need to be considered

if the growth rate was 28% lower than forecasted.

CGU2 was determined to have a carrying value of $0.4M. Future cash flows are forecasted based on a five-year

business model for CGU2 and a pre-tax discount rate of 13.5% was used to establish the recoverable amount

on a value in use basis.

Spike sales volumes have been impacted by COVID-19. Due to the difficulty forecasting larger enterprise sales

for the Spike product, Directors have forecasted similar volumes to FY22 in FY23 with an average growth rate

of 5% with no terminal value.

The Directors have determined that an impairment of CGU2’s intangible assets of $100,000 is required as the

carrying amount exceeded the value in use calculation. The impairment has been recorded against the Spike

applications and SDK software and is included in the Research and Engineering line in the Consolidated

Statement of Profit or Loss and Other Comprehensive Income.

CGU3 was determined to have a carrying value of $2.4M. CGU3 is a cashflow positive business segment and

the requirement to test for impairment is due to the carrying value including internally developed intangible

assets not yet available for use. The future cashflows are based on a five-year business model with an average

growth rate of 10%. A pre-tax discount rate of 14.4% was used to establish the recoverable amount on a value

in use basis. To determine terminal value, the Group applied a 2% growth rate. The Directors have determined

that no impairment is required, as the carrying value of CGU3 does not exceed the recoverable amount on a

value in use basis.

Sensitivity analysis was performed on key assumptions for CGU3. An impairment would need to be considered

if the growth rate was 38% lower than forecasted.

CGU4 was determined to have a carrying value of $8.6M including goodwill. CGU4 is a very early-stage business

segment and technology. IKE acquired this asset in January 2021 and during FY22 it generated $285k revenue.

Future cash flows are forecasted based on a five-year business model for CGU4, with the FY23 business plan

forecasting approximately 433% revenue growth, and with continuing strong growth rates in FY24 through FY27

at an average revenue growth rate of 75% and operating expenses reflecting the FY23 business plan. A pre-tax

discount rate of 33.6% was used to establish the recoverable amount on a value in use basis. In determining the

terminal value, the Group applied a 2% growth rate. The Directors have concluded that no impairment exists as

CGU4 continues to have a useful life, and the carrying value does not exceed the value in use.

Sensitivity analysis was performed on key assumptions for CGU4. An impairment would need to be

considered if the growth rate was 10% lower than forecasted.

The forecasted financial information for all CGUs is based on both historical experience and future expectations

of operating performance and requires judgements to be made as to revenue growth, operating cost projections,

and the market environment. It is sensitive to changes in each of the assumptions outlined above and actual

results may be substantially different.

Foreign currencies

Items included in the consolidated financial statements of each of the Group’s subsidiaries are measured using

the currency of the primary economic environment that the entity operates ("the functional currency").

5

Notes to the consolidated financial statements for
the year ended 31 March 2022

3. Significant accounting policies (continued)

The functional currency of ikeGPS Ltd is New Zealand dollars. The functional currency of ikeGPS Inc is United

States dollars. These consolidated financial statements are presented in New Zealand dollars, which is the

Group's presentational currency.

The financial performance and position of ikeGPS Inc are translated into the presentation currency as follows:

+assets and liabilities are translated at the closing rate at reporting date;

+income and expenses are translated at average exchange rates (unless this average is not a reasonable

approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case

income and expenses are translated at the dates of the transactions); and

+all resulting exchange differences are recognised in other comprehensive income.

Foreign currency transactions and balances

Foreign currency transactions are initially translated to functional currencies at the exchange rate prevailing at

the transaction date. Foreign exchange gains and losses resulting from the settlement of such transactions and

from the revaluation at year-end exchange rates of monetary assets and liabilities denominated in foreign

currencies are recognised in profit or loss.

Foreign currency translation reserve

Exchange differences arising on translation of the foreign controlled entity are recognised in other

comprehensive income as described in the foreign currency translation accounting policy and accumulated in

a separate reserve within equity. If the net investment is to be disposed of, the cumulative amount would be

reclassified to the consolidated statement of profit or loss.

4. Operating segments

The CEO and the Board of Directors are assessed to be the Chief Operating Decision Makers (CODM) who

regularly review financial information by product and gross margin. Reporting of overheads and the financial

position is not undertaken at a level lower than the Group as a whole. Geographically, revenue is substantially

generated in the United States of America (‘USA’).

During FY22, the Group’s selling activities were focused and organised into two customer segments namely

‘Utility and Communications’ and ‘Other Business’. The Utility and Communications segment includes electrical

utility companies, engineering service providers and sales to companies involved in the broadband fibre and

cellular 5G roll out in the USA.

Within the Utilities and Communications segment, the Group derives its revenue from:

+selling an IKE device and corresponding annual subscription revenue,

+the IKE Platform solution where customers collect pole data on a leased IKE device and is either

analysed by IKE according to an agreed statement of work or our customers use the software platform

directly to process their pole data,

+transactional revenue by analysing pole data through an artificial intelligence and machine learning

platform, and

+pole loading software licenses and ongoing subscriptions for maintenance and support.

5

Notes to the consolidated financial statements for
the year ended 31 March 2022

4. Operating segments (continued)

The segment information provided to the CEO and Board of Directors for the year ended 31 March 2022 was as

follows:

Utility and OtherUtility and Other

Communication Business Group Communication Business Group

NZ$'000 NZ$'000 NZ$'000NZ$'000 NZ$'000 NZ$'000

Sales of products

Sale of products and services3,643 - 3,643 2,091 - 2,091

Subscription revenue2,780 - 2,780 2,654 - 2,654

Contribution4,645 - 4,645 3,481 - 3,481

IKE Platform solution

IKE Analyze revenue6,087 - 6,087 2,321 - 2,321

Subscription and lease revenue1,690 - 1,690 939 - 939

IKE Insight revenue285 - 285- - -

Contribution3,937 - 3,937 1,327 - 1,327

IKE Structural

1,125 - 1,125 999 - 999

Contribution1,125 - 1,125 999 - 999

Spike

Sale of products- 321 321 - 286 286

Subscription revenue- 34 34 - 34 34

Contribution- 181 181 - 114 114

Gross profit9,888 5,921

Sales and marketing costs(6,467) (5,556)

Impairment of Other Business CGU2(100) (100)(85) (85)

Other corporate income and expenses(11,178) (7,773)

Net loss before tax(7,857) (7,493)

20222021

Software license, service, and

subscription revenue

5.

