Solution Dynamics Limited logo

SDL FY2022 Financial Results & Dividend

Full Year Results24 August 2022SDLConsumer Discretionary

SIMPLIFYING BUSINESS
ANNUAL

REPORT

20

22

22
2022 Highlights

>Record net profit after tax, up 26% to

$2.56 million

>Earnings per share 17.4 cents (prior

year 13.9 cents)

>Dividends per share of 13.0 cents (prior

year 11.0 cents)

>International revenue grows 30% to

67% of total revenue

>Revenue up 13% to $40.1 million

>EBITDA up 7% to $4.5 million

>Net cash on hand $5.0 million

>FY2023 earnings outlook flat

on FY2022; muted by economic

conditions and investment in sales and

marketing

Annual

Shareholders

Meeting

The Annual Meeting of

shareholders will be held

at 10:30am on Thursday,

27th October 2022, as

an in-person meeting in

the Jupiter Meeting Room

Solution Dynamics Limited,

18 Canaveral Drive, Albany,

AUCKLAND, and as an

online meeting with details

to be provided when the

Company provides the

Notice of Meeting to

shareholders.

Table of Contents
18

Consolidated Financial

Statements for the Year


Ended 30 June 2022

Consolidated Statement of

Profit or Loss .......................19

Consolidated Statement of


Comprehensive Income ..............19

Consolidated Statement of


Financial Position ...................20

Consolidated Statement of


Changes in Equity ...................21

Consolidated Statement of


Cash Flow .........................22

Notes to the Consolidated


Financial Statement .................23

Company Directory .................66

02

2022 Highlights

04

Chairman’s and Chief

Executive Officer’s Report

15

Independent Auditor’s Report

56

Statement of Corporate

Governance

2022 Annual Report ̵ Chairman’s and Chief Executive Officer’s Report
4

Chairman’s and Chief Executive Officer’s Report

FY2022 Result Overview

Solution Dynamics Limited (“SDL” or “Company”) recorded a net profit after tax of $2.56 million for FY2022, a

26.0% gain on the profit of $2.03 million the prior financial year. FY2022 earnings per share was 17.4 cents (on

closing issued share), up 25.2% from 13.9 cents the prior year. This is a record result for the Company in what was a

disrupted and difficult year.

The Company’s revenue also recorded a record result at $40.13 million (up 13.2%). COVID modestly constrained

revenue growth in both the domestic mail house and for some international customers. SDL’s Software &

Technology platforms continue to expand with revenue growth of 30% in FY2022, from a combination of new

customers and expansion of activity amongst existing customers. Earnings before interest, tax, depreciation and

amortisation (“EBITDA”) increased 7.2% to $4.52 million.

Cash flow from operations was $2.98 million (FY2021 $2.61 million) and the net cash position at year end was

$5.01 million (FY2021 $4.71 million). Historically, the year-end cash position has included an element of customer

prepayment of postage (around $1.25 million in FY2021) however, this was repaid to customers during the second

half of FY2022.

The directors have declared a final cash dividend of 4.0 cents per share (FY2021 4.0 cents), bringing total cash

dividends for FY2022 of 13.0 cents per share (FY2021 11.0 cents). All dividends are fully imputed.

FY2022 Business Performance

FY2022 was a year of significant disruption for SDL, with the passing in November 2021 of long-term CEO, Nelson

Siva, after a period of illness. The Company appointed the head of North America and international operations,

Patrick Brand, based in New York, to succeed Nelson. Sincere and deep thanks are due to SDL’s staff for operating

through what was a difficult period around Nelson’s illness and passing, and then assisting Pat, who was unable to

travel to New Zealand for the first six months of his tenure as CEO.

The second half of FY2022 saw a refreshed focus on new business activity, especially in New Zealand following

staff changes and a restructure of the sales team. This began to have a positive effect late in the financial year,

although most of the benefit will begin to flow progressively over FY2023. Activity levels were further assisted by

some new business following the closure of magazine and catalogue printer, Ovato. The Company has a strong

prospect pipeline in New Zealand and is targeting growth in several key vertical market sectors internationally.

International volumes were broadly up, with strong gains in the cyber breach notice sector partly offset by

significant weakness in US mortgage-related communications as interest rates rose significantly and depressed

housing finance activity. Volumes in the UK rose as expected, up around 40% as that economy emerged from

COVID constraints, although they remain well below pre-COVID levels.

The headwind from physical communications converting to digital continues. This is being exacerbated by postal

organisations globally introducing significant increases in postage rates to offset the revenue erosion they are

suffering from falling volumes. SDL expects this trend to continue and expects ongoing sizeable increases in

postage rates in the markets the Company operates in, including New Zealand.

5
SDL is maintaining most of its COVID monitoring and safety policies, aimed at ensuring the Company’s staff remain

safe. Although some staff have been infected, COVID has not affected operations to date. Some partial return to

working back in the office has commenced although the extent varies by function.

The main COVID effects were on volumes in the UK along with some impact from Omicron-related lockdowns in

New Zealand. The hidden effect on SDL has been from an increase in the length of sales cycles due to the inability

to travel for much of the year, constraining meeting sales prospects face-to-face. The Company’s best estimate is

that COVID reduced FY2022 revenues by – very approximately – around 5%.

Travel costs remained low, although the re-opening of New Zealand’s borders in the fourth quarter of FY2022

allowed SDL’s CEO, Pat Brand, to visit Auckland in June. COVID remains a factor in the shortage of skills across the

technology sector, exacerbating staff cost pressures. Supply chain disruptions, along with a weaker NZ dollar, are

affecting the cost (and timely availability) of paper and envelopes although for the most part these are pass-through

costs (sometimes with a lag) and SDL has some forward orders in place to mitigate the cost pressure.

Given the operational issues, CEO change process, and increasingly difficult macroeconomic environment over the

year, the Company was pleased to generate a record performance for the year.

Business Description

SDL operates in the global Customer Communications market (essential mail, interactive marketing communications

and on-demand communications) across both the old economy print/mail house business and the new economy

digital document management business. The Company’s products and services are represented by two revenue

streams:

• Services (split into Digital Print & Document Handling, and Outsourced Services); and

• Software & Technology.

Services operates solely in New Zealand. Digital Print & Document Handling revenues are generated from digital

printing and mail house processing for two categories of mail items: transactional mail, such as invoices and

statements; and direct marketing mail such as promotional material. These are then distributed through New

Zealand Post’s (“NZ Post”) mail delivery system. A number of the components included in this service, such as

envelopes and postage, form part of Outsourced Services revenues (these are typically very low margin activities).

Digital printing differs from traditional printing in that each document printed is typically personalised and unique.

Revenue from the Company’s scanning operation is included in Services (for New Zealand scanning operations),

while offshore consulting and software revenues that are related to SDL’s software technology are included in the

Software & Technology revenue stream.

Software & Technology develops and markets SDL’s own software products which include:

• digital asset management, with communication templates and campaign management;

• document archival;

• document composition;

• desktop digital mail centre solution for “print on demand”;

• consulting and software revenue from scanning and scanning workflow; and,

• international cross-border print on demand management software.

2022 Annual Report ̵ Chairman’s and Chief Executive Officer’s Report
6

Note that SDL has several different business models for international clients. For some, SDL only provides software

or related consulting services, but for others it also arranges third party printing and logistics on which it will

typically earn a modest margin. For these latter clients, the software charge and print/logistics margins are typically

aggregated into an overall charge to the customer. This means Software & Technology revenues are a mix of pure

software and software consulting revenues for some clients, while others include third party printing and logistics

revenues that are generated from SDL’s software.

Transactional mail volumes in New Zealand and internationally are continuing to decline, although anecdotal

evidence suggests direct marketing mail is seeing minimal erosion. Some types of communications remain better

suited or are legally required to be printed, and the usage level of printed versus electronic communications varies

significantly across industries, applications and countries. Technology such as Digital Mail Centre (DMC – SDL’s

print-on-demand desktop mail solution) can improve the handling efficiency, management and cost of physical mail.

The Company’s integrated range of print and software technologies enable the digital transformation of customer

communications.

International Operations

Historically, SDL was predominantly a New Zealand digital print and mail house business with some international

software revenue. That position first changed in FY2020, when SDL’s international revenue surpassed its New

Zealand revenue for the first time. Total Software & Technology revenue (some of which is revenue billed from New

Zealand) as a proportion of total revenue is around 74% and expected to increase in FY2023.

Software development and support has mainly been based in New Zealand to date with some customer-facing

employees in the UK and the US. Increasingly our customers based in the UK and the US require SDL to improve

local market knowledge and response times by providing increased in-country technical support. Therefore, SDL

expects to increase the number of technical support, testing, implementation, and DevOps staff in the northern

hemisphere. This “globalisation of operations” process has been occurring for some time but has yet to reach

maturity. The step change of moving from a New Zealand business that supports customers globally, to an in-time-

zone, self-supporting international operation is challenging from a talent acquisition, management, and cultural

perspective, along with a commensurate step change in cost structure.

Description and Review of Revenue Streams

Services

Services is the Company’s New Zealand print and mail house operation that predominantly provides mail house

operations to high-volume postal mail users in the business-to-consumer sector. Services operates leased, high-

speed digital colour and monochrome printers. In addition to digital printing, Services also provides the ancillary

document handling operations such as automated envelope inserting and flow-wrap.

Services revenue also includes Outsourced Services, which encompasses a variety of outsourced functions or

components such as postage, third party offset printing, freight, paper and envelopes. The Company has an access

agreement with NZ Post which provides wholesale rates and bulk mail discounts off NZ Post’s retail rates. The

gross profit margins on many of these outsourced components, especially postage, are low.

7
The Company’s general mail volumes continue to decline albeit at what SDL estimates is a lower rate than the

overall market fall; SDL’s FY2022 mail lodgement volumes declined around 8%. The Company’s digital print

volumes also fell, declining around 7%. SDL believes consolidation of mail house capacity is inevitable and is

confident it holds a strong, competitive cost position in the market.

On the digital communications side, SDL’s volume of customer emails rose about 8%.

SDL Services Revenue Breakdown

(all figures $000)FY2022FY2021

Percentage

Change

Digital Printing and Document Handling3,8124,161-8.4%

Outsourced Services6,5126,649-2.1%

Total Services Revenue10,32410,810-4.5%

SDL renewed the lease contract on its print equipment in FY2021 and mail house facility in FY2022. The Company

believes it now has highly competitive rates for its continuous digital printing equipment. One of SDL’s major New

Zealand customers re-tendered its business during FY2021 and the Company re-secured the business for a further

three-plus-two year term, albeit at lower gross margins.

The refocus on New Zealand sales, along with changes to the sales team, and the current strong pipeline provides

the basis for a more positive outlook for FY2023, despite the overall domestic postal market remaining in decline.

SDL Software & Technology

Software & Technology generated revenue of $29.8 million in FY2022, an increase of 21% on the prior year’s

revenue of $24.6 million. Growth was from several sources including expansion from a leading global charities

organisation that SDL secured in 2020, plus a large US-based multinational corporation continuing to roll-out

SDL’s Digital Mail Centre (DMC) platform globally. Mid-sized clients in the cyber breach notice sector contributed

strongly to US growth, offset by weakness in financial services volumes, while the UK began to see a rebound from

COVID-constrained volumes.

Software & Technology revenue is partly platform based, typically under SaaS (software as a service) arrangements,

which can be priced as a monthly subscription, tiered on volume, or on a per document basis. It also includes

revenue where SDL manages the total communications solution, based on the Company’s software platforms, but

including document printing and distribution for the customer. The printing and distribution component forms the

larger part of Software & Technology’s revenue and is generally lower margin.

In FY2022, we made substantial progress in “productising” our global customer communications platform, DMC.

DMC simplifies onboarding of customers, and sending and tracking of documents, through physical and digital

channels. DMC integrates with our document composition platform, Composer, along with our automation tool,

Autoprod, to enable customers to create highly personalised communications at scale. DMC integrates with our

print partner network through SDL’s distributed print platform, Jupiter, to manage and provide real time status

updates on job completion and mailing. Our expertise in global postage management delivers significant cost

savings by leveraging DMC to optimise production and delivery logistics. Our objective is to grow SaaS platform

revenue at a faster rate than print services.

As the speed of business increases, customer communications are increasingly moving to an “on-demand” model.

This is especially true in marketing and regulatory notice applications. Global supply chain logistics issues have

made it more difficult and more expensive to send physical “on-demand” content as well as introducing logistics

2022 Annual Report ̵ Chairman’s and Chief Executive Officer’s Report
8

delays in international mail. Additionally, availability and cost of envelopes and paper has been challenging. SDL’s

software and network of service providers ensures that “on-demand” communications can be produced and

delivered on time and this functionality is enabling SDL to win business.

Communication channels are no longer “one size fits all”; customers now receive increasingly personalised

messaging through multi-media channels. SDL’s software platforms enable one-to-one personalisation of each form

of communication – whether a customer email, an invoice or account statement, or a piece of marketing collateral –

as a means to enrich and deepen the relationships that our customers have with their customers.

The Company is leveraging its position as a leader in global, “on-demand” communications to overcome supply-

chain driven disruptions. One key area of focus in FY2023 is to better leverage SDL’s marquee customers in the

global charities and cyber security breach notice space as reference points for sales activity. This requires a ramp up

of investment in sales and marketing, along with DevOps and customer support, in our key US and UK markets. Our

DMC roadmap will continue to prioritise standardisation and integration, to support scalability, with much of this

development expected to complete during FY2023.

For a more detailed view of SDL’s software solutions, refer to the Company’s website at: https://solutiondynamics.

com/solutions/.

In FY2021, SDL was assisted in its American growth initiative by a market development grant from NZ Trade and

Enterprise (“NZTE”) that contributed towards the costs of expansion. The NZTE grant was fully utilised during

FY2021 and there was no NZTE contribution in FY2022. SDL appreciates the financial and market assistance it has

received from NZTE and is exploring possible further growth initiative support for FY2023.

In summary, enabling organisations to drive down cost of customer communications while improving client

engagement is what we do at SDL. Leading brands rely on the Company’s software to simplify sending of complex

global customer communications through print and digital channels. SDL’s global network of mail service providers

delivers significant savings in print and postage costs as well as assurance against pandemic/supply chain driven

business interruptions. As the secular decline in mail continues, SDL’s software platforms provide an omni-channel

bridge to digital transformation.

Financial Performance

SDL’s growth in revenue and earnings over FY2022 resulted from ongoing expansion of its international business,

predominantly in the US. The New Zealand business continued to feel pressure from the ongoing structural

decline in volumes and pricing pressure resulting from excess industry capacity, but it nevertheless remains

sustainably profitable. As previously noted, a refocus on New Zealand sales activity in early 2022 has already seen

improvements to revenue and this is expected to continue into FY2023 although the print and mail house market

remains very competitive.

Cost pressures, lower margins from a large New Zealand customer, along with change in revenue mix (lower FX

gains and grant income) partially offset the solid revenue growth and held Gross Profit to a 3.3% gain on the prior

year. SG&A costs were well controlled given inflationary pressures in some parts of the business, rising 1.6% on the

prior year. EBITDA grew 7.2% to $4.52 million.