Revenue

The Group derives its revenue from the sale of products and related services, subscription revenue, software

licenses, providing access to hardware and the software platform, and technical pole data analysis. Revenue is

recognised when performance obligations have been satisfied, which is when control of the good or service

associated with the performance obligation has been transferred to the customer.

Revenue is recognised using a five-step model to account for revenue arising from contracts with customers.

Under NZ IFRS 15, revenue is recognised at an amount that reflects the consideration to which an entity expects

to be entitled in exchange for transferring goods or services to a customer.

The standard requires entities to exercise judgement, taking into consideration all the relevant facts and

circumstances when applying each step of the model to contracts with their customers. The five-step model

for recognising revenue from contracts with customers requires consideration of the following steps:

+Identifying the contract

+Identifying the individual performance obligations within the contract

+Determining the transaction price

+Allocating the transaction price to distinct performance obligations

+Recognising revenue

53

Notes to the consolidated financial statements for
the year ended 31 March 2022

5. Revenue (continued)

The table below provides the key judgements made on the application of NZ IFRS 15 across each revenue type

with standardised terms and conditions. The Group has applied a practical expedient permitted by the standard;

therefore, no significant financing component exists on deferred income.

Utility and communications

Revenue

Type

Description Key Judgements Outcome

Timing of revenue

recognition

IKE device

solution

This is marketed to the utility

and communications market

as an all-in-one streamlined

solution from data capture on

the IKE device through to

measurement and analysis on

IKE Office - a cloud-based

software platform.

Management has

determined the individual

performance obligations of

the contract. The total

contractual price is

allocated to each

performance obligation

using the stand-alone

selling price.

Management has determined that

the IKE Device and subscription

to IKE Office are distinct

performance obligations of the

IKE Solution. IKE has used the

stand-alone selling price to

allocate the contractual price.

Point in time

The IKE device is recognised

at the point in time when the

device is sent to the

customer.

Over time

IKE Office is recognised over

the term of the subscription

contract.

Subscription Customers are required to

renew software subscriptions

to allow continued access to

the IKE Office online cloud

functionality and the ability to

customise and add new forms

onto the IKE device.

Determining when the

performance obligation is

fulfilled.

Customers use IKE Office to

store and analyse data,

customise, and add new forms.

Along with integration capability

these performance obligations

can be described as ‘stand ready’

services which can be recognised

over time.

Over time

Subscription software

recognised over time.

Services Service revenue is made up of

training, deployment, and

replacement device revenue.

Determining when the

performance obligation is

delivered.

Revenue is recognised when the

service is performed for the

customer. For example, when the

training is performed.

Point in time

Service revenue is

recognised when the service

is delivered.

IKE Platform

subscription

revenue

Customers subscribe to the

Platform to access both an

IKE device and the

functionality of IKE Office.

This subscription enables

customers to go out in the

field and collect data via our

online platform, where IKE or

the customer can then

perform analysis.

The subscription is in two

parts; 1. The lease of the

IKE device under NZ IFRS

16, 2. The subscription to

IKE Office. This requires

management to allocate the

contract price to each

performance obligation and

determine when each

performance obligation is

fulfilled.

Management has determined the

contract price allocated to the

lease and subscription portions

consistent with the IKE Solution

above.

The performance obligations for

the subscription portion of the

IKE Platform are consistent with

the above subscription treatment.


Point in time

The lease of the IKE device is

recognised at a point in time

in accordance with NZ IFRS

16.

Over time

IKE Office is recognised over

the term of the contract.

IKE Analyze Providing either an end-to-end

technical solution for

customers; IKE captures and

analyses pole loading and

make-ready engineering

assessments, or customers

capture pole data and transact

on our platform.

Determining when each

performance obligation is

fulfilled.

Either the customer uploads or

analyses the data in IKE Office, or

IKE performs the analysis and

completes requested reports per

the scoping document. Once the

activity is complete the Group will

recognise the revenue.

Point in time

Each transaction (completed

record) is recognised when

the performance obligation

has been completed.

IKE Structural

pole loading

software

license

IKE sells a license of its pole

loading software to

customers.

Management has

determined the individual

performance obligations of

the contract. The total

contractual price is

allocated to each

performance obligation

using the stand-alone

selling price.

Management has determined that

the perpetual license and first

year of maintenance and support

are separate performance

obligations. IKE has used the

stand-alone selling price to

allocate the contractual price.

Point in time

The software license is

recognised at the point in

time when it is transferred.

Over time

The subscription is

recognised over the first

year.

54

Notes to the consolidated financial statements for
the year ended 31 March 2022

5. Revenue (continued)

Utility and communications (continued)

IKE Structural

pole loading

maintenance

and support

subscription

Ongoing software support,

maintenance, and software

updates through an annual

subscription.

Determining when each

performance obligation is

fulfilled.

Customers use the maintenance

and support to have the latest

pole loading software and

calculations available. These

performance obligations occur at

any time during the subscription

period.

Over time

Pole loading software

maintenance and support

subscriptions are recognised

over time.

IKE Insight

revenue

IKE Insight revenue is derived

from our IKE Insight artificial

intelligence and machine

learning platform processing

pole data and delivering an

agreed output to the

customer.

Determining when each

performance obligation is

fulfilled.

Once customer data is

collected it is uploaded onto

the IKE Insight platform

where analysis is completed

based on the statement of

work.

The business is required to

perform certain analysis as per

the scoping document for each

customer. Once the activity is

complete, the Group will

recognise the revenue.

Point in time

Each transaction (completed

record) is recognised when

the performance obligation

has been completed.

Other business

Revenue

Type

Description Key Judgements Outcome Timing of revenue

recognition

Spike device The Group sells Spike devices

through direct orders and

online software.

No major judgement

required.

N/A

Point in time

Recognised when the device

is received by the customer.

Consideration received prior to the service being provided is recognised as deferred income (and commission

paid prior to the related contract performance is similarly deferred) on the consolidated statement of financial

position.

Other operating revenue includes consulting, device repairs, and training revenue. Revenue is recognised when

the services are performed.

Revenue

20222021

NZ$'000 NZ$'000

Sale of products (Point in time)3,539 2,100

Platform-as-a-Service (Over time and Point in time)1,690 940

IKE Analyze (Point in time)6,087 2,294

IKE Insight (Point in time)285 26

IKE Subscription (Over time)2,814 2,688

IKE Structural licences (Over time and Point in time)1,125 999

Services (Point in time)425 277

Total operating revenue15,965 9,324

Government grants61 899

Other income4 16

Total other income65 915

55

Notes to the consolidated financial statements for
the year ended 31 March 2022

5. Revenue (continued)

Government grants in the prior year were payments received in relation to COVID-19 government relief and were

recorded over the period in which the costs were incurred. In the current year, cash was received as a

government grant under the research and development tax credit incentive scheme, relating to FY20 research

and development costs.

In the current year, no customer within a particular operating segment represented more than 10% of revenue

(FY21: no customers).

Reconciliation of deferred income balances

20222021

NZ$'000 NZ$'000

Opening deferred income balance2,477 2,447

Subscription revenue recognised(1,380) (1,643)

Platform-as-a-Service recognised(590) (299)

IKE Structural maintenance and support(479) (378)

New Zealand wage subsidy- (81)

Unsatisfied performance obligations for the current year3,653 2,431

Closing deferred income balance3,681 2,477

6.Expenses

Operating expenses consist of operating, sales, marketing, engineering, research, and corporate costs.

20222021

NZ$'000 NZ$'000

Audit and review of consolidated financial statements170 295

Total fees paid to auditor170 295

Amortisation of development asset121,459 947

Depreciation464 504

Total amortisation and depreciation

1.

1,923 1,451

Employee benefit expense11,982 8,700

Share-based payment1,930 880

External contractors and consultants1,176 582

Employee benefit expense capitalised

2.

(1,821) (1,274)

Operating lease expenses

3.

250 234

Direct selling and marketing

4.

1,551 318

Sales tax (expense reversal)/expense24 (438) 275

Impairment of assets100 85

Credit loss provision and write-off expense67 (88)

Other operating expenses

5.

2,566 2,085

Total operating expenses19,456 13,543

1.Total depreciation for the year was $995k (2021: $945k), comprised of depreciation on fixed assets of $741k

(2021: $659k) as per note 11 and depreciation on leased assets of $254k (2021: $286k) as per note 13.

Engineering and research expenses included all the $1,459k of amortisation (2021: $947k) and $210k of

depreciation on fixed assets (2021: $218k). Corporate costs included all the $254k of depreciation on leased

assets under NZ IFRS 16 (2021: $286k). The balance of depreciation totalling to $531k (2021: $441k) is

included in cost of sales.

56

Notes to the consolidated financial statements for
the year ended 31 March 2022

6. Expenses (continued)

2. Relates to employee benefit expense, external contractors and consultants’ expenses that are directly

attributable to the development of intangible assets and have been capitalised.

3. Relates to short-term and low-value leases and common area maintenance costs.

4. Selling and marketing expenses included promotional activities, travel, commissions, and other direct

marketing costs.

5. Other operating expenses include corporate advisory, travel, engineering, facilities, and IT costs.

Employee benefits

Liabilities for wages and salaries, including non-monetary benefits and accumulating sick leave that are

expected to be settled wholly within 12 months after the end of the period in which the employees render the

related service, are recognised in respect of employees’ services up to reporting date. They are measured at the

amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee

benefit obligations in the consolidated statement of financial position.

For defined contribution plans, the group pays contributions to publicly or privately administered pension

insurance plans on a mandatory, contractual, or voluntary basis. The Group has no further payment obligations

once the contributions have been paid. The contributions are recognised as an employee benefit expense when

they are due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in

the future payments is available.

Share-based payment

The Group operates an employee option scheme (equity-settled) under which employees receive the option to

acquire shares at a predetermined exercise price. The options are measured at fair value at grant date using the

Black Scholes model, with the fair value recognised as an employee benefit expense in the consolidated

statement of profit or loss with a corresponding increase in equity. The total expense is recognised over the

vesting period, being the period over which all of the specified vesting conditions are to be satisfied. At the end

of each period, the Group revises its estimate of the number of options that are expected to vest based on the

service conditions. It recognises the impact of the revision to original estimates, if any, in the share-based

payment reserve with a corresponding change to the share-based compensation reserve in equity.

In addition, the Group provides share-based payments to employees related to business combinations. The

employees are required to perform service conditions and an expense is recognised over the service period. The

rewards are considered equity-settled and recognised as an employee benefit expense and an increase to either

share capital or the share-based compensation reserve.

Finance income and expenses

Interest income is recognised as it accrues, using the effective interest method. Finance expenses comprise

interest expense on lease liabilities, recognised using the effective interest method.

57

Notes to the consolidated financial statements for
the year ended 31 March 2022

7. Current and deferred tax

The current income tax charge is calculated based on the tax laws enacted, or substantively enacted, at the

reporting date in the countries where the Group operates and generates taxable income. Management

periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation

is subject to interpretation. It establishes provisions where appropriate based on amounts expected to be paid

to the tax authorities.

Deferred income tax is recognised on temporary differences arising between the tax bases of assets and

liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined

using tax rates and laws that have been enacted, or substantively enacted, by the reporting date and are

expected to apply when the related deferred income tax asset is realised, or the deferred income tax liability is

settled. Deferred income tax assets are recognised only to the extent that it is probable that future taxable profit

will be available against which the temporary differences can be utilised.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in

other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive

income or directly in equity, respectively.

Prima facie income tax expense on pre-tax accounting loss from operations reconciles to the income tax

expense in the consolidated financial statements as follows:

20222021

NZ$'000 NZ$'000

Net loss before income tax(7,857) (7,493)

Prima facie income tax credit at 28%(2,200) (2,098)

Effect of different foreign income tax rates334 255

Non-deductible expenses 319 (162)

Deferred tax on temporary differences220 (13)

Unrecorded tax losses1,327 2,018

Income tax expense- -

20222021

NZ$'000 NZ$'000

Deferred tax opening balance- -

Temporary differences

Employee entitlements and provisions41 25

Deferred research and development58 38

Leases2 4

Accruals34 -

Property, plant, and equipment(309) (179)

Intangible assets24 (114)

Other9 22

Tax losses141 204

Deferred tax closing balance- -

Deferred tax assets on deductible temporary differences have been recognised to the extent taxable temporary

differences exist in the same tax jurisdiction. No deferred tax asset is recognised in excess of the available

taxable temporary differences, due to the uncertainty of when the unused tax losses can be utilised.

Unrecognised deferred tax assets related to deductible temporary differences total $473,190 (2021: $544,231).

58

Notes to the consolidated financial statements for
the year ended 31 March 2022

7. Current and deferred tax (continued)

ikeGPS Group Limited has unrecognised tax losses of $20,472,041 (2021: $19,178,691) available for use against

future taxable profits, subject to the New Zealand Tax Legislation requirements being met. ikeGPS Inc has

unrecognised tax losses of $37,223,844 (2021: $32,333,968) available indefinitely for use against future taxable

profits.