9
Summary Financial Performance

(all figures $000)FY2022FY2021

Percentage

Change

Total Revenue40,12735,44513.2%

Less: Cost of Goods Sold26,18621,95419.3%

Gross Profit13,94113,4913.3%

Gross Margin (%)34.7%38.1%

Less: Selling, General & Admin (SG&A)9,4229,2771.6%

EBITDA4,5194,2147.2%

EBITDA margin (%)11.3%12.8%

Depreciation8851,156-23.4%

Amortisation168283-40.6%

EBIT3,4662,77524.9%

Net Interest5970-15.7%

Income Tax84467125.8%

Net Profit after Tax2,5632,03426.0%

Tax rate24.8%24.8%

The “quality” of SDL’s earnings improved in FY2022 versus the prior FY2021 earnings result which contained two

one-off items (realised foreign exchange gain and NZ Trade & Enterprise market development grant assistance)

totalling $1.14 million pre-tax. Neither of these one-off gains recurred in FY2022.

The following table highlights first and second half performance for the last two financial years. The timing of a

small number of particularly large customer jobs during the year can materially alter the split of first and second half

earnings.

SDL Half Financial Years

(all figures $000)

2H

FY2022

2H

FY2021

Percentage

Change

1H

FY2022

1H

FY2021

Percentage

Change

Total Revenue16,40916,923-3.0%23,71818,52228.1%

EBITDA8981,369-34.4%3,6212,84527.3%

EBITDA margin5.5%8.1%15.3%15.4%

Net Profit after Tax531585-9.3%2,0321,44940.3%

Balance Sheet, Liquidity and Debt

SDL closed the year with net cash (i.e. cash less interest-bearing debt) on hand at $5.01 million (FY2021 $4.72

million). This net cash figure excludes debt liabilities relating to Right to Use Liabilities arising from the Lease

Accounting standard; these liabilities are approximately offset by Right to Use Assets. The net cash balance in

FY2021 included approximately $1.25 million that was customer prepayment of postage; this was repaid during the

second half of FY2022.

2022 Annual Report ̵ Chairman’s and Chief Executive Officer’s Report
10

The Directors intend to maintain a prudent approach to balance sheet management and are conscious that a period

of more difficult economic times may provide acquisition opportunities.

The Company maintains an overdraft arrangement from ANZ Bank with a $200,000 limit. This was unused during

FY2022.

Selected Balance Sheet and Cashflow Figures

(all figures $000)FY2022FY2021


Change

Net Cash/(Debt & Borrowings)5,0094,713296

Non-Current Assets1,5411,816-275

Right of Use Assets3,4471,2102,237

Net Other Assets/(Liabilities)-602-1,458856

Right of Use Liabilities-3,481-1,346-2,135

Net Assets5,9144,935979

Cashflow from Trading3,9022,3721,530

Movement in Working Capital-923236-1,159

Cash Inflow from Operations2,9792,608371

Cash dividends paid1,9041,9031

Capital expenditure for the year was minimal at $0.07 million. The Company does not capitalise any software

development. Note that Right of Use assets and liabilities both increased in FY2022 as a result of SDL signing a

renewal of the lease on its premises at Canaveral Drive, Auckland, commencing September 2022.

Net assets includes intangible assets of around $1.15 million of which the bulk ($1.06 million) is goodwill and

subject to an annual impairment test. The balance of intangibles represents software and customer contracts from

acquisitions which are now almost wholly amortised.

SDL operates with a largely neutral working capital balance, meaning growth typically does not require additional

investment of capital, although international expansion and larger, “lumpier” contracts means month-to-month and

intra-month cash flow movements have wider fluctuations.

Taxation and Dividends

SDL pays full New Zealand tax on locally generated earnings. In FY2022, the Company obtained some benefit from

New Zealand’s Research and Development Tax Incentive (RDTI) which provides a tax credit equal to 15% of eligible

R&D expenditure. The RDTI tax credit benefit is the primary reason why the overall tax rate of 24.8% is below the

statutory tax rate.

A portion of amortisation of acquired intangibles (relating to customer contracts and some of the acquired

software) is not tax deductible, although only a small balance now remains to be amortised.

SDL intends to pay dividends only to the extent that it can fully impute them and also subject to the Company not

experiencing any one-off requirements for abnormal capital expenditure or any significant acquisition or investment

activity.

11
Earnings and Dividends per ShareFY2022FY2021

Percentage

Change

Closing Shares on Issue (‘000)14,72014,6400.5%

Reported Earnings per Share (cents)17.4113.8925.3%

Dividend per Share (cents)13.011.018.2%

Dividend Proportion Imputed100.0%100.0%

Dividend Payout ratio74.7%79.2%

Dividend Payout ratio on NPATA71.3%72.0%

The final dividend for FY2022 of 4.0 cents per share will be fully imputed and paid on 30 September 2022. The full

year FY2022 dividends total 13 cents per share, up 18.2% on the prior year and within the Company’s usual 70-

75% payout ratio.

The number of shares on issue increased by 0.5% the year after one staff member exercised employee share option

plan (ESOP) rights which saw 80,000 new shares issued. At year end, the Company had outstanding ESOP rights to

two key staff members in the plan (including the CEO) who collectively held rights to 373,000 shares. Further ESOP

issuance is likely during FY2023.

Risk Factors

Physical mail volumes in New Zealand are continuing to show structural decline, especially for transactional mail.

This has been exacerbated by COVID increasing the emphasis towards electronic communications and postal

organisations globally, including NZ Post, significantly increasing postage rates. Direct mail/marketing volumes

have been steadier and SDL estimates have shown modest-to-little decline in New Zealand. The Company has

several key domestic contracts that, if lost, could place material pressure on local profitability although much of

this is under medium-term contract (SDL renewed a major print and mail contract for a multi-year term during

FY2021). While SDL expects that consolidation in the New Zealand print market is inevitable, and has held industry

rationalisation discussions with other participants in the print sector, the Company will not participate unless there

is clear value enhancement for shareholders.

SDL’s largest five customers accounted for 64% of revenue in FY2022. Loss of one or more of those would cause

financial results to differ materially from those outlined in the FY2023 Outlook section below.

The Company’s software provides critical document management, distributed print, and storage functions for its

clients. SDL needs to ensure it continues to maintain appropriate levels of software development quality control

along with well-trained staff for software delivery and support. Cyber and data security is a known high-risk

area. The Company regularly reviews its IT and data security arrangements, including through the use of external

consultants.

The Company operates a single site facility for its New Zealand print and mail house production, with an offsite for

data and server backup. The Directors are conscious of the operational risk a single site implies for digital imaging

and mail house operations. SDL has a reciprocal disaster recovery (“DR”) plan with another printer, as well as

backup capability with a division of its major print equipment supplier.

2022 Annual Report ̵ Chairman’s and Chief Executive Officer’s Report
12

The Company mainly relies on distribution channel partners to market its software products into the UK, Europe

and the US. This means SDL has little or no contact with many of the end user customers of its products. While

these channel partner arrangements are currently stable there is not guarantee these arrangements will continue.

SDL aims to ensure its software meets channel partner requirements.

At present, the Company expects ongoing growth from existing customers and new contract wins as sufficient to

support growth expectations. However, the global environment (both in health and macroeconomic terms) remains

extremely uncertain and this could materially affect the Company.

FY2023 Outlook

SDL reconfirms prior FY2023 guidance provided in July 2022, for reported net profit of around $2.5 million. In

FY2023, a number of positive and negative influences are expected to affect earnings.

On the positive side, SDL is seeing strong new business activity in its NZ print and mail house, and expects

underlying growth will occur in several key accounts and vertical markets internationally.

On the negative side, the Company is subject to increasing cost pressures, not all of which can be passed through

to customers. Also, to further support and accelerate international growth, the Company intends to invest in

additional sales and marketing capabilities, plus further in-market developer, support and DevOps personnel

will be required in the northern hemisphere. SDL expects that the global trend of sizeable postage increases will

persist and this will continue the push of certain types of communications towards digital channels. These cost

and industry factors, coupled with macroeconomic headwinds from central bank interest rate increases, provide an

offset to the Company’s expected new business gains.

The net effect of the above positive and negative on FY2023 earnings is forecast to be broadly neutral. The

Company cautions that significant volatility around this guidance is possible and some factors, such as global health

and macroeconomic risks, are outside the Company’s control.

13
Net Profit ($000)

Reported net profit. Note that SDL paid

no tax from FY2012 to FY2014.

EBITDA ($ 000)

CAGR (10 year) 31.2%

EBITDA is as reported in financial

statements, noting this is affected by the

change of accounting standard to NZ

IFRS 16 (accounting for leases) in FY2020

(increases reported EBITDA) so FY2020

onwards is not comparable with prior

years.

Dividends

Cents per share (excludes imputation credits).

All dividends are fully imputed.

Revenue ($000)

Revenue CAGR (10 yr) 13.8%

Software CAGR (10 yr) 23.2%

Print/Mail CAGR (10 yr) 3.5%

Key Financial Trend Metrics

FY12

3,000

2,500

2,000

1,500

1,000

500

0

-500

-1000

FY16FY14FY18FY20FY13FY17FY15FY19FY21FY22

FY12

Software & TechnologyPrint/Mailhouse

45,000

40,000

35,000

30,000

25,000

20,000

15,000

10,000

5,000

0

FY16FY14FY18FY20FY13FY17FY15FY19FY21FY22

FY12

14.00

12.00

10.00

8.00

6.00

4.00

2.00

0.00

FY16FY14FY18FY20FY13FY17FY15FY19FY21FY22

6,000

5,000

4,000

3,000

2,000

1,000

0

16.0%

14.0%

12.0%

10.0%

8.0%

6.0%

4.0%

2.0%

0.0%

FY12FY16FY14FY18FY20FY13FY17FY15FY19FY21FY22

2.7%

5.3%

7.7%

8.5%

10.4%10.4%

10.0%

9.2%

12.8%

11.9%

11.3%

2022 Annual Report ̵ Chairman’s and Chief Executive Officer’s Report
14


In Memoriam: Nelson Siva

In November 2021 our dear friend and colleague Nelson Siva passed

away after an illness since early 2020.

Nelson was SDL’s long-term CEO from 2006. He was instrumental in the

significant growth in earnings over the last ten years and a key architect

of the Company’s successful technology and international expansion. He

would have been especially proud of how the SDL team managed the

transition process over to Pat, and the record result for FY2022.

As a number of staff and Board members noted, he would of course then

have been asking how we were going to improve on that and deliver

more in FY2023! He could not only “sell snow in the Arctic” and see the

big strategy picture, but also sweat the detail and motivate the entire

SDL team to deliver.

Most importantly, Nelson created SDL’s culture; a “can do”, strong

customer service-oriented focus, which drives our ability to tackle

complex customer communication problems. Development of the

Company’s communications technology platforms and capabilities to

sustain future growth are testament to Nelson’s strategic and tactical

skills. And the development of SDL’s internal management talent is

testament to Nelson’s positive approach and people skills.

The team at SDL deeply appreciate Nelson’s contribution and legacy to

the Company, and the strong foundation he has bequeathed us for future

success.

Nelson was also a friend to the staff, some of whom had worked with

him for more than 20 years and across multiple companies. He is deeply

missed.

We offer our deepest condolences to Nelson’s wife, Tracey, and family.

Rest in Peace, Nelson.

15
Grant Thornton New Zealand Audit Limited

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T +64 9 308 2570

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Member of Grant Thornton International Ltd.








To the Shareholders of Solution Dynamics Limited

Report on the Audit of the Consolidated Financial Statements


Opinion

We have audited the consolidated financial statements of Solution Dynamics Limited and its subsidiaries (the Group) on pages

19 to 55 which comprise the consolidated statement of financial position as at 30 June 2022, and the consolidated statement

of prof it or loss, consolidated statement of comprehensive income, consolidated statement of changes in equity and

consolidated statement of cash flows for the year then ended, and notes to the financial statements, including a summary of

significant accounting policies.

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

of the Group as at 30 June 2022 and its financial performance and cash flows for the year then ended in accordance with New

Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) issued by the New Zealand Accounting

Standards Board.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) issued by the New

Zealand Auditing and Assurance Standards Board. Our responsibilities under those standards are further described in the

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of

the Group in accordance with Professional and Ethical Standard 1 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 Ethics Standards Board for Accountants’ International Code of Ethics for Professional

Accountants (including International Independence Standards) (IESBA Code), and we have fulfilled our other ethical

responsibilities in accordance with these requirements and the IESBA Code. We believe that the audit evidence we have

obtained is sufficient and appropriate to provide a basis for our opinion.

Ou r firm carries out other assignments for the Group in the area of taxation advice and services. The firm has no other

interest in the Group.



Independent Auditor’s Report

162022 Annual Report ̵ Auditor’s Report


Chartered Accountants and Business Advisers

Member of Grant Thornton International Ltd.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the

consolidated financial statements of the current period. These matters were addressed in the context of our audit of the

consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on

these matters.


Key audit matters

Our procedures to address the key audit matter

Carrying Value of Goodwill


The Group has significant goodwill of $1,061,000

arising from historical acquisitions of businesses.

Goodwill is allocated across the Groups software cash

generating units. Any risk of downturn in the

macroeconomic environment could result in an

indicator of impairment to the goodwill balance. The

inherent uncertainty involved in forecasting and

discounting future cash flows is one of the key

judgement areas that our audit concentrated on. The

uncertainty is affected by several factors including

general market trends, current environment and

economic factors such as impact of the COVID19

global pandemic, the number of new customers and

future demand for the software solutions. All which

form the basis for assessment of the carrying value of

the goodwill balance.




For this key audit matter our audit procedures included assessment

of the Group’s forecast and budgeting procedures used to form the

basis for value in use calculations. We also compared the Group’s

historical budget to actual performance and its future projections

compared to prior year actual results and tested the

reasonableness of forecasting assumptions. In addition, we

performed our own assessments in relation to key inputs such as

projected revenue growth, cost and overhead inflation expectations

and discount rates used and engaged Corporate Finance for peer

review on the impairment.


We further evaluated the reasonableness where changes to inputs,

methodology or assumptions from the prior year have occurred.

We also assessed whether the Group’s disclosures about the

sensitivity in key assumptions fairly reflected the risks inherent in

the carrying value of the goodwill balance

.



Accuracy of revenue


The Group recognised revenue of $40. 2 million (2021:

$34.3 million) for the year ended 30 June 2022

comprising sale of goods and rendering of services

under contract. The principal risk associated with

revenue relates to recognition and recoverability.

There are several factors that could affect revenue

including:


• Delivery may not have occurred before year

end resulting in recorded sales being

recognised in the incorrect accounting

period.

• Revenues recognised from contract sales of

products and services may be at a point in

time or over time with reference to the

various performance obligations existing with

customers.

• Revenue may include estimates and

judgements that impact the amount of

revenue recognised.