8. Cash and cash equivalents

Cash and cash equivalents comprise cash balances.

20222021

NZ$'000 NZ$'000

Cash at bank24,354 11,342

Total24,354 11,342

An

overdraft facility of NZ$250,000 is in place with the BNZ, which has security interest over all property of

ikeGPS Limited. On the BNZ facility, there is an outstanding guarantee to another party of $75,000.

Reconciliation of operating cash flows:

20222021

NZ$'000 NZ$'000

Loss for the year(7,857) (7,493)

Less Investment interest received- (8)

Add non-cash items included in net loss

Depreciation 995 945

Amortisation of intangible assets1,459 947

Asset impairment100 85

Raw materials and finished goods write-off126 286

Trade receivables write-off67 (88)

Share-based payment expense1,930 880

Write-off of obsolete materials and assets249 169

Movement of fair value assets and liabilities(1,269) 178

Foreign exchange losses on translation movement(538) 554

3,119 (3,545)

Add/(less) movement in working capital items

(Increase) in trade and other receivables(2,396) (1,058)

(Increase)/decrease in inventories(248) 260

(Increase)/decrease in prepayments(1,030) 427

(Increase)/decrease in contract costs(191) -

Increase/(decrease) in trade and other payables796 (29)

(Decrease)/increase in provision(671) 275

Increase in other liabilities299 230

Increase/(Decrease) in deferred income1,204 (30)

Increase/(Decrease) in employee entitlements373 (72)

(1,864) 3

Net cash used in operating activities(6,602) (3,542)


59

Notes to the consolidated financial statements for
the year ended 31 March 2022

9. Trade and other receivables

Trade and other receivables arise when the Group provides cash, goods, and services directly to a debtor with

no intention of selling the receivable. They are included in current assets, except for those with maturities greater

than 12 months after reporting date that are classified as non-current assets.

The Group assesses impairment on a forward-looking basis, the expected credit loss associated with its

financial assets is carried at amortised cost. The Group will assess if there has been a significant increase in

credit risk by assessing market conditions, forward looking estimates, and previous financial history of

counterparts.

The Group applies the simplified approach permitted by NZ IFRS 9 for trade receivables, which requires expected

lifetime losses to be recognised from initial recognition of the receivables.

The expected credit losses on these financial assets are assessed using a provision matrix, adjusted for factors

that are specific to the receivables including customers’ historical credit loss experience, individual customer

characteristics, customer market segment, and the economic environment.

The Group writes off a financial asset when there is information indicating default or delinquency in payments,

the probability that they will enter bankruptcy, liquidation or other financial reorganisation, and there is no real

prospect of recovery.

20222021

NZ$'000NZ$'000

Trade receivables4,955 2,622

Impairment provision(128) (106)

GST receivable129 88

Other receivables3 26

Total trade and other receivables4,959 2,630

The Group has $2,426,451 of trade receivables past due but not impaired at 31 March 2022. (2021: $690,305)


30 – 90 days 90 days + Total past due

$2,191,214 $235,237 $2,426,451

10.Inventory

Inventory is measured at the lower of cost and net realisable value. The cost of inventory is based on a weighted

average cost, and includes expenditure incurred in acquiring the inventory and bringing it to its existing location

and condition. Cost comprises direct materials, direct labour, and production overhead. Net realisable value is

the estimated selling price in the ordinary course of business less the estimated costs of completion and the

estimated costs necessary to make the sale. Inventory is treated as non-current if it is not expected to be sold

within twelve months of reporting date.

20222021

NZ$'000 NZ$'000

Finished goods493 681

Components779 469

Total inventory1,272 1,150

Current1,003 798

Non-current269 352

0

Notes to the consolidated financial statements for
the year ended 31 March 2022

10.Inventory (continued)

During the year, IKE materials have been written down by $24,710 and Spike finished goods by $100,829

(2021: IKE materials $124,882 and Spike finished goods $161,105).

11.Property, plant, and equipment

Items of property, plant and equipment are measured at cost less accumulated depreciation and impairment

losses. Cost includes expenditures that are directly attributable to the acquisition of the asset. Depreciation is

calculated on a straight-line basis over the estimated useful lives of the assets, as follows:

Office furniture and equipment 20% - 33%

Plant and equipment 20% - 50%

IKE rental devices 30%

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

reporting date. Gain and losses on disposals are determined by comparing proceeds with the carrying amount

and are included in the consolidated statement of profit or loss.

IKE rental devices increased in FY22, in line with the increase in ‘Platform as a Service’ revenue (see note 5).

Plant and

equipment

IKE rental

devices

Office

furniture and

equipmentTotal

NZ$'000NZ$'000NZ$'000NZ$'000

Cost

Balance at 1 April 20201,219 717 975 2,911

Additions92 594 158 844

Disposals- (225) (377) (602)

Exchange differences(100) (106) (206)

Balance at 31 March 20211,311 986 650 2,947

Balance at 1 April 20211,311 986 650 2,947

Additions- 1,453 308 1,761

Disposals(6) (393) (37) (436)

Exchange differences2 2 4

Balance at 31 March 20221,305 2,048 923 4,276

Depreciation

Balance at 1 April 2020960 156 630 1,746

Depreciation for the year232 231 196 659

Disposals- (60) (369) (429)

Exchange differences(21) (61) (82)

Balance at 31 March 20211,192 306 396 1,894

Balance at 1 April 20211,192 306 396 1,894

Depreciation for the year46 485 210 741

Disposals- (135) (25) (160)

Exchange differences(3) 1 (2)

Balance at 31 March 20221,238 653 582 2,473

Carrying amounts

At 31 March 2021119 680 254 1,053

At 31 March 202267 1,395 341 1,803



Notes to the consolidated financial statements for
the year ended 31 March 2022

12.Intangible assets

Capitalised development costs

The Group capitalises employee and consultants’ costs directly related to development of an intangible asset.

The carrying values of capitalised development costs are annually evaluated for indicators of impairment.

Management has reviewed the expected remaining useful life of these assets and concluded that they are

appropriately amortised over periods of 4 to 10 years.

Development costs that are directly attributable to the design and testing of identifiable and unique software

controlled by the Group are recognised as intangible assets when the following criteria are met:

+it is technically feasible to complete the software product so that it will be available for use,

+management intends to complete the software product and use or sell it,

+there is an ability to use or sell the software product,

+it can be demonstrated how the software product will generate probable future economic benefits,

+adequate technical, financial, and other resources to complete the development and to use or sell the

software product are available, and

+the expenditure attributable to the software product during its development can be reliably measured.

Other development expenditures that do not meet these criteria are recognised as an expense as incurred.

Development costs previously recognised as an expense are not recognised as an asset in a subsequent period.

All research costs are recognised as an expense when they are incurred.

Other intangible assets

Separately purchased intangible assets (i.e. software) were recognised at cost, plus any initial directly

attributable costs. They are subsequently measured at cost less accumulated amortisation and impairment.

Purchased software has a useful life ranging from 4 to 10 years.

Software, customer contracts, relationships, trademarks, and training material acquired through business

combinations were initially recognised at fair value. They are subsequently measured at initial recognition value

less accumulated amortisation and impairment and have a useful life ranging from 4 to 10 years.

Goodwill

Goodwill is carried at cost less accumulated impairment losses and is annually tested for impairment, or more

frequently if events or changes in circumstances indicate that it might be impaired.

Goodwill is allocated to CGU4 for the purpose of impairment testing (see note 3 Impairment), as this CGU is

expected to benefit from the business combination in which the goodwill arose.

Impairment of non-financial assets

Intangible assets under development are not subject to amortisation and are annually tested for impairment

within CGU1, CGU3 and CGU4, or more frequently if events or changes in circumstances indicate that they might

be impaired. The carrying amount of the Group’s other non- financial assets are reviewed at each reporting date

to determine whether there is any indication of impairment or objective evidence of impairment. If any such

indication exists, the assets recoverable amount is estimated.



Notes to the consolidated financial statements for
the year ended 31 March 2022

12.Intangible assets (continued)

Recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the

estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects

current market assessments for the time value of money and the risks specific to the asset for which estimates

of future cash flows have not been adjusted. If the recoverable amount of an asset or CGU is estimated to be

less than the carrying amount, the carrying amount is reduced to its recoverable amount.

An impairment loss is recognised in profit or loss immediately. Where an impairment loss subsequently

reverses, the carrying amount of the asset or CGU is increased to the revised estimate of its recoverable amount,

but only to the extent that the increased carrying amount does not exceed the carrying amount that would have

been determined had no impairment loss been recognised in prior years. A reversal of an impairment loss is

recognised in the consolidated statement of profit or loss immediately.

Work in

Customer

contracts,

relationships,

Training

 assets Progress Patents Goodwill trademarks materials Total

 NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000

Cost    

Balance at 1 April 202013,103 424 174 - 321 219 14,241

Additions277 915 - - - - 1,192

Business combination3,988 3,199 382 7,569

Exchange differences(600) - 85 (36) (31) (582)

Balance at 31 March 2021 16,768 1,339 174 3,284 667 188 22,420

     

Balance at 1 April 202116,768 1,339 174 3,284 667 188 22,420

Additions1,473 348 - - - - 1,821

Exchange differences- (13) - 25 - - 12

Balance at 31 March 2022 18,241 1,674 174 3,309 667 188 24,253

   

Amortisation and impairment losses

Balance at 1 April 20207,550 - 174 - 38 11 7,773

Amortisation for the year846 - - - 82 19 947

Impairment85 - - - - - 85

Exchange differences(221)- - - (8) (1) (230)

Balance at 31 March 20218,260 - 174 - 112 29 8,575

     

Balance at 1 April 20218,260 - 174 - 112 29 8,575

Amortisation for the year1,330 - - - 110 19 1,459

Impairment100 - - - - - 100

Exchange differences(13) - - - (3) - (16)

Balance at 31 March 20229,677 - 174 - 219 48 10,118

   

Carrying amounts    

At 31 March 20218,508 1,339 - 3,284 555 159 13,845

At 31 March 20228,564 1,674 - 3,309 448 140 14,135

 Development



Notes to the consolidated financial statements for
the year ended 31 March 2022

13.Leases

Lease assets are contracts that convey the right to use office space in both Colorado and Wellington. They were

initially recognised at the present value of the lease payments unpaid at inception. Subsequently, they are

recorded at cost less accumulated depreciation and impairment, adjusted for remeasurement of the lease

liability to reflect modifications.

The corresponding lease liability to the lessor is included on the consolidated statement of financial position as

a lease liability. Lease payments are apportioned between finance charges and a reduction in the lease liability.

The finance charges and depreciation of the lease asset are charged to the consolidated statement of profit or

loss. Lease liabilities are measured at the present value of the remaining lease payments. The Group’s

‘incremental borrowing rate’ used in the discounting for all lease liabilities was 5.50%.

The leases typically ran for a period ranging from 1 to 3 years with an option to renew. The renewal periods for

the Wellington leases were not taken into account, as management is reasonably uncertain that these will be

renewed. In March 2022, the lease for office space in Colorado was extended for an additional nine months to

April 2023, resulting in a lease modification.

The Group applied the exemption for low-value assets on the lease of the photocopier and the exemption for

short-term leases on the office space rented in Alabama. Therefore, the lease payments were recognised as an

expense on a straight-line basis over the lease term.

Lease liabilties

20222021

NZ$'000 NZ$'000

Balance at 1 April513 809

Additions during the year84 73

Payments made(325) (310)

Interest charges17 37

Derecognition of lease liability(61) (20)

Exchange differences4 (76)

Balance at 31 March 232 513

The maturity of the lease liabilities is as follows:20222021

NZ$'000 NZ$'000

Less than one year232 339

One and five years- 174

Lease liabilities recognised as at 31 March 232 513

Lease assets

20222021

NZ$'000 NZ$'000

Balance at 1 April434 727

Additions during the year84 73

Depreciation charges(254) (283)

Derecognition of lease assets(56) (20)

Exchange differences2 (63)

Balance at 31 March 210 434

64

Notes to the consolidated financial statements for
the year ended 31 March 2022

13.Leases (continued)

The following leases are exempt from the application of NZ IFRS 16 and have been recognised as an expense

in the consolidated statement of profit and loss:

20222021

NZ$'000 NZ$'000

Photocopier3 3

Office space25 56

28 59

14.Trade and other payables

Trade and other payables are obligations to pay for goods and services that have been acquired in the ordinary

course of business from suppliers. Accounts payable are classified as current liabilities if payment is due within

one year or less. Otherwise, they are presented as non-current liabilities. They are initially recognised at their fair

value and subsequently measured at amortised cost using the effective interest method.

20222021

NZ$'000NZ$'000

Trade payables1,124 591

Other payables86 -

Accrued expenses546 369

Total trade and other payables1,756 960

15.Other liabilities

Other liabilities are obligations from prior year business combinations and were initially recorded at fair value.