For the key audit matter our audit procedures included evaluating

the Group’s recognition of revenue by assessing the procedures

and controls in place and ensuring appropriate revenue recognition

policies have been applied. In relation to sales cut-off, we

performed detailed substantive testing on sales recognised or

adjusted either side of year end to substantiate the appropriate

terms of the relevant contracts had been satisfied in line with

contract performance obligations.


Our audit work included assessing performance obligations of any

significant projects or contracts including the delivery of the goods

to ensure appropriate revenue recognition.


For contracts recognised at a point in time we inspected a sample

of delivery notes, invoices raised and cash receipts.


For contracts recognised over time we reperformed the calculation

of any material revenue to be recognised at year end and agreed

the assumptions used in determining the various performance

obligations to supporting documentation.





Chartered Accountants and Business Advisers

Member of Grant Thornton International Ltd.

Other Information

The Directors are responsible for all other information included in the Group’s Annual Report. The other information comprises

2022 Highlights, Chairman’s and Chief Executive Officer’s Report, Statement of Corporate Governance and the Company

Directory, included in the annual report, but does not include the consolidated financial statements and our auditor’s report

thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of

audit opinion or assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in

doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our

knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we

conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to

report in this regard.

Directors’ Responsibilities for the Consolidated Financial Statements

The Directors are responsible on behalf of the Group for the preparation and fair presentation of the consolidated financial

statements in accordance with 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 the consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible on behalf of the Group for assessing the

Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going

concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no

realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material

misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance

is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (NZ) will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or

in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these

consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located on the External

Reporting Board’s website at: https://xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report -1/

Restriction on use of our report

This report is made solely to the Group ’s shareholders, as a body. Our audit work has been undertaken so that we might state

to the Group ’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

Group and the Group ’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




V J Black

Auckland, New Zealand


25 August 2022

17


Chartered Accountants and Business Advisers

Member of Grant Thornton International Ltd.

Other Information

The Directors are responsible for all other information included in the Group’s Annual Report. The other information comprises

2022 Highlights, Chairman’s and Chief Executive Officer’s Report, Statement of Corporate Governance and the Company

Directory, included in the annual report, but does not include the consolidated financial statements and our auditor’s report

thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of

audit opinion or assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in

doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our

knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we

conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to

report in this regard.

Directors’ Responsibilities for the Consolidated Financial Statements

The Directors are responsible on behalf of the Group for the preparation and fair presentation of the consolidated financial

statements in accordance with 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 the consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, the Directors are responsible on behalf of the Group for assessing the

Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going

concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no

realistic alternative but to do so.

Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material

misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance

is a high level of assurance but is not a guarantee that an audit conducted in accordance with ISAs (NZ) will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or

in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these

consolidated financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located on the External

Reporting Board’s website at: https://xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report -1/

Restriction on use of our report

This report is made solely to the Group ’s shareholders, as a body. Our audit work has been undertaken so that we might state

to the Group ’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

Group and the Group ’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




V J Black

Auckland, New Zealand


25 August 2022

18
CONSOLIDATED

FINANCIAL

STATEMENTS

19
Consolidated Statement of Profit or Loss

For the year ended 30 June 2022

Note

2022

$000

2021

$000

Revenue440,15234,302

Other income/(loss)4(25)1,143

Total revenue40,12735,445

Expenses535,60831,231

Earnings before interest, tax, depreciation & amortisation (EBITDA)4,5194,214

Depreciation 17, 188851,156

Amortisation of intangible assets (software)19168283

Net interest75970

Profit before income tax3,4072,705

Income tax8844671

Net profit after income tax2,5632,034

CentsCents

Basic earnings per share917.513.9

Diluted earnings per share917.113.6

Consolidated Statement of Comprehensive Income

For the year ended 30 June 2022

2022

$000

2021

$000

Net profit after income tax2,5632,034

Items that may be reclassified subsequently to profit and loss:

Exchange gain (loss) on translation of foreign operations125(91)

Other comprehensive income/(loss) net of tax125(91)

Total comprehensive income for the year2,6881,943

The accompanying notes on pages 23 – 55 form part of the consolidated financial statements.

202022 Annual Report ̵ Consolidated Financial Statements
Consolidated Statement of Financial Position

As at 30 June 2022

Note

2022

$000

2021

$000

Current Assets

Cash and cash equivalents105,0094,713

Trade & other receivables124,0025,574

Inventories and work in progress11234164

Deferred tax benefit8207 161

Prepayments419853

Total Current Assets9,87111,465

Current Liabilities

Trade creditors2,0463,183

Other current liabilities132,4174,138

Other non-financial liabilities1417881

Lease liability16666863

Employee benefit liabilities15823808

Total Current Liabilities6,1309,073

Working Capital3,7412,392

Non-Current Assets

Capital works in progress206195

Property, plant & equipment17189307

Right of use assets183,4471,210

Intangible assets1985253

Goodwill201,0611,061

Total Non-Current Assets 4,9883,026

Non-Current Liabilities

Lease liability162,815483

Total Non-Current Liabilities2,815483

Net Assets5,9144,935

Equity

Share capital215,5745,413

Employee share option plan316531

Foreign currency translation reserve(34)(159)

Accumulated profit /(loss)22309(350)

Total Equity5,914 4,935

For and on behalf of the Board who approved these financial statements for issue on 25 August 2022.

John McMahon – Director Andy Preece – Director

(Chairman) (Chairman Audit & Risk Management Committee)

The accompanying notes on pages 23 – 55 form part of the consolidated financial statements.

21
Consolidated Statement of Changes in Equity

For the year ended 30 June 2022

Share

Capital

$000

Employee

Share Plan

$000

Currency

Translation

Reserve

$000

Accum-

ulated

Profit/

(Loss

$000

Total

Equity

$000

Balance 30 June 20215,41329(68)(481) 4,893

Issue of shares to employees-2--2

Transactions with owners-2--2

Profit for the year after tax---2,0342,034

Dividend paid---(1,903)(1,903)

Other comprehensive (loss)--(91)-(91)

Total comprehensive income--(91)13140

Balance 30 June 20215,41331(159)(350)4,935

Issue of shares to employees16134--195

Transactions with owners16134--195

Profit for the year after tax---2,5632,563

Dividend paid---(1,904)(1,904)

Other comprehensive income--125-125

Total comprehensive income--125659784

Balance 30 June 2022 5,57465(34)3095,914

The accompanying notes on pages 23 – 55 form part of the consolidated financial statements.

22
Consolidated Statement of Cash Flows

For the year ended 30 June 2022

Note

2022

$000

2021

$000

Cash Flow from Operating Activities

Cash was provided from:

Receipts from sales42,81035,389

Other income (losses) (25)1,143

42,78536,532

Cash was applied to:

Payments to suppliers28,53222,696

Payments to employees11,22910,594

GST paid to Inland Revenue 45634

39,80633,924

Net Cash Inflow from Operating Activities242,9792,608

Cash Flow from Investing Activities

Cash was applied to:

Purchase of right-of-use assets2,861600

Purchase of property, plant and equipment & capital works in progress154149

3,015749

Net Cash Outflow from Investing Activities(3,015)(749)

Cash Flow from Financing Activities

Cash was provided from:

Issue of shares161-

Finance lease additions2,950600

3,111600

Cash was applied to:

Payment of dividends1,9041,903

Interest paid5970

Finance lease liabilities816785

2,7792,758

Net Cash (Outflow) from Financing Activities332(2,158)

Net change in cash and cash equivalents296(299)

Add cash and cash equivalents held at beginning of year4,7135,012

Cash and cash equivalents at end of year105,0094,713

2022 Annual Report ̵ Consolidated Financial Statements

23
Notes to the Consolidated Financial Statements

For the year ended 30 June 2022

1. Corporate Information

The consolidated financial statements of Solution Dynamics Limited (SDL or Company) and its subsidiaries,

Solution Dynamics International Limited, Solution Dynamics Incorporated and Déjar International Limited

(collectively the Group) for the year ended 30 June 2022 were authorised for issue in accordance with a

resolution of directors on 25 August 2022.

Solution Dynamics Limited is a public company incorporated and domiciled in New Zealand and is listed

on the NZX. The registered office is located at 18 Canaveral Drive, Albany in Auckland.

The Group offers a range of integrated solutions encompassing data management, electronic digital

printing, document distribution, web presentment and archiving, fulfilment, traditional print services,

scanning, data entry and document management.

2. Summary of Significant Accounting Policies

2.1 Statement of Compliance

The consolidated financial statements of the Group comply with New Zealand Equivalents to International

Financial Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS) as

appropriate for a profit orientated entity.

2.2 Basis of Preparation

2.2.1 Basis of Preparation

The consolidated financial statements have been prepared on the historical cost basis but modified, where

applicable, by the measurement of fair value of selected financial assets and financial liabilities. Accounting

policies are selected and applied in a manner which ensures that the resulting financial information

satisfies the concepts of relevance and reliability, thereby ensuring that the substance of the underlying

transactions or other events is reported. The principal accounting policies are set out below.

2.2.2 Basis of Consolidation

The consolidated financial statements have been prepared in compliance with generally accepted

accounting practice in New Zealand (NZ GAAP), the requirements set out in Part 7 of the Financial

Markets Conduct Act 2013 as a reporting entity, the Main Board Listing Rules of the NZX, the Companies

Act 1993, and other authoritative pronouncements issued by the New Zealand Accounting Standards

Board (NZ ASB).For the purposes of complying with NZ GAAP the Group is a for-profit entity that has

followed the Tier 1 for – profit reporting requirements set out by the External Reporting Board, in its

“Accounting Standards Framework.”

All subsidiaries have a 30 June reporting date and consistent accounting policies are applied.

The acquisition method is used to prepare the consolidated financial statements, which involves adding

together like items of assets, liabilities, income and expenses on a line-by-line basis. All transactions and

balances between Group companies are eliminated on consolidation, including unrealised gains and losses

on transactions between Group companies.

The consolidated financial statements have been prepared under the assumption that the Group operates

as a going concern.

242022 Annual Report ̵ Notes to the Consolidated Financial Statements
2.2.3 Rounding of Amounts

Amounts in the consolidated financial statements have been rounded off to the nearest $000 unless

otherwise specified.

2.2.4 Changes in Accounting Policies and Disclosures

Except as described below, the accounting policies and disclosures are consistent with those of the

previous year.

Specific Accounting Policies

The following specific accounting policies, which significantly affect the measurement of financial performance,

financial position and cash flows, have been applied.

2.3 Foreign Currency

2.3.1 Functional and Presentation Currency

Items included in the consolidated financial statements are measured using the currency of the primary

economic environment in which the entity operates (the ‘functional currency’). The consolidated financial

statements are presented in New Zealand dollars, which is the Group’s functional and presentational

currency and expressed in $000’s.

2.3.2 Transaction and Balances

Foreign currency transactions are translated into the functional currency using the exchange rates

prevailing at the dates of the transactions. Monetary assets and liabilities denominated in foreign

currencies at the reporting date are retranslated to the functional currency at the exchange rate at that

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

the translation of period end exchange rates of monetary assets and liabilities denominated in foreign

currencies are recognised in the Consolidated Statement of Profit or Loss.

For consolidation purposes, the subsidiaries SDIL and SD Inc. is translated into the Group’s presentation

currency of New Zealand Dollars. Assets and liabilities are translated using the exchange rate prevailing at

the end of the reporting period. Income and expense items are translated at the average exchange rate

for the relevant period. Translation differences are recognised in other comprehensive income (loss) and

are accumulated within equity in the currency translation reserve.

2.4 Revenue Recognition

Revenue is measured at the fair value of the consideration received or receivable. Revenue is reduced for

estimated customer returns, rebates and other similar allowances.

2.4.1 Sale of Goods

To determine whether to recognise revenue at a point in time or over time, an assessment has been

undertaken using the 5-step process set out in NZ IFRS 15:

1. Identifying the contract with a customer

2. Identifying the performance obligations

3. Determining the transaction price

4. Allocating the transaction price to the performance obligations

5. Recognising revenue when and as its performance obligation(s) are satisfied.

The Group often enters into transactions involving a range of the Group’s products and services, for

example the delivery of mailing services involves a blend of physical material (paper stock and envelopes)

along with the provision of data and other services to process and deliver the finished job for lodgement

to NZ Post. In all cases, the total transaction price for a contract is allocated amongst the various stages of

25
the project based on their relative stand-alone selling prices. The transaction price for a contract excludes

any amounts collected on behalf of third parties. However, these constitute one performance obligation

due to them being highly integrated and non-distinct.

Revenue is recognised either at a point in time or over time, when (or as) the Group satisfies performance

obligations by transferring the promised goods or services to its customers.

To depict the progress by which SDL transfers control of the products and services to the customer, and

to establish when and to what extent revenue can be recognised, SDL measures its progress towards

complete satisfaction of the performance obligation by measuring outputs completed to date. This basis

provides the most faithful depiction of the transfer of goods and services to each customer due to SDL’s

ability to accurately measure the units produced and delivered to the customer.

Items where revenue is recognised as arising at the time of delivery include the sale of goods, usually

envelopes and paper, and the sale of right to use licences. In both cases title and the risks and rewards

of ownership have been transferred to the customer. No revenue is recognised if there are significant

uncertainties regarding recovery of the consideration due, associated costs or the possible return of goods,

or where there is continuing management involvement with the goods when the performance obligation

has been satisfied. No revenue is recognised if there are significant uncertainties regarding recovery of

the consideration due, associated costs or the possible return of goods, or where there is continuing

management involvement with the goods when the performance obligation has been satisfied.

2.4.2 Interest Revenue

Interest revenue is accrued on a time basis, by reference to the principal outstanding and at the effective

interest rate applicable, which is the rate that exactly discounts estimated future cash receipts through the

expected life of the financial asset to that asset’s net carrying amount.

2.4.3 Government Grants

Government grants are recognised as revenue when the conditions attached to the grant have been met.

Where there are unfilled conditions attaching to the grant, the amount relating to the unfilled condition is

recognised as a liability and released to revenue as the conditions are met.

2.5 Leases

The Group considers whether a contract is or contains a lease. A lease is defined as ‘a contract, or part of a

contract, that conveys the right to use an asset (the underlying asset) for a period of time in exchange for

consideration’.

To apply this definition the Group assesses whether the contract meets three key evaluations which are

whether:

• the contract contains an identified asset, which is either explicitly identified in the contract or

implicitly specified by being identified at the time the asset is made available to the Group

• the Group has the right to obtain substantially all of the economic benefits from use of the identified

asset throughout the period of use, considering its rights within the defined scope of the contract

• the Group has the right to direct the use of the identified asset throughout the period of use.

The Group assess whether it has the right to direct ‘how and for what purpose’ the asset is used

throughout the period of use.

Measurement and recognition of leases as a lessee

At lease commencement date, the Group recognises a right-of-use asset and a lease liability on the

statement of financial position. The right-of-use asset is measured at cost, which is made up of the initial

measurement of the lease liability, any initial direct costs incurred by the Group, an estimate of any costs

26
to dismantle and remove the asset at the end of the lease, and any lease payments made in advance of the

lease commencement date (net of any incentives received).

The Group depreciates the right-of-use assets on a straight-line basis from the lease commencement date

to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term. The Group

also assesses the right-of-use asset for impairment when such indicators exist.

Lease payments included in the measurement of the lease liability are made up of fixed payments

(including in substance fixed), variable payments based on an index or rate, amounts expected to be

payable under a residual value guarantee and payments arising from options reasonably certain to be

exercised.

Subsequent to initial measurement, the liability will be reduced for payments made and increased for

interest. It is remeasured to reflect any reassessment or modification, or if there are changes in in-

substance fixed payments.

When the lease liability is remeasured, the corresponding adjustment is reflected in the right-of-use asset,

or profit and loss if the right-of-use asset is already reduced to zero.

The Group has elected to account for short-term leases and leases of low-value assets using the practical

expedients. Instead of recognising a right-of-use asset and lease liability, the payments in relation to

these are recognised as an expense in profit or loss on a straight-line basis over the lease term. The Group

currently has no short-term or low value leases.

On the statement of financial position, right-of-use assets have been included in a separate asset class.

2.6 Employment Benefits

The Group recognises liabilities for benefits accruing to employees in respect of wages and salaries, annual

leave, long service leave and sick leave when it is probable that settlement will be required, and they are

capable of being measured reliably.

Provisions made in respect of employee benefits expected to be settled within 12-months of each

reporting date are measured at their nominal values using the remuneration rate expected to apply at the

time of settlement.

Provisions made in respect of employee benefits which are not expected to be settled within 12-months

of each reporting date are measured as the present value of the estimated future cash outflows to be

made by the Group in respect of services provided by employees up to the reporting date.

2.7 Share-based Payments

Equity-settled share-based payments to employees are measured at the fair value of the equity

instruments at the grant date. Details regarding equity settled share-based transactions is set out in note

30.

The fair value determined at the grant date of the equity settled share-based payments is expensed on a

straight-line basis over the vesting period, based on the Group’s estimate of equity instruments that will

eventually vest. At each reporting date, the Group revises its estimate of the number of equity instruments

expected to vest.

The impact of the revision of the original estimates, if any, is recognised in the Consolidated Statement of

Profit or Loss over the remaining period, with a corresponding adjustment to the equity-settled employee

benefits reserve.

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

27
2.8 Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

2.8.1 Current Tax

The tax currently payable is based on the taxable profit for each reporting period. The taxable income

or loss differs from the amount as reported in the Consolidated Statement of Profit or Loss because

it excludes items of income or expense that are taxable or deductible or is attributable to the NZ

Government’s research and development incentive (15% of qualifying R&D expenditure in other years

and it further excludes items that are never taxable or deductible. The Group’s liability for current tax is

calculated using tax rates that have been enacted or substantively enacted by the financial year end, and

any adjustment to tax payable in respect of previous years.

2.8.2 Deferred Tax

Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the

financial statements and the corresponding tax bases used in the computation of taxable profit and is

accounted for using the liability method. Deferred tax liabilities are generally recognised for all taxable

temporary differences, and deferred tax assets are generally recognised for all deductible temporary

differences to the extent that it is probable that taxable profits will be available against which those

deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the

temporary difference arises from goodwill or from the initial recognition (other than in a business

combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the

accounting profit.

Deferred tax liabilities are recognised for taxable temporary differences associated with investments

in subsidiaries and associates, except where the Group is able to control the reversal of the temporary

difference and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets arising from deductible temporary differences associated with such investments and

interests are only recognised to the extent that it is probable that there will be sufficient taxable profits

against which to utilise the benefits of the temporary differences and they are expected to reverse in the

foreseeable future.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent

that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset

to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in

which the liability is settled or the asset realised, based on tax rates (and tax laws) that have been enacted

or substantively enacted at each reporting date. The measurement of deferred tax liabilities and assets

reflects the tax consequences that would follow from the manner in which the Group expects, at the

reporting date, to recover or settle the carrying amount of its assets and liabilities.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current

tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation

authority and the Group intends to settle its current tax assets and liabilities on a net basis.

2.8.3 Current and Deferred Tax for Each Reporting Period

Current and deferred tax are recognised as income or an expense within the Consolidated Statement

of Profit or Loss, except when they relate to items credited or debited directly to equity, in which case

the tax is also recognised directly in equity, or where they arise from the initial accounting for a business

combination. In the case of a business combination, the tax effect is taken into account in calculating

goodwill or in determining the excess of the acquirer’s interest in the net fair value of the acquiree’s

identifiable assets, liabilities and contingent liabilities over the cost of the business combination.

28
2.9 Goods and Services Tax (GST)

Revenue, expenses, assets and liabilities are recognised net of the amount of goods and service tax (GST),

except:

• where the amount of GST incurred is not recovered from the taxation authority, it is recognised as

part of the cost of acquisition of an asset or as part of an item of expense; or

• for receivables and payables which are recognised inclusive of GST.

The net amount of GST recoverable from, or payable to, Inland Revenue is included as part of receivables

or payables.

2.10 Property, Plant and Equipment

Property, plant and equipment are stated at cost less accumulated depreciation and accumulated

impairment losses, if any. Cost includes all expenditure that is directly attributable to the acquisition of the

asset. Software that is integral to the functionality of the related equipment is capitalised as part of the

asset.

Depreciation is charged so as to write off the cost of assets over their estimated useful lives, using the

straight-line method. The estimated useful lives, residual values and depreciation method are reviewed

at the end of each reporting period, with the effect of any changes in estimate accounted for on a

prospective basis.

The principal depreciation rates used in the reporting periods are:

• Leasehold Improvements 6.5 – 7.8%

• Furniture and Fittings 8.5 – 39.6%

• Plant and Machinery 7.0 - 30.0%

• Computer Equipment 20.0 – 36.0%

The gain or loss arising on the disposal or retirement of an item of property, plant and equipment is

determined as the difference between the sales proceeds and the carrying amount of the asset and is

recognised in the Consolidated Statement of Profit or Loss.

2.11 Intangible Assets

2.11.1 Intangible Assets Acquired with a Finite Life

Intangible assets with a finite life, acquired separately are reported at cost less accumulated amortisation

and accumulated impairment losses. Amortisation is charged on a straight-line basis over their estimated

useful lives. The estimated useful life and amortisation method are reviewed at the end of each annual

reporting period, with the effect of any changes in estimate being accounted for on a prospective basis.

2.11.2 Internally Generated Intangible Assets with a Finite Life

Expenditure on research activities is recognised as an expense in the Consolidated Statement of Profit or

Loss in the period in which it is incurred.

An internally generated intangible asset arising from development (or from the development phase of an

internal project) is recognised if, and only if, all of the following have been demonstrated:

• the technical feasibility of completing the intangible asset so that it will be available for use or sale;

• the intention to complete the intangible asset and use or sell it;

• the ability to use or sell the intangible asset;

• how the intangible asset will generate probable future economic benefits;

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

29
• the availability of adequate technical, financial and other resources to complete the development and

to use or sell the intangible asset; and

• the ability to measure reliably the expenditure attributable to the intangible asset during its

development.

The amount initially recognised for internally generated intangible assets is the sum of the expenditure

incurred from the date when the intangible asset first meets the recognition criteria listed above. Where

no internally generated intangible asset can be recognised, development expenditure is charged as an

expense to the Consolidated Statement of Profit or Loss in the period in which it is incurred.

Subsequent to initial recognition, internally generated intangible assets are reported at cost less

accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets

acquired separately.

Amortisation is charged on a straight-line basis over the estimated useful lives of internally generated

intangible assets. The estimated useful life and amortisation method are reviewed at the end of each

annual reporting period, with the effect of any changes in estimate being accounted for on a prospective

basis.

2.11.3 Subsequent Measurement

All intangible assets, including capitalised internally developed software, are accounted for using the cost

model whereby capitalised costs are amortised on a straight-line basis over their estimated useful lives, as

these assets are considered finite. Residual values and useful lives are reviewed at each reporting date. In

addition, they are subject to impairment testing as described in Note 2.13. The following useful lives are

applied:

• Software 3-5 years.

2.11.4 Intangible Assets Acquired in Business Combination

Intangible assets acquired in a business combination are identified and recognised separately from

goodwill where they satisfy the definition of an intangible asset, are identifiable and their fair values can

be measured reliably. The cost of such intangible assets is their fair value at the acquisition date.

Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost

less accumulated amortisation and accumulated impairment losses, on the same basis as intangible assets

acquired separately.

• Customer contracts 3–4 years.

2.12 Goodwill

Goodwill arising on the acquisition of a “business” as defined in NZ IFRS 3 Business Combinations

represents the excess of the cost of acquisition over the Group’s interest in the net fair value of the

identifiable assets and liabilities of the business recognised at the date of acquisition. Goodwill is initially

recognised as an asset at cost and is subsequently measured at cost less any accumulated impairment

losses.

2.13 Impairment of Assets

At each reporting date, the Group reviews the carrying amounts of its tangible and finite life intangible

assets to determine whether there is any indication that those assets have suffered an impairment loss.

If any such indication exists, the recoverable amount of the asset is estimated in order to determine the

extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an

individual asset, the Group estimates the recoverable amount of the cash-generating unit to which the

asset belongs.

30
Intangible assets with indefinite useful lives, goodwill and intangible assets not yet available for use are

tested for impairment annually, and whenever there is an indication that the asset may be impaired.

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 of the time value of money and the risks specific to the asset for

which the estimates of future cash flows have not been adjusted.

If the recoverable amount of an asset (or cash-generating unit) is estimated to be less than its carrying

amount, the carrying amount of the asset (or cash-generating unit) is reduced to its recoverable amount.

An impairment loss is recognised immediately as an expense within the consolidated statement of profit or

loss.

Where an impairment loss subsequently reverses, the carrying amount of the asset (or cash-generating

unit) is increased to the revised estimate of its recoverable amount, but so that the increased carrying

amount does not exceed the carrying amount that would have been determined had no impairment loss

been recognised for the asset (or cash-generating unit) in prior years. Any impairment loss associated with

goodwill will not be reversed in a subsequent reporting period.

2.14 Cash and Cash Equivalents

Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other

short term, highly-liquid investments with original maturities of three months or less that are readily

convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

2.15 Inventories

Inventories are stated at the lower of cost and net realisable value. Costs are assigned to inventories by

the method most appropriate to the particular class of inventory, with the majority being valued on a

first-in-first-out basis. Net realisable value represents the estimated selling price for inventories less all

estimated costs of completion and costs necessary to make the sale.

2.16 Financial Instruments

2.16.1 Recognition and Derecognition

Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual

provisions of the financial instrument.

Financial assets are derecognised when the contractual rights to the cash flows from the financial asset

expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial

liability is derecognised when it is extinguished, discharged, cancelled or expires.

2.16.2 Classification and Initial Measurement of Financial Assets

Except for those trade receivables that do not contain a significant financing component and are measured

at the transaction price in accordance with NZ IFRS 15, all financial assets are initially measured at fair

value adjusted for transaction costs (where applicable).

Financial assets, other than those designated and effective as hedging instruments, are classified into the

following categories:

• amortised cost

• fair value through profit or loss (FVTPL)

• fair value through other comprehensive income (FVOCI).

In the periods presented the corporation does not have any financial assets categorised as FVOCI and

FVTPL.

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

31
The classification is determined by both:

• the entity’s business model for managing the financial asset

• the contractual cash flow characteristics of the financial asset.

All income and expenses relating to financial assets that are recognised in profit or loss are presented

within finance costs, finance income or other financial items, except for impairment of trade receivables

which is presented within other expenses.

2.16.3 Subsequent Measurement of Financial Assets

Financial assets at amortised cost

Financial assets are measured at amortised cost if the assets meet the following conditions (and are not

designated as FVTPL):

• they are held within a business model whose objective is to hold the financial assets and collect its

contractual cash flows

• the contractual terms of the financial assets give rise to cash flows that are solely payments of

principal and interest on the principal amount outstanding

After initial recognition, these are measured at amortised cost using the effective interest method.

Discounting is omitted where the effect of discounting is immaterial. The Group’s cash and cash

equivalents, trade and most other receivables fall into this category of financial instruments as well as

listed bonds.

2.16.4 Classification and Measurement of Financial Liabilities

The Group’s financial liabilities include borrowings, trade and other payables and derivative financial

instruments.

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

unless the Group designated a financial liability at fair value through profit or loss.

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

except for derivatives and financial liabilities designated at FVTPL, which are carried subsequently at fair

value with gains or losses recognised in profit or loss (other than derivative financial instruments that are

designated and effective as hedging instruments). All interest-related charges and, if applicable, changes

in an instrument’s fair value that are reported in profit or loss are included within finance costs or finance

income.

2.16.5 Impairment of Financial Assets

NZ IFRS 9’s impairment requirements use more forward-looking information to recognise expected credit

losses – the ‘expected credit loss (ECL) model’. Instruments within the scope of the new requirements

included loans and other debt-type financial assets measured at amortised cost and FVOCI, trade

receivables, contract assets recognised and measured under NZ IFRS 15 and loan commitments and some

financial guarantee contracts (for the issuer) that are not measured at fair value through profit or loss.

For trade receivables and contract assets, the Group applies a simplified approach in calculating ECLs.

Therefore, the Group does not track changes in credit risk, but instead recognise a loss allowance based

on lifetime ECLs at each reporting date. The Group has established a provision matrix that is based on

its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the

economic environment.

32
The Group considers a broader range of information when assessing credit risk and measuring expected

credit losses, including past events, current conditions, reasonable and supportable forecasts that affect

the expected collectability of the future cash flows of the instrument.

2.17 Share Capital

Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares

or options are shown in equity as a deduction from the proceeds, net of tax.

2.18 Trade Payables and Other Current Liabilities

These amounts represent liabilities for goods and services provided to the Group prior to the end of the

annual reporting period which are unpaid. The amounts are unsecured and are usually paid within 60

days of recognition. These are measured initially at fair value net of transaction costs, subsequently at

amortised cost using the effective interest rate method.

2.19 Statement of Cash Flows

The following terms are used in the statement of cash flows:

Operating activities: are the principal revenue producing activities of the Group and other activities that

are not investing or financing activities.

Investing activities: are the acquisition and disposal of long-term assets and other investments not

included in cash equivalents.

Financing activities: are activities that result in changes in the size and composition of the contributed

equity and borrowings of the entity.

Non-cash financing and investing activities: There were no transactions which have had a material effect

on assets and liabilities that did not involve cash flows and are disclosed in the statement of cash flows.

2.20 New IFRS standards and interpretations issued but not yet adopted

At the date of authorisation of these financial statements, several new, but not yet effective

interpretations to existing standards had been published by the IASB and XRB. None of these

amendments to existing Standards have been adopted early by the Group.

Management anticipates that all relevant pronouncements will be adopted for the first period beginning

on or after the effective date of the pronouncement. New Standards, amendments and Interpretations not

adopted in the current year have not been disclosed as they are not expected to have a material impact on

the Group’s financial statements.

2.21 New IFRS standards adopted

There were no new standards adopted during the year.