Those that are deferred consideration are subsequently measured at amortised cost, and those liabilities that

are the result of contingent consideration are subsequently measured at fair value through profit or loss.

20222021

NZ$'000 NZ$'000

Less than one year

Accrued liabilities for services728 316

Deferred consideration on business combination- 352

Earn-out consideration on business combination1,923 3,226

2,651 3,894

Between one and three years

Accrued liabilities for services- 148

Total other liabilities2,651 4,042

Accrued liabilities for services

The Group has employment agreements that result in cash payments being made to certain staff at the end of

a service period. The expense is accrued as services are delivered and payment is made at the end of the service

period. The liability was initially measured at fair value and subsequently measured at amortised cost.

65

Notes to the consolidated financial statements for
the year ended 31 March 2022

15.Other liabilities (continued)

Deferred consideration on business combination

The Group acquired PoleForeman assets in the 2020 year and some of the consideration was deferred over a

three-year period. Consideration consisted of cash payments and an unfixed number of shares. The liability was

initially measured at fair value and subsequently measured at amortised cost.

Earn-out consideration on business combination (cash and shares)

The Group acquired Visual Globe assets in the 2021 year, and a contingent consideration was recognised

relating to achieving revenue milestones. The consideration consisted of both cash payments and share

issuances. The contingent consideration liability was initially and subsequently measured at fair value, with

gains or losses recognised in the consolidated statement of profit or loss. A fair value movement of $1,303,000

has been recognised in the year from the movement of this instrument (2021: $178,000).

The fair value of the contingent consideration was estimated by calculating the present value of the future

expected earn-out payment, using a 27.5% discount rate. The timing and likelihood of payment has been

determined based on the forecasted revenue in the earnout period to end March 2024, and the Group estimates

that only the first revenue target will be met during FY24. The model assumes no further revenue targets will be

met within the earnout period, and therefore no consideration has been allocated to these targets.

The estimates of the probability and timing of the revenue targets being met are based on forecasted cashflows

and subject to both timing and achievement uncertainty, due to the early-stage nature of the business.

The inputs to determine the fair value were level 3, unobservable inputs.

16.Financial instruments and financial risk management

Financial instruments

Financial assets and liabilities are recognised on the Group’s consolidated statement of financial position when

the Group becomes a party to the contractual provisions of the instrument.

They are trade and other receivables, trade and other payables, cash and cash equivalents, foreign exchange

options, employee entitlements, lease liabilities, and other liabilities. They are included in current assets and

current liabilities, except for lease liabilities with payment terms greater than 12 months, which are included in

non-current liabilities.

The Group classifies its financial assets and liabilities as ‘measured at amortised cost’ or ‘fair value through

profit or loss’ at initial recognition.

The following table shows the Group’s financial assets and liabilities and their classification:

Financial instrument Classification

Cash and cash equivalents Measured at amortised cost

Trade and other receivables and payables Measured at amortised cost

Employee entitlements Measured at amortised cost

Foreign exchange options Fair value through profit or loss

Lease liabilities Measured at amortised cost

Other liabilities – deferred consideration Measured at amortised cost

Other liabilities – contingent consideration Fair value through profit or loss

66

Notes to the consolidated financial statements for
the year ended 31 March 2022

16.Financial instruments and financial risk management (continued)

Assets that are held for collection of contractual cash flows, where those cash flows represent solely payments

of principal and interest, are measured at amortised cost. They are recognised initially at their fair value and

subsequently measured at amortised cost using the effective interest method.

Interest income from these financial assets is included in finance income using the effective interest rate

method.

Financial liabilities carried at amortised cost are initially recognised at their fair value and subsequently

measured at amortised cost using the effective interest method. Interest expenses from these financial liabilities

are included in finance expenses.

The fair value of financial instruments carried at amortised cost is not materially different from their stated

carrying values.

Any gain or loss arising on derecognition of financial assets and liabilities is recognised directly in profit or loss

and presented in other gains and losses. Impairment losses on financial assets are presented as separate line

item in the consolidated statement of profit or loss.

Financial assets and liabilities recognised at fair value through profit or loss are originally and subsequently

remeasured to fair value, with gains and losses being recognised in the consolidated statement of profit or loss.

The following table shows the designation of the Group’s financial instruments:

Financial assets

and liabilities at

amortised cost

Financial assets

and liabilities at

fair value

Total

carrying

value

Financial assets

and liabilities at

amortised cost

Financial assets

and liabilities at

fair value

Total

carrying

value

NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000

Financial assets

Cash and cash equivalents

24,354 - 24,354 11,342 - 11,342

Trade and other receivables4,830 - 4,830 2,542 - 2,542

Foreign exchange options- 33 33 - - -

Total financial assets

29,184 33 29,217 13,884 - 13,884

Financial liabilities

Employee entitlements676 - 676 303 - 303

Trade payables1,124 - 1,124 591 - 591

Other payables86 - 86 - - -

Accrued expenses546 - 546 369 - 369

Lease Liabilities

232 - 232 513 - 513

Other liabilities728 1,923 2,651 816 3,226 4,042

Total financial liabilities

3,392 1,923 5,315 2,592 3,226 5,818

20222021

Financial risk factors

The main risks arising from the Group’s financial instruments are credit risk, liquidity risk, foreign currency risk

and interest rate risks, which arise in the normal course of the Group’s business. The Group uses different

methods to measure and manage different types of risks to which it is exposed. Liquidity risk is monitored

through the development of future rolling cash flow forecasts.



Notes to the consolidated financial statements for
the year ended 31 March 2022

16.Financial instruments and financial risk management (continued)

Credit risk

The Group’s exposure to credit risk arises from potential default of a counterparty, with a maximum exposure

equal to the carrying amount of these instruments. Financial instruments that potentially subject the Group to

credit risk principally consist of cash and cash equivalents, trade and other receivables, and the foreign exchange

options. All cash and cash equivalents are held with high credit quality counterparties, being trading banks with

at least an ‘AA-‘ credit rating in New Zealand, and a Moody’s ‘A3’ rating in the USA. The Group does not require

collateral or security from its trade receivables, it performs credit checks, ageing analyses, and monitors specific

credit allowances. The Group does not anticipate any material non-performance by customers. The total

impaired trade receivables as at reporting date is $127,540 (2021: $105,562).

At reporting date, 94% (2021: 81%) of the Group’s cash and cash equivalents were with one bank.