.


2022 Annual Report ̵ Notes to the Consolidated Financial Statements

33
3. Critical Accounting Judgements And Key Sources Of Estimation Uncertainty

In the application of the Group’s accounting policies, which are described in Note 2, the Directors are

required to make judgements, estimates and assumptions about the carrying amounts of assets and

liabilities that are not readily apparent from other sources. The estimates and associated assumptions are

based on historical experience and other factors that are considered to be relevant. Actual results may

differ from these estimates.

The estimates and underlying assumptions are reviewed on an on-going basis. Revisions to accounting

estimates are recognised in the period in which the estimate is revised if the revision affects only that

period, or in the period of the revision and future periods if the revision affects both current and future

periods.

3.1 Annual Goodwill Impairment Testing

Determining whether goodwill is impaired requires an estimation of the value in use of the Electronic

Content Management cash-generating unit which is also known as SDL Software. The value in use

calculation requires the Directors to estimate the future cash flows expected to arise from this cash

generating unit and a suitable discount rate in order to calculate present value.

The carrying value of goodwill at each reporting date was $1,061,000 (2021: $1,061,000).

The recoverable amount of $938,000 of goodwill associated with the acquisition of the Déjar and Bremy

businesses has been determined based on a value in use model applying the budget, approved by the

Directors covering the reporting period to 30 June 2022, and forecast sales based on assessments of the

current market opportunities through existing distribution channels net of forecast costs, through to the

end of 2026, at a post-tax discount rate of 12.1% (2021: 10.2%). Cash flows beyond 2027 have been

taken into account by the calculation of a terminal value.

The revenue assumptions used for the forecast period are based on management expectations supported

by existing prospects for the budget period and allow for growth of 2.5% (2021: 2.5%) per annum over

the balance of the forecast period. The assumptions are subject to fundamental uncertainties, particularly

those surrounding future license sales which comprise a substantial portion of projected revenues and

hence only inflationary growth rates have been applied. Gross margin is forecast to be consistent through

the budget and forecast period.

In determining whether there was any impairment of goodwill associated with the SDL Software

operations, forecasts were prepared based on estimates for all the products sold in each market.

Goodwill of $123,000 is associated with the acquisition of the Scantech and DTP business (2021:

$123,000). This has similarly been tested for impairment through a review of revenue and earnings

forecasts for the financial year ended 30 June 2022. Refer to note 20 for Directors’ judgements and

estimates.

34
3.2 Right-of-use assets

At inception of a contract, SDL uses judgement in assessing whether a contract is, or contains, a lease. A

contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for

a period of time in exchange for consideration. To assess whether a contract conveys the right to control

the use of an identified asset, SDL assesses whether:

• The contract involves the use of an identified asset;

• SDL has the right to obtain substantially all of the economic benefits from use of the asset throughout

the period of use; and

• SDL has the right to direct the use of the asset.

At inception or on reassessment of a contract that contains a lease component, SDL allocates the

consideration in the contract to each lease component on the basis of their relative stand-alone prices.

SDL recognises a right-of-use asset at the lease commencement date. The right-of-use asset is initially

measured at cost, which comprises the initial amount of the lease liability adjusted for any lease payments

made at or before the commencement date, plus any initial direct costs incurred and an estimate of costs

to dismantle and remove the underlying asset or to restore the underlying asset or the site on which it is

located, less any lease incentives received.

In assessing the lease liability an incremental borrowing rate is applied to lease liabilities recognised under

NZ IFRS 16. This is 4.5% (2021: 4.5%) for property and 8.5% (2021: 8.5%) on plant & equipment.

The right-of-use asset is subsequently depreciated using the straight-line method from the

commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the

lease term. The estimated useful lives of right-of-use assets are determined on the same basis as those of

property and equipment. In addition, the right-of-use asset is periodically assessed for impairment losses

and adjusted for certain remeasurements of the lease liability.

4. Revenue & Other Income


2022

$000

2021

$000

Revenue recognised over time37,64232,079

Revenue recognised at a point in time2,5102,223

Revenue40,15234,302

Government grant revenue-486

Gain (loss) on foreign exchange – realised(25)657

Other Income (losses) (25)1,143

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

35
5. Expenses

Note

2022

$000

2021

$000

Auditor’s remuneration 68782

Credit loss95-

Freight, postage & external print5,3345,420

Directors’ remuneration29414793

Research7881,415

Salaries9,2847,673

Superannuation (KiwiSaver)396 547

Employee entitlements – share based payments342

Donations76 48

Other expenses19,10015,251

Total Operating Expenses35,60831,231

6. Auditor’s Remuneration

2022

$000

2021

$000

Audit fees – statutory audit6564

Tax compliance and advisory services2218

Total auditors’ remuneration8782

7. Interest

2022

$000

2021

$000

Interest on financing of right of use assets5970

Net interest paid5970

36
8. Income Tax Expense

8.1 Current Tax

2022

$000

2021

$000

Income tax expense comprises:

Current tax expense8901,061

Deferred tax movement relating to the origination and

reversal of temporary differences

(46)(390)

Total tax expense844671

The total charge for the reporting period can be reconciled to the accounting profit as follows:

Net profit before income tax3,4072,705

Income tax at company tax rate

(1)

954757

Permanent differences156

Over/(under) provision in prior years(116)96

Other(9)(122)

Utilisation of previously unrecognised tax losses-(66)

Income tax expense844671

(1) The Group tax rate of 28% (2021: 28%) has been used. This is the tax rate applicable to the territory where Solution Dynamics Limited, the

primary tax paying entity, is domiciled.

At 30 June 2022 there are imputation credits available of $451,770 (2021: $727,026) for use in

subsequent reporting periods.

8.2 Deferred Tax Asset

2022

$000

2021

$000

Temporary differences

Depreciable and amortisable assets(13)(60)

Accruals and provisions220221

Deferred tax asset recognised207161

Deferred tax assets arising from deductible temporary differences are only recognised to the extent that it

is probable that taxable profits will be available against which the deductible temporary differences can be

utilised.

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

37
2022

$000

2021

$000

Deferred tax liability (asset) movement

Balance at beginning of period161(229)

Current year movement through profit or loss 46390

Balance at end of period 207161

9. Earnings Per Share (EPS)


2022

$000

2021

$000

Net profit for the year attributable to ordinary shareholders2,5632,034

Basic

Weighted average number of ordinary shares (000’s)14,66014,640

CentsCents

Basic earnings per share17.513.9

Basic earnings per share is calculated by dividing the net profit after tax attributable to equity holders of

the Company by the weighted average number of ordinary shares outstanding during the reporting period,

adjusted for bonus elements in ordinary shares issued during the reporting period.

2022

$000

2021

$000

Diluted

Weighted average number of ordinary shares (000’s)14,66014,640

Adjustment for share options359360

Weighted average 15,01915,000

CentsCents

Diluted earnings per share17.113.6

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares

outstanding to assume conversion of all potentially dilutive ordinary shares. Options are convertible into

the Company’s shares and are therefore considered dilutive securities for diluted earnings per share.

38
10. Cash & Cash Equivalents

2022

$000

2021

$000

Cash & cash equivalents5,0094,713

Total 5,0094,713

Solution Dynamics has a $200,000 overdraft facility in place with the ANZ Bank at an interest rate

of 8.45% p.a. (2021: 6.95%). This facility, which was unused at the reporting date, is to support the

operational requirements of the Group, is interest only and is secured by first ranking debenture over the

assets of the Group.

At period end, the ANZ Bank has imposed no financial covenants to secure the existing facilities. The

Group holds a net cash position with no bank debt (2021: $Nil).

At the end of the reporting period the Bank provided commercial guarantees totaling $65,000 (2021:

$65,000) to the Group’s suppliers.

11. Inventories & Work in Progress


2022

$000

2021

$000

Work in Progress147106

Inventory8758

Total Inventories & Work in Progress234164

12. Trade & Other Receivables

2022

$000

2021

$000

Trade receivables4,0915,252

Credit loss allowance(94)(5)

3,9975,247

Allowance for credit notes(32)(6)

Total trade receivables3,965 5,241

Sundry debtors37 333

Total Trade & Other Receivables4,0025,574

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

39
Trading terms & aging of past due trade receivables

The Group’s trading terms require settlement by the 20th of the month following the date of invoice. At

the reporting date the Group had past due debtors of $441,000 (2021: $880,000) for which an allowance

of $94,301 (2021: $5,250) was made. With overage receivables at 10.8% of total receivables (2021:

16.8%) there has not been a significant change in credit quality, therefore the amounts are considered

recoverable. The Group does not hold any collateral over these balances.

2022

$000

2021

$000

30 – 60 days279138

60 – 90 days59246

90 – 120 days 103496

Total overdue trade receivables441880

Movement in allowance for credit losses

2022

$000

2021

$000

Balance at the beginning of the reporting period5 40

Accounts written off as uncollectable or (recovered)(5)(35)

Credit loss 94-

Total allowance for credit losses 94 5

In assessing the recoverability of trade receivables, the Group considers any change in the quality of

the trade receivables from the date that the credit was initially granted up to the reporting date. The

concentration of credit risk is limited with the largest customer comprising 36.9% (2021: 31%) of the gross

trade receivable balance, of which all was current. 96.0% of the outstanding balance is less than 60 days

old (2021: 86%). Accordingly, the directors believe that no further adjustments for credit are required in

excess of the allowance for credit losses.

The directors do not consider there to be any expected credit loss in addition to the credit losses recorded

above.

40
13. Other Current Liabilities

2022

$000

2021

$000

Sundry creditors1,2681,249

Payroll accruals35349

Provision for tax528676

Provision for deferred income5221,789

Audit fees accrued6475

Total Other Current Liabilities2,4174,138

14. Other Non-Financial Liabilities

2022

$000

2021

$000

PAYE157161

GST 21(80)

Total Non-Financial Liabilities17881

15. Employee Benefit Liabilities


2022

$000

2021

$000

Provision for sick pay22

Provision for long service leave144139

Provision for holiday pay 677667

Total Employee Benefit Liabilities823808

Provisions for sick and long service leave are based on the Group’s estimate of the present value of future

costs assuming payroll inflation rate of 2.0% (2021: 2%).

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

41
16. Leases


2022

$000

2021

$000

Current666863

Non-current 2,815483

3,4811,346

The Group has property leases for its Canaveral Drive office and production facility, an IT infrastructure

disaster recovery site also in Auckland and a sales office in North America. In February 2022 a new lease

was signed for the Canaveral Drive site that expires in September 2027. In addition to property leases the

Group has two leases for its production imaging equipment in Auckland.

The table below describes the nature of the Groups leasing activities by right of use asset type recognised

in the statement of financial position.

Right of use (ROU) assets

No of ROU

assets leased

Range of

remaining term

Average

remaining term

Property32 months - 5 years 5 years

Plant & equipment11 – 2 years1 year

No agreements have a right to purchase or have extension options.

The lease liabilities are secured by the related underlying assets. Future minimum lease payments at 30

June 2022 were as follows:

Right of use (ROU) assets

Within

1-year

$000

1 – 2

years

$000

2 – 5

years

$000

After 5

years

$000

Total

$000

30 June 2022

Lease payments1584022,9601893,709

Finance charges62317326228

Net present values1523792,7871633,481

30 June 2021

Lease payments863420152-1,435

Finance charges61235-89

Net present values802397147-1,346

There are no short-term leases (leases with a term of 12-months or less) or leases of low value assets that

the Group has not recognised as right of use assets.

At 30 June 2022 the Group has committed to a new Lease commencing in September 2022. The term of

the lease is five years with the option to renew for a further two years.

42
17. Property, Plant and Equipment


Plant &

machinery

$000

Furniture &

fittings

$000

Leasehold

improvements

$000

Total

$000

Cost

Balance 1 July 20212,7291596583,546

Additions47-754

Disposals----

Balance 30 June 20212,7761596653,600

Additions3511450

Disposals----

Balance 30 June 2022 2,8111606793,650

Accumulated depreciation

Balance 1 July 20202,3361475383,021

Depreciation expense196472272

Disposals----

Balance 30 June 20212,5321516103,293

Depreciation expense128436168

Disposals----

Balance 30 June 20222,6601556463,461

Carrying amount

Balance 1 July 202039312120525

Balance 30 June 2021244855307

Balance 30 June 2022 151533189

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

43
18. Right of Use Assets

Right of Use

Assets.

Property

$000

Right of

Use Assets.

Plant

$000

Total

$000

Cost

Balance 1 July 20202,4388073,245

Additions-600600

Disposals(102)(653)(755)

Balance 30 June 20212,3367543,090

Additions2,950-2,950

Disposals(67)-(67)

Adjustment-(22)(22)

Balance 30 June 2022 5,2197325,951

Accumulated depreciation

Balance 1 July 2020 1,2336061,839

Depreciation expense585299884

Disposal(102)(653)(755)

Adjustment

(1)

(8)(80)(88)

Balance 30 June 20211,7081721,880

Depreciation expense500211711

Disposal(67)-(67)

Adjustment

(1)

(14)(6)(20)

Balance 30 June 20222,1273772,504

Carrying amount

Balance 1 July 20201,2052011,406

Balance 30 June 20216285821,210

Balance 30 June 2022 3,0923553,447

Note (1) Adjustments arise from variations in lease term

44
19. Identifiable Intangibles, Finite life


Software

- Déjar

$000

Software

- Bremy

$000

Software

$000

Customer

Contracts

$000

Total

$000

Cost

Balance 1 July 20202,0901101,7384414,379

Transfers-----

Additions - purchased-----

Balance 30 June 20212,0901101,7384414,379

Transfers-----

Additions - purchased-----

Balance 30 June 2022 2,0901101,7384414,379

Accumulated amortisation

Balance 1 July 20202,0901101,3712723,843

Transfers-----

Amortisation expense--168115283

Balance 30 June 20212,0901101,5393874,126

Transfers-----

Amortisation expense--11454168

Balance 30 June 20222,0901101,6534414,294

Carrying amount

Balance 1 July 2020--367169536

Balance 30 June 2021--19954253

Balance 30 June 2022 --85-85

20. Goodwill

Scantech

$000

DTP

$000

Déjar

$000

Bremy

$000

Total

$000

Balance at beginning of year66572157231,061

Net carrying amount66572157231,061

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

45
Goodwill has arisen on the acquisition of businesses previously controlled by Déjar Holdings Limited,

Bremy Limited, Scantech Limited and DigitalToPrint. For impairment testing purposes, goodwill is

determined to be associated with the SDL Software cash generating unit.

No accumulated impairment losses have been recognised against the goodwill.

The carrying value of goodwill relating to the Déjar and Bremy acquisitions is tested on an annual basis

through assessment of the value-in-use of the SDL Software cash generating unit. The cash flows used

in the value-in-use calculations are based firstly on the management budget for the 2023 year followed

by management forecasts over a further four-year period. Cash flows after 2027 have been taken into

account through a terminal value calculation. Management has projected growth in sales for the Déjar

and Bremy products at 2.5% per annum for the 2024-2027 forecast period because it reflects inflation.