Maximum exposure to credit risk at reporting date:

20222021

NZ$'000 NZ$'000

Cash at bank24,354 11,342

Trade and other receivables4,830 2,630

Foreign exchange options33 -

Total29,217 13,972

Liqu

idity risk

Liquidity risk is the risk that the Group cannot pay contractual liabilities as they fall due. Management monitors

rolling forecasts of the Group’s liquidity requirements to ensure it has sufficient cash to meet operational needs,

taking into consideration the Group’s forward financing plans. Management believes that the Group has

sufficient liquidity to meet its obligations as they fall due for the next 12 months.

The following table sets out the undiscounted cash flows for all financial liabilities of the Group:

2022

Contractual

cash flows

6 months

or less

6 months

to 1 year

1 to 2

years

No stated

maturity

NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000

Employee entitlements676 - - - 676

Trade payables1,124 1,124 - - -

Other payables86 86 - - -

Accrued expenses546 546

-

- -

Lease liabilities

252 133 119 - -

Other liabilities2,690 779 - - 1,911

Total financial liabilities

5,374 2,668 119 - 2,587

68

Notes to the consolidated financial statements for
the year ended 31 March 2022

16.Financial instruments and financial risk management (continued)

2021

Contractual

cash flows

6 months

or less

6 months

to 1 year

1 to 2

years

No stated

maturity

NZ$'000 NZ$'000 NZ$'000 NZ$'000 NZ$'000

Employee entitlements303 - 303

Trade payables591 591 -

Accrued expenses369 369 -

Lease liabilities

525 185 173 167 -

Other liabilities4,277 223 93 147 3,814

Total financial liabilities

6,065 1,368 266 314 4,117

Foreign currency risk management

The Group is exposed to foreign currency risk on its revenue and a significant portion of its expenses that are

denominated in USD, which is different to the Group’s presentational and parent’s functional currency NZD.

Additionally, the institutional placement and share purchase plan completed during the year was predominantly

in AUD, creating additional foreign currency risk exposure. Therefore, the Group has purchased AUD/USD foreign

exchange options to mitigate the risk on its AUD cash holdings.

If the NZD strengthened / weakened against the USD or AUD by 10% at 31 March 2022, the pre-tax loss would

have been (higher) / lower as follows:

2021

Carrying

amount in

USD

Carrying

amount in

AUD

Carrying

amount in

USD

Carrying

amount in

AUD

US$'000 AU$'000 US$'000 AU$'000

Cash and cash equivalents

6,420 13,144 5,881 -

Trade and other receivables3,367 - 1,752 -

Trade and other payables

(824) (8) (252) -

Carrying

amount

Change in

USD rate

Effect on loss

before tax

Sensitivity analysis

US$'000% NZ$'000

10%(1,168)

-10%1,428

10%(958)

-10%1,172

Carrying

amount

Change in

AUD rate

Effect on loss

before tax

AU$'000% NZ$'000

10%(1,286)

-10%1,572

10%

-

-10%-

-

2022

2021

2022

8,963

7,381

13,137

2022

2021

69

Notes to the consolidated financial statements for
the year ended 31 March 2022

16.Financial instruments and financial risk management (continued)

Interest rate risk management

The Group’s interest rate risk arises from its cash balances. The Group currently has no significant exposure to

interest rate risk other than in relation to the amount held at the bank. A reasonably expected movement in the

prevailing interest rate would not materially affect the Group’s consolidated financial statements.

17.Fair value estimation

The Group measures certain assets and liabilities at fair value either at initial recognition and/or continually. To

determine these fair values, valuation techniques are utilised.

To provide an indication about the reliability of the inputs used in determining fair value, the Group has identified

what level of input is utilised in the valuation in the note for each asset or liability. An explanation of each level is

below.

Level 1: The fair value of assets/liabilities traded in active markets (such as publicly traded derivatives, and equity

securities) is based on quoted market prices at the end of the reporting period.

Level 2: The fair value of assets/liabilities that are not traded in an active market (for example, over-the-counter

derivatives) is determined using valuation techniques which maximise the use of observable market data and

rely as little as possible on entity-specific estimates.

Level 3: If one or more of the significant inputs is not based on observable market data, the asset/liability is

included in level 3.

18.Contributed equity

Share capital

20222021

NZ$'000 NZ$'000

On issue at the beginning of the year80,932 61,498

Issued under share placement19,293 9,757

Issued under share purchase plan5,476 9,938

Less listing costs offset against issue proceeds(1,639) (1,230)

Exercise of share options204 446

Issued as part of business combinations485 523

Total share capital 104,751 80,932

Shares on issue

20222021

Fully paid total shares at the beginning of the year133,140,763 102,194,048

New ordinary shares offered24,801,112 28,963,035

Ordinary shares issued on settlement of options564,092 1,128,334

Ordinary shares issued as part of business combinations790,771 855,346

Fully paid ordinary shares159,296,738 133,140,763

0

Notes to the consolidated financial statements for
the year ended 31 March 2022

19.Basic and diluted earnings per share

The Group presents earnings per share (‘EPS’) data for its ordinary shares.

Basic EPS is calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the

weighted average number of ordinary shares outstanding during the year.

Diluted EPS is determined by adjusting the profit or loss attributable to ordinary shareholders and the weighted

average number of shares that would be issued on conversion of all the dilutive potential ordinary shares into

ordinary shares.

20222021

Total loss for the year attributable to the owners of the parent (NZ$'000)(7,857) (7,493)

Ordinary shares issued159,296,738 133,140,763

Weighted average number of shares issued148,854,956 121,474,636

Basic loss per share(0.05)$ (0.06)$

The

potential shares and options are anti-dilutive in nature due to the Group being in a loss position. The diluted

loss per share is therefore the same as the undiluted EPS at ($0.05) and ($0.06) for the respective periods.

20.Capital management

The capital structure of the Group consists of equity raised by the issuance of ordinary shares. The Group

manages its capital to ensure it can continue as a going concern and is not subject to any externally imposed

capital requirements.

During the current financial year, the Group completed an institutional placement and share purchase plan

raising $23.1m. The Group’s aim is to have a sufficient capital base to maintain investor and creditor confidence

and to sustain future development of the business. Capital requirements are regularly reviewed by the Board of

Directors.

There have been no material changes in the Group’s management of capital from the previous year.

21.Share-based payments reserve

The share-based payments reserve is used to recognise both the fair value of options issued to employees but

not exercised and contractual share payments to be made to employees based on the period of employment.

20222021

NZ$'000 NZ$'000

Share-based payment reserve

Share options2,267 913

Contractual share-based payments501 265

Total2,768 1,178

The contractual share-based payments are in relation to employees who have service conditions, which when

completed grant the right to shares. These arrangements arose from prior business combinations.