Growth above inflation has not been projected due to there being uncertainty around this.

The pre-tax discount rate used in the impairment calculation is 15.4% (2021: 13.2%). The equivalent post-

tax nominal rate for the forecast cash flows is 12.1% (2021: 10.2%). In the Directors’ view this represents

the rate that the market would expect on an investment of equivalent risk. There has been no impairment

in the reporting period (2021: $Nil).

Goodwill of $123,000 has arisen from deferred tax on business combinations associated with the

Scantech Limited and DigitalToPrint acquisitions. Following a review of forecast cash flows for the 2023

budget period the Directors’ judgement is that there are no indicators of impairment at reporting date.

20.1 Sensitivity to Changes in Assumptions

As at 30 June 2022, the date of the Group’s annual impairment test, the estimated recoverable amount

of the Déjar and Bremy indefinite life intangible assets exceeded their carrying amount by $17,908,000

(2021: $17,701,000).

It is the judgement of Directors that reasonable changes in the foreseeable future to growth rates and

discount rates (sensitivity analysis) does not result in an impairment loss for these assets.

21. Share Capital

2022

$000

2021

$000

Ordinary Shares

Balance at beginning of year5,4135,413

Exercise of employee share options161-

Share Capital at End of Year5,5745,413

The Company had 14,719,810 (2021: 14,639,810) ordinary shares on issue as at 30 June 2022. All

ordinary shares ranked equally with one vote attached to each fully paid ordinary share and share equally

in dividends and surplus on winding up.

46
22. Accumulated profit/(loss)

2022

$000

2021

$000

Balance at beginning of reporting period(350)(481)

Net operating profit/(losses) after income tax2,5632,034

Payment of dividends(1,904)(1,903)

Accumulated profit/(losses) at end of reporting period 309(350)

23. Employee Remuneration

Remuneration includes salaries, bonuses and other benefits including non-cash benefits. The number of

employees with total remuneration exceeding $100,000 in each of the following bands was:

2022

$000

2021

$000

$100,000 to $109,99932

$110,000 to $119,99955

$120,000 to $129,99931

$130,000 to $139,99923

$140,000 to $149,99901

$170,000 to $179,99911

$180,000 to $189,99901

$200,000 to $209,99912

$210,000 to $219,99911

$220,000 to $229,99911

$250,000 to $259,9991-

$260,000 to $269,9992-

$270,000 to $279,99911

$340,000 to $349,99911

$350,000 to $359,99911

$540,000 to $549,99911

$670,000 to $679,99911

Total staff with remuneration exceeding $100,0002523

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

47
24. Reconciliation of net profit after income tax for year with net cash inflow from

operating activities

2022

$000

2021

$000

Net profit after income tax2,5632,034

Adjustments:

Depreciation and amortisation of assets1,0531,439

Loss (Gain) on foreign exchange25(657)

Bad and doubtful debts89(35)

Interest expense (reclassified as financing activity)5970

Other non-cash items113(479)

Cash flow from trading3,9022,372

Add movements in working capital:

Decrease / increase in trade & other receivables1,483(717)

Decrease / increase in inventories and work in progress(69)52

Increase / decrease in prepayments434(586)

Increase / decrease in other current liabilities(1,399)997

Increase / decrease in other non-financial liabilities989

Increase / decrease in trade creditors(1,137)672

Decrease / increase in employee benefit liabilities(333)(191)

Net movement in working capital(923)236

Net Cash Flows from Operating Activities2,9792,608

25. Segment Information

The Group operates in one business segment, the supply of customer communication solutions. These

include a range of integrated document management products and services separated into three streams;

outsource services, technology & development services, intelligent imaging and output services. Specific

elements of these streams are as follows:

• Software & Technology, Solution Dynamics owns the intellectual property in five products;

»Déjar, an online digital archival and retrieval system sold stand-alone under licence agreements and

also as a hosted service in New Zealand and Internationally.

48
»Bremy, Digital asset management, workflow and multichannel publishing software sold as a licenced

product and also as a hosted service in New Zealand, Australia and the UK.

»Composer, “On-Demand” content creation software.

»Digital Mail Centre, is a cloud application that enables any organisation to send and track

omnichannel customer communications through a simple and intuitive desktop user interface.

»Jupiter is a hybrid mail application that was acquired through the purchase of the DigitalToPrint

business. The application routes data received from clients for international distribution of

communications to the destination country for print production and lodgement as local mail.

In addition to owning the intellectual property for the above products, Solution Dynamics provides

programming, consulting and design services that help clients to distribute marketing and essential

communications by mail and electronically. The provision of these services is covered under this category.

Grant income (NZTE / R&D) and foreign exchange gains / (losses) are related to the software business

segment and included in this revenue group.

• Digital Printing & Document Handling Services, the printing of client’s information digitally using high

speed laser printers followed by the lodgement and distribution of those documents using a variety of

machine and other processes.

• Outsourced Services, not all components of Solution Dynamics’ solutions are produced internally.

External elements such as post, freight, paper and envelopes are sourced from external suppliers and

included in this service stream. Solution Dynamics has long term arrangements with a number of key

suppliers such as NZ Post for the provision of these services.

An overhead structure including sales, marketing and administration departments provides services for all

of the above revenue streams.

There are no reconciling items in this note due to the management information provided to the Chief

Operating Decision Maker, the CEO Patrick Brand, being compiled using the same standards and

accounting policies as those used to prepare the financial statements.

Segment Consolidated Statement of Profit or Loss

2022

$000%

2021

$000%

Software & Technology29,80374%24,63570%

Digital Printing & Document Handling Services3,8129%4,16112%

Outsourced services6,51216%6,64918%

Total revenue40,127100%35,445100%

Less cost of sales26,18665%21,95462%

Gross margin13,94135%13,49138%

Selling, general & administration9,42223%9,27726%

Earnings before interest, tax, depreciation

& amortisation

4,51911%4,21412%

Less:

Depreciation8850%1,1563%

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

49
2022

$000%

2021

$000%

Amortisation1683%2831%

Interest590%700%

Ta x8442%6712%

Operating profit2,5635%2,0346%

Segment Assets

Assets are not segmented between service streams.

Information about Top Five Customers

Included in revenues for the Group of $40.13 million (2021: $35.45 million) are revenues of $25.6 million

(2021: $18.02 million) which arose from sales of the top five customers in the Group.

Geographical Information

The Group has customers in New Zealand, Australia, United States of America and Europe.

Revenue from external

customers

Non-current

assets

2022

$000

2021

$000

2022

$000

2021

$000

New Zealand13,13114,6674,9752,999

Australia438426--

United States of America23,62818,291515

Europe2,9302,061812

Total40,12735,4454,9883,026

26. Contingent Liabilities

There were no contingent liabilities at reporting date for the Group (2021: $Nil).

27. Capital Commitments

The Group had no capital commitments at the reporting date (2021: $Nil).

28. Financial Instruments

28.1 Credit Risk

Financial instruments that potentially subject the Group to concentrations of credit risk consist principally

of trade & other receivables. The maximum credit risk is the carrying value of these financial instruments;

however, the Group does not consider the risk of non-recovery of these accounts to be material.

50
In the normal course of its business the Group incurs credit risk from trade receivables and transactions

with financial institutions. The Group has a credit policy, which is used to manage this exposure to credit

risk. As part of this policy, credit evaluations are performed on all customers requiring credit. The Group

does not have any significant concentrations of credit risk, excluding the single largest customer referred

to in Note 12. This customer is not viewed as a credit risk due to trading and payment history. The Group

does not require any collateral or security to support financial instruments as it only deposits with, or loans

to banks and other financial institutions with credit ratings of no less than AA-. It does not expect the non-

performance of any obligations that are not provided for at reporting date.

28.2 Categories of Financial Instruments

2022

$000

Financial Assets

& liabilities at

amortised cost

2021

$000

Financial Assets

& liabilities at

amortised cost

Assets

Cash & cash equivalents (Note 10)5,0094,713

Trade & other receivables (Note 12)4,0025,574

Total Financial Assets9,01110,287

Total non-financial assets5,8484,043

Total Assets14,85914,330

Finance Liabilities

Trade creditors2,0463,183

Other current liabilities (Note 13)2,4174,138

Total Financial Liabilities4,4637,321

Lease liability – right of use assets3,4811,346

Total non-financial liabilities1,001728

Total Liabilities8,9459,395

The carrying values of the financial instruments above are equivalent to their fair values.

28.3 Maturity Date of Financial Instruments

Weighted

average

effective

interest

rate

Less than

1-month

$000

1-3

months

$000

3-months

to 1-year

$000

1-5

years

$000

Gross

Nominal

outflow

$000

Carrying

Value

$000

2022

Non-interest bearingn/a3,3871,138--4,5254,525

3,3871,138--4,5254,525

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

51
Weighted

average

effective

interest

rate

Less than

1-month

$000

1-3

months

$000

3-months

to 1-year

$000

1-5

years

$000

Gross

Nominal

outflow

$000

Carrying

Value

$000

2021

Non-interest bearingn/a4,6232,698--7,3217,321

4,6232,698--7,3217,321

28.4 Interest Rates

The following table details the Group’s weighted average effective interest rates for financial liabilities at

reporting date.

20222021

Financial Liabilities:

Finance facility (overdraft rate)8.45%6.95%

28.5 Foreign Currency Risk Management

Hosting and license sales linked to SDL Software operations are denominated in foreign currency and sold

under standard terms and conditions. Any variation in exchange rate between the date of sale and the

date cash is received is accounted for as a foreign exchange gain/loss in the period in which it occurs. At

30 June 2022 of total trade receivables of $4,091,262 (2021: $5,252,000) a total of $2,694,529 (2021

$3,776,000) was in foreign currencies. $291,193 (2021: $150,000) of the foreign currency receivables

were denominated in European currencies, $2,276,902 (2021: $3,526,000) in USD with the remainder of

the balance in AUD.

In addition to the trade receivables of $2,694,529 (2021: $3,776,000) held in foreign currencies at

the end of the reporting period, a further $1,784,311 (2021: $4,057,000) in cash was also held in

foreign currencies, a total of $4,478,840 (2021: $7,883,000). Adjusted for offsetting payables balances

of$2,913,642 (2021: $4,078,840), a movement in the exchange rate of 10% would give rise to an

exchange fluctuation of $156,250 (2021: $294,000).

Trading operations for the UK and Europe are largely undertaken through SDL’s UK subsidiary Solution

Dynamics International Limited (SDIL). For North America operations are undertaken through Solution

Dynamics Incorporated. At period end the net assets for SDIL and SD Inc., comprising largely working

capital, was a credit balance of NZ $1,993,000 (2021: NZ$872,000) with cash and receivable balances as

noted above.

At 30 June 2022, the reporting date $Nil forward exchange contracts were held (2021: $Nil), on which an

unrealised gain of $Nil (2021: $Nil) is recognised at the reporting date.

28.6 Liquidity Risk Management

Ultimate responsibility for liquidity risk management rests with the Board of Directors, which has built

an appropriate liquidity risk management framework for the management of the Group’s short, medium

and long-term funding and liquidity management requirements. The Group manages liquidity risk by

maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously

52
monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and

liabilities. With positive cash inflows the Group’s liquidity risk is considered by the Directors to be low.

28.7 Interest Rate Sensitivity Analysis

At 30 June 2022 the interest rate on the overdraft facility was 8.45% (2021: 6.95%). With a net cash

position of $5.01 million (2021: $4.71 million) at the end of the reporting period a material change in the

interest expense is not expected.

28.8 Capital Management

The Group manages its capital to ensure that the Group will be able to continue as a going concern while

maximising the return to shareholders through the optimisation of the debt and equity balances.

Earnings in the Group has improved on the prior year. The Group is in a net cash position of $5.01 million

(2021: $4.71 million) and a net cash inflow from operations of $2.98 million (2021: $2.61 million). There

was an operating profit of $2.56 million in the current year (2021: $2.03 million). The Group has no

externally imposed covenants to manage, the only debt on the balance sheet relates to right of use assets.

2022

$000

2021

$000

Borrowings – Liability right of use assets(3,481)(1,346)

Cash (Note 10)5,0094,713

Net cash (debt)1,5283,367

Equity (all capital and reserves)5,9144,935

Net (cash) debt to equity ratio(29%)(68%)

During the year the finance facility was subject to certain conditions which are disclosed in Note 10.

29. Related Parties Transactions and Directors’ Remuneration

Transactions between related parties include transactions with subsidiaries, shareholders, directors and

their companies and senior executives. Transactions with SDL’s subsidiary Solution Dynamics International

Limited are completed under a supplier agreement on similar terms to those previously struck with third

party channel partners.

Related party transactions from 1 July 2021 to 30 June 2022 were as follows:

Key management were paid $1,825,396 (as employees of Solution Dynamics Limited or its subsidiaries

and including the calculated benefit of the employee share option plan) during the reporting period (2021:

$2,108,021) and were owed $119,358, including annual leave, at 30 June 2022 (2021: $153,744).

The following fees and salaries were paid to Directors during the reporting period:

2022

$000

2021

$000

John McMahon (Chairman)6060

Nelson Siva (CEO)185541

Julian Beavis4040

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

53
2022

$000

2021

$000

Elmar Toime4064

Lee Eglinton4040

Andy Preece (Chairman Audit & Risk Management Committee)4948

Total Directors’ Remuneration414793

There was also a total of $3,209 (2021: nil) income received during the year from entities related to one

of the directors. At 30th June, payables to other related entities amounted to $14,340 (2021: nil). During

the year, the Group also had purchases of $14,340 (2021: nil) from one of the entities related to another

director.

30. Employee Options

On 17 February 2014 the board of Solution Dynamics Limited announced the introduction of an equity

settled employee share option plan. The general principles of the scheme were:

• The maximum aggregate number of share options to be granted pursuant to the plan is 5% of the total

number of shares on issue.

• Options of no more than 1% of the total number of SDL’s shares on issue can be granted to an individual

staff member.

• The exercise price will be determined by the Board based on the market price at the time of issue.

• The options may be exercised by the participant (in whole or part) after three years from the date that

they are granted. The key employees have 18-months from the date of eligibility and must be employed

by SDL at the date the option is exercised.

All options from the initial tranches of the scheme were exercised by March 2021. Effective 14 December

2018 the board issued 80,000 share options each to two staff who are key senior members of the

Company’s IT team (with an exercise price of $1.70), one of whom remains as an employee and whose

entitlement exercised in March 2022 and April 2022. The issue of a further 240,000 share options was

approved to three key members in October 2021 (with an exercise price of $2.60), two of whom remain

as employees at 30 June 2022. In February 2022 the board issued a further 172,796 share options at an

exercise price of $2.90 to Pat Brand (CEO), bringing his total of share options to 292,796.

2022

Number of shares

000

2022

Number of shares

000

Unvested shares at 1 July360160

Granted173360

Lapsed (on resignation of staff member)(80)(160)

Vested(80)-

Unvested shares at 30 June373360

Percentage of total ordinary shares2.5%2.5%

54
The net fair value of the options granted during the reporting period was $56,404 (2021: $122,190). This

cost is recognised over the vesting period.

Grant Date

Options

Issued

Share

price at

Grant Date

Exercise

PriceOptions Expire

Option

Value $

March 2021200,000$2.60$2.60September 2025$152,732

February 2022172,796$2.65$2.90August 2026$56,404

The fair value was determined using a Black-Scholes option pricing model that takes into account the

exercise price, the term of the option, the share price at grant date and expected price volatility of the

underlying share, the dividend yield and the risk-free interest rate for the term of the option.

In addition to the factors as noted in the table above further inputs for the model included:

• Standard deviation of stock returns 30%. This is based on an analysis of share price movements over

the 12-months prior to the issue of the options.

• Average dividend yield of 4.34%.

• Average annual risk-free rate of 1.44%.

31. Shareholders and Substantial Security Holders

31.1 The 20 largest shareholders as at 8 July 2022 were:

% of totalShares

ASB NOMINEES LIMITED <574233 A/C>10.87%1,600,658

PHILIP HADFIELD HARDIE BOYS <P & K HARDIE BOYS

FAMILY A/C>

7.13%1,050,000

PUBLIC TRUST - NZCSD <THE ASPIRING FUND>6.24%918,943

INDRAJIT NELSON SIVASUBRAMANIAM + TRACEY LEE

SIVASUBRAMANIAM + COMAC TRUSTEES LIMITED

6.05%890,000

CUSTODIAL SERVICES LIMITED <A/C 4>5.38%792,084

HOBSON WEALTH CUSTODIAN LIMITED

<RESIDENT CASH ACCOUNT>

5.16%759,182

ACCIDENT COMPENSATION CORPORATION - NZCSD

<ACCI40>

4.74%698,234

JBWERE (NZ) NOMINEES LIMITED <NZ RESIDENT A/C>4.27%628,266

MICHAEL CHARLES HARE3.90%573,938

COLIN GLENN GIFFNEY3.53%520,000

KIRSTEN ROBERTS3.09%455,000

STEPHEN CHRISTOPHER MONTGOMERY2.72%400,000

DEIRDRE ELIZABETH TALLOTT2.72%400,000

JILLIAN BERNADETTE WINSTANLEY2.21%325,000

ROGER DIXON ARMSTRONG2.05%301,665

2022 Annual Report ̵ Notes to the Consolidated Financial Statements

55
% of totalShares

FNZ CUSTODIANS LIMITED <DRP NZ A/C>2.03%298,215

CHRISTOPHER VEALE + PENNY VEALE1.81%265,704

DON NOMINEES LIMITED1.60%234,944

NEW ZEALAND DEPOSITORY NOMINEE LIMITED <A/C 1 CASH

ACCOUNT>

1.37%201,766

ACE FINANCE LIMITED1.22%180,000

GRAND TOTAL78.09%11,493,599

A total of 14,719,810 shares were on issue (2021: 14,639,810).

31.2 Size of Shareholding as at 8 July 2022

HoldingsShareholdersShares held% of total

1-99911228,0230.19%

1,000-4,999106217,7371.48%

5,000-9,99935221,8531.51%

10,000-49,99947820,9895.58%

50,000-99,99914994,8766.76%

100,000 and over2812,436,33284.48%

Total34214,719,810100.0%

31.3 Substantial Security Holders

According to notices given under the Financial Markets Conduct Act 2013, the following persons were

substantial shareholders in Solution Dynamics Limited as at 8 July 2022:

Shareholder% of totalShares

Meta Capital Limited (John McMahon) 10.87%1,600,658

Philip Hadfield Hardie Boys (P & K Hardie Boys Family A/C)7.13%1,050,000

Public Trust - NZCSD (The Aspiring Fund)6.24%918,943

Indrajit Nelson Sivasubramaniam & Tracey Lee Sivasubramaniam &

Comac Trustees Limited

6.05%890,000

32. Events after the reporting date

On 25 August 2022, the directors approved the payment of a fully imputed dividend of 4.00 cents per

share amounting to $589,000 to be paid on 30 September 2022 (2021: The directors approved the

payment of a fully imputed dividend of 4.00 cents per share, amounting to $586,000).

562022 Annual Report ̵ Statement of Corporate Governance
The corporate governance processes set out in this statement do not materially differ from the principles set out in

the New Zealand Stock Exchange Corporate Governance Best Practice Code issued on May 2017. The information

in this report is current as at 25 August 2022 and has been approved by the Board.

SDL is listed on the NZX and is subject to regulatory control and monitoring by both the NZX and the Financial

Markets Authority (FMA).

The Board Charters and key policies are available on the Company’s website: https://solutiondynamics.com/

investor-centre/.

Principle 1 – Code of Ethical Behaviour

Directors should set high standards of ethical behaviour, model this behaviour and hold management to account for

adherence to these standards throughout the organisation.

The Board recognises that high ethical standards and behaviours are central to good corporate governance and it is

committed to the observance of a Code of Business Conduct and Ethics throughout the Group.

The Code of Business Conduct and Ethics, which was approved by the Board as part of the process of migrating

to the NZX Main Board, provides a framework of standards by which the directors, employees and contractors to

SDL and its related companies are expected to conduct themselves. It is intended to facilitate actions and decision-

making that is consistent with SDL’s values, business goals and legal obligations and, thereby, enhance performance

outcomes.

Employees are expected to report any breaches of the Code in line with the processes outlined in the Code of

Business Conduct and Ethics.

A copy of the Code of Business Conduct and Ethics was made is made available to all employees and is given to all

new employees when they join the Group. Any future changes to the Code of Business Conduct and Ethics will be

communicated to staff.

SDL has a Share Trading Policy to mitigate the risk of insider trading in SDL’s securities by employees and Directors.

A copy of this Policy can also be found with the other policies on the Company website. The Policy was updated in

May 2019 as a part of the process of migrating to the NZX Main Board. Additional share trading restrictions apply

to Restricted Persons including Directors and certain employees.

Directors’ Share Dealings and Shareholding

Directors disclose the following relevant interests in shares in the Group at 30 June 2022 and transactions in

relevant interests in shares during the financial year ended 30 June 2022.

Shareholder

Balance

30 June 2021AdditionsDisposals

Balance

30 June 2022

John McMahon1,600,658--1,600,658

Nelson Siva

(1)

890,000--890,000

Andy Preece53,000--53,000

Lee Eglinton18,000--18,000

(1) Nelson Siva retired as CEO and director in November 2021.

Statement of Corporate Governance

57
Entries in the Interests Register

In addition to the interests and related party transactions disclosures in Note 29 and the director remuneration

disclosed under principle 5 below, the following interests were disclosed to the Board and noted in the interests

register during the financial year ended 30 June 2022:

• Indemnification of officers and directors: The Company indemnifies directors and executive officers of the

Group against all liabilities which arise out of the performance of their normal duties as director or executive

officer.

• Directors’ & Officers’ insurance: In parallel with the indemnity coverage, the Group has Directors & Officers’

liability insurance. The total cost of this insurance expensed during the year ended 30 June 2022 was $55,060

(2021 - $54,242).

Conflicts of Interest and Related Parties

All directors must disclose any general and specific interests that could be in conflict with their obligations to the

Group. Transactions with related parties and balances outstanding relating to the year ended 30 June 2022 are

disclosed in Note 29 of the Notes to the Financial Statements.

Principle 2 – Board Composition & Performance

To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and perspectives.

The primary responsibilities of the Board include:

• to establish the vision of the Group

• to establish the long-term goals and strategies of the Group

• to approve annual and half-year financial reports

• to approve annual budgets

• to approve corporate policies

• to ensure the Group has good internal controls and keeps adequate records

• to ensure legislative compliance

• to monitor executive management

• to ensure appropriate communication to stakeholders

Board procedures are governed by the Constitution.

The Board is responsible for setting the strategic direction of the Company, overseeing the financial and operational

controls of the business, putting in place appropriate risk management strategies and policies and enhancing its value

for shareholders in accordance with good corporate governance principles.

In addition to the Code of Business Conduct and Ethics, the Board also operates under a written Board Charter

which sets out the structure of the Board, role and responsibilities of directors, procedures for the nomination,

resignation and removal of directors; and identifies procedures to ensure that the Board meets regularly, conducts its

meetings in an efficient and effective manner and that each Director is fully empowered to perform his or her duties

as a director of the Company and to fully participate in Board meetings.

The day-to-day management of SDL’s business is undertaken by SDL’s senior management team under the leadership

of the chief executive officer, through a set of delegated authorities which are reviewed annually.

In order to discharge their duties, directors have direct access to and may rely on financial and other management

information, and advice provided by SDL’s senior management as well as professional advice provided by external

advisers. Directors have the right, with the approval of the chairman or by resolution of the Board, to seek

independent legal or financial advice at the Company’s expense for the proper performance of their duties.

58
Board Composition and Appointment

The number of elected directors and the procedure for their retirement and re-election at Annual Shareholder

Meetings is set out in the Company’s constitution.

SDL considers that the nomination process for new director appointments is the responsibility of the whole Board

and it does not have a separate Nomination Committee.

The Board takes into consideration tenure, capability, diversity and skills when reviewing Board composition and

new appointments.

At each Annual Meeting, one-third of the current directors retire by rotation and are eligible for re-election. Any

directors appointed since the previous Annual Meeting must also retire and are eligible for election.

When a new director is appointed, SDL will enter into a written appointment letter setting out the terms of their

appointment.

The Board supports the separation of the roles of chairman and CEO. The chair of SDL as at 25 August 2022 is

non-executive director, John McMahon, who has (through a related party) a 10.87% shareholding in SDL and is

therefore not considered independent under the NZX Main Board Listing Rules. The Board believes that John's

shareholding aligns his interests well with those of Solution Dynamics’ shareholders’ interests. The Directors

consider that John’s broad analytical and commercial experience, including as a director of other NZX-listed

companies, along with his understanding of the Company's products, markets and strategy, mean that he is the

right person to lead the Board.

The Board currently comprises five directors (2021: six directors, Nelson Siva retired as CEO and as a director in

November 2021), being a non-executive chairman (non-independent, see note above) and four non-executive

directors (independent). They are all elected based on the value they bring to the Board.

In order for a director to be independent, the Board has determined that he or she must not be an executive of

SDL and must have no ‘Disqualifying Relationships’. In this regard, the Board follows the requirements of the NZX

Listing Rules (and NZX guidance on the application of those requirements). Information on each director can be

found at http://www.solutiondynamics.com/our-team/. Director’s interests are disclosed on Note 29 of the 2022

Annual Report.

The Company encourages all directors to undertake appropriate training and education so that they may best

perform their duties. This includes attending presentations on changes in governance, legal and regulatory

frameworks; attending technical and professional development courses. ln addition, directors can receive updates

on relevant industry and Company issues, and briefings from key executives.

The Board aims to regularly consider individual and collective performance, together with the skillsets, training and

development and succession planning required to govern the Group’s business.

Diversity

SDL is committed to a culture that actively supports diversity and inclusiveness and prevents or eliminates

discrimination in any form. As such, SDL firmly believes that diversity and inclusiveness enables SDL to better

respond to the ever-changing environment in which we operate and better serve the diverse customer and

stakeholder base to which we are accountable to.

The concept of diversity includes (but is not limited to) concepts of gender, race, ethnicity and cultural background

as well as physical capability, age, sexual orientation, and religious or political beliefs.

2022 Annual Report ̵ Statement of Corporate Governance

59
SDL does not have formal diversity policy. Instead, SDL’s Code of Business Conduct and Ethics notes that SDL

values diversity and has a workforce consisting of many individuals with diverse skills, values, backgrounds,

ethnicity and experience. We attract and retain a diverse workforce and this diversity brings a range of ideals,

skills and innovation to SDL, which assists in achieving our objectives. At the date of this report, the Board is yet

to consider whether it requires management to provide regular reporting and monitoring on diversity within SDL’s

workforce.

As at 30 June 2022, the gender balance of SDL's directors and people was as follows:

30 June

2022

30 June

2021

Directors

Females11

Males45

Management Team

Females11

Males66

All Employees

Females3838

Males5160

The Management team is defined as being the chief executive officer and senior leaders with reporting lines direct

to the chief executive officer.

Board Meetings and Attendance

The Board has 11 scheduled meetings a year.

During the period 1 July 2021 to 30 June 2022 attendance at Board and Committee meetings was:

Board Meetings

(1)

Audit & Risk Committee

(2)

HeldAttendedHeldAttended

John McMahon (Chairman)

(1)

111122

Julian Beavis1110n/an/a

Nelson Siva (CEO)

(2)

53n/an/a

Elmar Toime1111n/an/a

Andy Preece

(3)

111122

Lee Eglinton111122

(1) John McMahon is the board chairman.

(2) Nelson Siva retired as CEO and director in November 2021.

(3) Andy Preece is the chairman of the Audit & Risk Management committee.

60
Principle 3 - Committees

The Board should use committees where this will enhance its effectiveness ln key areas, while still retaining Board

responsibility.

The Board has constituted one standing Committee being the Audit and Risk Committee. Due to the size of the

Board, matters normally dealt with by remuneration and the nominations committees are dealt with by the full

Board.

Committees allow issues requiring detailed consideration to be dealt with separately by members of the Board with

specialist knowledge and experience, thereby enhancing the efficiency and effectiveness of the Board. However,

the Board retains ultimate responsibility for the functions of its Committees and determines their responsibilities.

The Audit and Risk Committee meets as required and has terms of reference (a Charter). A copy of the Audit and

Risk Committee Charter can be found on the Company website under the Board Governance section.

Minutes of each Committee meeting are forwarded to all members of the Board. The Audit and Risk Committee is

empowered to seek any information it requires from employees in pursuing its duties and to obtain independent

legal or other professional advice.

The membership and performance of the Committee is reviewed annually.

From time to time, special purpose committees may be formed to review and monitor specific projects with senior

management.

As the Board believes that matters of remuneration and nominations are the responsibility of the entire Board, SDL

does not consider it necessary to comply with recommendations 3.3 and 3.11 of the NZX Corporate Governance

Code and accordingly does not have a separate remuneration committee or nomination committee.

The Board will continue to monitor best practice in the governance area and update SDL’s policies to ensure it

maintains the most appropriate standards.

Audit and Risk Committee

The role of the Audit and Risk Committee is to assist the Board in carrying out its responsibilities under the

Companies Act 1993 and the Financial Reporting Act 2013 regarding accountancy practices, policies and controls

relative to the Company’s financial position and make appropriate enquiry into the audits of the Company’s

financial statements. This responsibility includes providing the Board with additional assurance about the quality

and reliability of the financial information issued publicly by the Company. All matters required to be addressed and

for which the Committee has responsibility were addressed during the 2022 financial year.

A written charter outlines the Audit and Risk Committee's delegated authority, duties, responsibilities and

relationship with the Board. The Charter is available on the Company's website.

The Committee must be comprised solely of Directors of SDL, have a minimum of three members, two of whom

have a majority of independent Directors and have at least one director with an accounting or financial background.

The makeup of the current members of the Committee complies with this recommendation. The chair of the

Committee cannot be Chair of the Board.