The Group has no legal or constructive obligation to settle the shares in cash and has no history of choosing to

settle these payments in cash. As such, these awards are treated as equity settled share-based payments.



Notes to the consolidated financial statements for
the year ended 31 March 2022

21.Share-based payments reserve (continued)

The Group determined the value of shares issued under contractual share-based payments based on the agreed

share price at the time of grant. This price is fixed.

A total of 209,322 shares at a value of $136,266 were issued during the period for services rendered (2021:

226,415 shares at $135,849 value).

Share options were granted to directors and selected employees to retain, reward, and motivate such individuals

to contribute to the growth and profitability of the Group.

Options outstanding at 31 March 2022 have a contractual life from grant date of between 4 and 6 years. Options

can be exercised at any time after vesting and unexercised options expire at the end of the contract or if the

employee leaves the Group. The Group has no legal or constructive obligation to repurchase or settle the options

in cash. Any share to be issued on the exercise of the option will be issued on the same terms and will rank

equally in all respects with the ordinary shares in the company on issue.

Movements in the number of share options outstanding and their related average exercise prices are as follows:

20222021

Average

exercise price

Number of

options

’000's

Average

exercise price

Number of

options

’000's

At 1 April

$0.64 3,505 $0.53 4,785

Granted$1.01 3,329 $0.78 1,550

Exercised$0.59 (799) $0.52 (2,599)

Forfeited$0.70 (201) $0.57(231)

Expirednilnilnilnil

$0.80 5,834 $0.64 3,505

Out of the 5,834,000 outstanding options 3,028,106 (2021: 1,820,852) had vested and were exercisable at

31 March 2022.

Options outstanding

Share options outstanding at the end of the year have the following expiry date and exercise price:

20222021

Year GrantedExpiry date Exercise price

Number of

options

Term

remaining

(years)

Number of

options

Term

remaining

(years)

201931-Dec-21$0.64 250,0000.75

202031-Mar-25$0.51 1,235,0003.00 1,704,9984.00

202131-Dec-24$0.90 300,0002.75 300,0003.75

202130-Jun-25$0.75 1,000,0003.25 1,250,0004.25

202230-Jun-25$0.75 455,0003.25

202230-Jun-26$1.06 2,694,0004.25

202230-Sep-26$1.06 150,0004.50



Notes to the consolidated financial statements for
the year ended 31 March 2022

21.Share-based payments reserve (continued)

Measurement of fair value

The Company determined the fair value of options issued using the Black Scholes valuation model. The

significant inputs to the model were level 3 inputs and were:

Weighted average share price

Exercise price

Volatility

Dividend yield

Risk free interest rate

Fair value of options issued in the year

0.85% - 2.38%0.10% - 0.37%

2021

$0.52, $0.60, $0.47, $0.48 $0.47, $0.62, $0.64, $0.67

$1.14 $0.78

$0.75 & $1.06$0.90 & $0.75

2022

55%55%

nilnil

See note 17 for details of the fair value hierarchy.

22.Related parties

ikeGPS Limited and ikeGPS Incorporated are 100% owned by ikeGPS Group Limited (2021: 100%). All

subsidiaries have 31 March reporting dates.

2022 2021

Name of entity

Country of

incorporation

Principal activityNZ$ NZ$

ikeGPS Limited

New ZealandProduct development and business operations1,000 1,000

ikeGPS Incorporated USAProduct development and business operations 1,000 1,000

2,000 2,000

Key management are identified as the Chief Executive Officer, Chief Financial Officer, Chief Financial and

Operating Officer (resigned September 2021), and Board Directors.

20222021

NZ$'000 NZ$'000

Short term benefits to Board Directors and senior management1,619 1,581

Share-based payment expense Board Directors and senior management854 367

The

Group issued 1,799,000 of unlisted share options at NZD$0.75 and NZD$1.06 to Board Directors and key

management during the period in accordance with the ikeGPS Group Limited Employee Share Scheme

(2021: 850,000 at NZD$0.75 and NZD$0.90).

In addition to the unlisted options issued, key management and Board Directors exercised 779,164 unlisted

options (404,166 exercisable at NZD$0.51, 250,000 exercisable at NZD$0.64 and 124,998 exercisable at

NZD$0.75) resulting in 317,261 new ordinary shares being issued to key management and Board Directors

(2021: 1,825,001 options resulting in 991,407 ordinary shares).



Notes to the consolidated financial statements for
the year ended 31 March 2022

23.Commitments and contingencies

20222021

NZ$'000 NZ$'000

Non-cancellable short-term and low-value leases or lease related costs

Less than one year108 211

Between one and five years- 66

Total 108 277

Op

erating leases are in relation to rented premises (short-term under one year) and photocopiers (low-value

assets). These exclude leases accounted for under IFRS 16.

24.Sales tax provision

20222021

NZ$'000 NZ$'000

Opening balance711 521

Sales tax (reversal)/expense(438) 275

Net cash paid to State revenue authorities(245) -

Foreign exchange movement12 (85)

Closing balance40 711

The primary market for sales of the Group’s products or services is the USA and sales tax obligations can arise

where IKE is deemed to have sales tax nexus.

Previously, the Group identified that customer sales tax was payable in multiple States and a best estimate of

the liability was provided for in the FY21 consolidated financial statements. The Group has almost completed

the process of voluntary disclosure and remitting the sales tax owed to the respective States.

25.Subsequent events

There were no significant events between balance date and the date these financial statements were authorised

for issue.

74

ikeGPS Group Limited
Level 7, 186 Willis Street

Te Aro

Wellington, 6011

Telephone: +64 4 382 8064

Directors of ikeGPS Group Limited

Alex Knowles

Frederick Lax

Richard Gordon Maxwell Christie

Mark Ratcliffe

Eileen Healy

Glenn Milnes

Legal Advisers

Chapman Tripp

10 Customhouse Quay

PO Box 993

Wellington, 6140

Telephone: +64 4 499 5999

Auditor

Grant Thornton

Level 15, Grant Thornton House

215 Lambton Quay

PO Box 10712

Wellington 6143

Share Registrar

Link Market Services Limited

PO Box 91976, Auckland 1142

Level 30 PWC Tower

15 Customs Street West, Auckland 1010

Telephone: +64 9 375 5998

Bankers

Bank of New Zealand

20-54 Mount Wellington Highway

Mount Wellington, Auckland 1060

Private Bag 39806,

Wellington Mail Centre,

Lower Hutt 5045

www.ikegps.com

75

www.ikegps.com

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.