Members as at 30 June 2022 were Andy Preece (Chairman), Lee Eglinton and John McMahon. It met twice during

the financial year.

Management and employees may only attend meetings at the invitation of the committee and the Committee

routinely has Committee only time with the external auditors without management present.

2022 Annual Report ̵ Statement of Corporate Governance

61
Takeovers

The Board has yet to establish protocols or procedures to be followed in the event of a takeover. Nonetheless, the

Board understands that any such protocols or procedures would involve SDL forming an independent takeover

committee to oversee disclosure and response and engage expert legal and financial advisors to provide advice on

procedural matters affecting any such takeover.

Principle 4 –Reporting & Disclosure

The Board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of

corporate disclosures.

The Board is committed to keeping shareholders and the market informed of all material information about the

Company and its performance and ensure compliance with legislative requirements and those of the NZX Listing

Rules.

The release of material information is guided by the NZX Listing Rules (and the Listing Rules guidance provided by

NZX).

In addition to all information required by law, SDL also seeks to provide sufficient meaningful information to ensure

stakeholders and investors are well informed, including financial and non-financial information.

Financial Statements

It is the directors’ responsibility to ensure preparation of financial statements that give a true and fair view of the

financial position of the Group as at the end of the financial year and the results of operations and cash flows for

the year. The external auditors are responsible for expressing an independent opinion on the financial statements.

The consolidated financial statements set out in this report have been prepared by management in accordance with

generally accepted accounting practice in New Zealand. They are based on appropriate accounting policies which

have been consistently applied and which are supported by reasonable judgements and estimates.

For the financial year ended 30 June 2022, the directors believe that proper accounting records have been kept

which enable, with reasonable accuracy, the determination of the financial position of SDL and the Group and

facilitate compliance of the financial statements with the Companies Act 1993 and the Financial Reporting Act

2013.

After reviewing internal management financial reports and budgets the directors believe that the Group will

continue to be a going concern in the foreseeable future. For this reason, they continue to adopt the going concern

basis in preparing the financial statements.

The chief executive and chief financial officer have confirmed in writing to the Board that SDL’s external financial

reports present a true and fair view in all material aspects.

SDL’s full and half year financial statements are available on the Company/s website at: http://www.

solutiondynamics.com/investor-centre/

Non-financial information

The Board recognises the importance of non-financial disclosure. Given SDL's size the Board has elected not

to comply with recommendation 4.3 of the NZX Corporate Governance Code and has not adopted a formal

environmental, social and governance (ESG) framework.

SDL discusses its strategic objectives and its progress against these in the Management Discussion and Analysis

section of this annual report and at the Annual Meeting.

62
SDL is committed to using its resources responsibly and is actively working with its supply chain partners to look

for opportunities to reduce any negative environmental risk or impact from its business operations, products and

services.

The Board encourages diversity and will not knowingly allow SDL to participate in business activities where SDL

could be complicit in human rights and labour standard abuses.

Principle 5 –Remuneration

The remuneration of Directors and management should be transparent, fair and reasonable.

The Board promotes the alignment of the interests of the directors, the chief executive officer and management

with the long-term interests of shareholders. Remuneration policies and structure are reviewed regularly to ensure

remuneration of management and directors is fair and reasonable in a competitive market for the skills, knowledge

and experience required by the Company.

The Board recognises that it is desirable that management (including that for any executive director) remuneration

should include an element dependent upon the performance of both the Group and the individual, and should be

clearly differentiated from non-executive director remuneration.

Details of directors and management remuneration and entitlements for the 2022 financial year are set out in Note

29 of the annual report.

SDL does not have a Remuneration Committee and matters relating to remuneration are dealt with by the full

Board.

Directors’ Remuneration

The total remuneration pool available for directors is fixed by shareholders. The Board determines the level of

remuneration paid to directors from the approved collective pool. Directors also receive reimbursement for

reasonable travelling, accommodation and other expenses incurred in the course of performing their duties.

Directors are paid on a per director rate as follows:

PositionApproved Remuneration

Chairman$60,000

Non-executive Director$40,000

Audit & Risk Committee Chair$7,500

Hourly rates for abnormal/particularly time intensive projects or transactions

outside the scope of typical board work

$250 /hour

Directors’ remuneration during the year is disclosed in Note 29 of the Notes to the Financial Statements.

2022 Annual Report ̵ Statement of Corporate Governance

63
Executives’ Remuneration

Executive remuneration consists of a fixed base salary, incentives and a Share Option Plan. Incentives are paid

against targets agreed with members of the management team at the commencement of the year and are based on

earnings and sales targets.

Executives’ remuneration greater than $100,000 per annum received in their capacity as employees during the year

is disclosed in Note 29 of the Notes to the Consolidated Financial Statements.

Details of the SDL Share Option Plan are detailed in Note 30 to the 2022 Financial Statements.

Chief Executive Officer Remuneration

The review and approval of the chief executive officer’s remuneration is the responsibility of the Board.

The Chief Executive Officer’s remuneration comprises a fixed base salary and bonus paid annually.

The CEO’s remuneration can be summarised as follows:

Description(USD000’s)

Base salary250

Maximum incentive

(1)

194

Total on target earnings444

(1) This includes an assessed share option cost (refer note 30) and a performance incentive based on Company earnings paid annually in arrears

Principle 6 –Risk Management

Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The

Board should regularly verify that the issuer has appropriate processes that identify and manage potential and material

risks.

SDL is committed to proactively managing risk. Whilst risk management, and the Group’s system of internal

controls, is the responsibility of the entire Board, the Audit and Risk Committee assists the Board and provides

additional oversight with regard to the risk management framework and monitoring compliance with that

framework.

The Board monitors the operational and financial aspects of the Group and considers recommendations from

external auditors and advisors on the risks that the Group faces.

The Board ensures that recommendations made are assessed and appropriate action is taken where necessary to

ensure risks are managed appropriately.

The Board's approach to risk management is incorporated into the Audit and Risk Committee Charter, which can be

found under Board Governance on the Company’s website.

The Board delegates day-to-day management of the risk to the chief executive officer. SDL’s management team

is required to regularly identify the major risks affecting SDL’s business and develop structures, practices and

processes to manage and monitor these risks.

It is the responsibility of the directors to ensure adequate accounting records are kept. Directors are also

responsible for the Group’s system of internal financial controls.

64
Internal financial controls have been implemented to minimize the possibility of material misstatement. They can

provide only reasonable assurance and not absolute assurance against material misstatements or loss.

No major breakdowns of internal controls were identified during the year.

The Board is satisfied that SDL has in place a risk management process to effectively identify, manage and monitor

SDL’s principal risks.

SDL also maintains insurance policies that it considers adequate to meet its insurable risks.

Key financial and non-financial risks are included in Note 28 to the financial statements.

Health and Safety

The Board recognises that effective management of health and safety is essential for the operation of a successful

business, and its intent is to prevent harm and promote wellbeing for SDL’s employees and contractors. The Board

is responsible for ensuring that the systems used to identify and manage health and safety risks are fit for purpose,

being effectively implemented, regularly reviewed and continuously improved.

SDL has a Health and Safety Charter which is monitored by the management team. Health and Safety reports,

including incident reports, for SDL’s business are included in the compliance section of the Board papers.

Principle 7 –Auditors

The Board should ensure the quality and independence of the external audit process.

The Board's approach to the appointment and oversight of the external auditor are outlined in SDL’s Audit and Risk

Committee Charter, which can be found on the Company’s website. Amongst other things, the Charter is designed

to ensure that audit independence is maintained, both in fact and appearance, so that SDL’s external financial

reporting is viewed as being highly reliable and credible.

The Audit and Risk Committee provides additional oversight of the external auditor reviews the quality and cost

of the audit undertaken by SDL’s external auditors and provides a formal channel of communication between the

Board, the management team and the external auditors. The Committee also assesses the auditor's independence

on an annual basis. These requirements are detailed in the Audit and Risk Committee Charter.

For the financial year ended 30 June 2022, Grant Thornton continued in their appointment as the external auditor

for SDL. Grant Thornton has occupied that role since 2009. The audit partner has been rotated in 2021 (the prior

rotation was in 2016).

All audit work at SDL is fully separated from any non-audit services, to ensure that appropriate independence is

maintained. The amount of fees paid to Grant Thornton for audit and other services is identified in Note 6 of this

annual report.

Grant Thornton has provided the Board with written confirmation that, in their view, they were able to operate

independently during the financial year.

Grant Thornton attends the Annual Meeting, and the lead audit partner is available to answer questions from

shareholders at that meeting. In this capacity, Grant Thornton attended the 2021 annual meeting.

SDL has a number of internal controls overseen by Audit and Risk Committee, including controls for computerised

information system, security, business continuity management, insurance, health and safety, conflicts of interest,

and prevention and identification of fraud. SDL does not have a dedicated Group internal auditor role.

2022 Annual Report ̵ Statement of Corporate Governance

65
Principle 8 – Shareholder Rights & Relations

The Board should respect the rights of shareholders and foster constructive relationships with shareholders that

encourage them to engage with the issuer.

The Board is committed to open dialogue and to facilitating engagement with shareholders.

SDL has a calendar of communications for shareholders, including but not limited to:

• Annual and Half-Yearly Reports

• Market announcements

• Annual Meeting

• Access to information through the SDL website www.solutiondynamics.com

SDL Company maintains a comprehensive website which provides access to key corporate governance documents,

copies of all major announcements and Company reports.

Shareholders are encouraged to attend the Annual Meeting and may raise matters for discussion at the meeting. In

accordance with NZX Corporate Governance Code, the Board ensured that the notice of the Annual Meeting was

posted to SDL’s website as soon as possible and at least 20 working days prior to the meeting.

Shareholders have the ultimate control in corporate governance by voting Directors on or off the Board. Voting is

by poll, upholding the ‘one share, one vote’ philosophy.

In accordance with the Companies Act 1993, SDL’s constitution and the NZX Listing Rules, SDL refers major

decisions which may change the nature of SDL’s business to shareholders for approval.

All shareholders are given the option to elect to receive electronic communications from SDL. In addition to

shareholders, SDL has a wide range of stakeholders and maintains open channels of communication for all

audiences, including shareholders, brokers and the investing community, as well as our staff, suppliers and

customers.

662022 Annual Report ̵ Company Directory
Directors

John McMahon – Non-independent Chairman

Elmar Toime – Independent

Julian Beavis - Independent

Andy Preece – Independent

Lee Eglinton - Independent

Auditors

Grant Thornton New Zealand Audit Partnership

Grant Thornton House

152 Fanshawe Street, AUCKLAND

Bankers

ANZ National Bank Limited

Level 20, ANZ Centre, 23-29 Albert Street

AUCKLAND

Legal Representative

Stephen Layburn

Commercial Barrister

Level 3, 175 Queen Street, AUCKLAND

Share Registry

Computershare Investor Services

Level 2, 159 Hurstmere Rd, Takapuna

AUCKLAND

Private Bag 92119, Auckland Mail Centre

AUCKLAND 1142

Registered Office and address for service

18 Canaveral Drive, Albany

AUCKLAND

PO Box 301248, Albany

AUCKLAND 0752

Tel +64 9 970 7700

Solution Dynamics (International) Limited

Lancaster Court, 8 Barnes Wallis Road,

Fareham, PO15 5TU

Hampshire

UNITED KINGDOM

Tel +44 1489 668219

Solution Dynamics Incorporated

260 Madison Avenue, 8th floor

New York, New York 10016

UNITED STATES OF AMERICA

Tel: +1 (917) 319 5625

Déjar International Limited (non-trading)

18 Canaveral Drive, Albany

AUCKLAND

PO Box 301248, Albany

AUCKLAND 0752

Tel +64 9 970 7700

Company Directory

Nature of Business

Data management, electronic digital printing, document distribution, web presentment and archiving, fulfilment,

print services, scanning, data entry and document management.

67

New Zealand ̵ United Kingdom ̵ United States of America

---

| 1 |
Chairman’s and Chief Executive Officer’s Report

FY2022 Result Overview

Solution Dynamics Limited (“SDL” or “Company”) recorded a net profit after tax of $2.56 million for FY2022, a

26.0% gain on the profit of $2.03 million the prior financial year. FY2022 earnings per share was 17.4 cents (on

closing issued share), up 25.2% from 13.9 cents the prior year. This is a record result for the Company in what was a

disrupted and difficult year.

The Company’s revenue also recorded a record result at $40.13 million (up 13.2%). COVID modestly constrained

revenue growth in both the domestic mail house and for some international customers. SDL’s Software &

Technology platforms continue to expand with revenue growth of 30% in FY2022, from a combination of new

customers and expansion of activity amongst existing customers. Earnings before interest, tax, depreciation and

amortisation (“EBITDA”) increased 7.2% to $4.52 million.

Cash flow from operations was $2.98 million (FY2021 $2.61 million) and the net cash position at year end was

$5.01 million (FY2021 $4.71 million). Historically, the year-end cash position has included an element of customer

prepayment of postage (around $1.25 million in FY2021) however, this was repaid to customers during the second

half of FY2022.

The directors have declared a final cash dividend of 4.0 cents per share (FY2021 4.0 cents), bringing total cash

dividends for FY2022 of 13.0 cents per share (FY2021 11.0 cents). All dividends are fully imputed.

FY2022 Business Performance

FY2022 was a year of significant disruption for SDL, with the passing in November 2021 of long-term CEO, Nelson

Siva, after a period of illness. The Company appointed the head of North America and international operations,

Patrick Brand, based in New York, to succeed Nelson. Sincere and deep thanks are due to SDL’s staff for operating

through what was a difficult period around Nelson’s illness and passing, and then assisting Pat, who was unable to

travel to New Zealand for the first six months of his tenure as CEO.

The second half of FY2022 saw a refreshed focus on new business activity, especially in New Zealand following

staff changes and a restructure of the sales team. This began to have a positive effect late in the financial year,

although most of the benefit will begin to flow progressively over FY2023. Activity levels were further assisted by

some new business following the closure of magazine and catalogue printer, Ovato. The Company has a strong

prospect pipeline in New Zealand and is targeting growth in several key vertical market sectors internationally.

International volumes were broadly up, with strong gains in the cyber breach notice sector partly offset by

significant weakness in US mortgage-related communications as interest rates rose significantly and depressed

housing finance activity. Volumes in the UK rose as expected, up around 40% as that economy emerged from

COVID constraints, although they remain well below pre-COVID levels.

The headwind from physical communications converting to digital continues. This is being exacerbated by postal

organisations globally introducing significant increases in postage rates to offset the revenue erosion they are

suffering from falling volumes. SDL expects this trend to continue and expects ongoing sizeable increases in

postage rates in the markets the Company operates in, including New Zealand.

25 August 2022

Chairman’s and

Chief Executive Officer’s Report

| 2 |
SDL is maintaining most of its COVID monitoring and safety policies, aimed at ensuring the Company’s staff remain

safe. Although some staff have been infected, COVID has not affected operations to date. Some partial return to

working back in the office has commenced although the extent varies by function.

The main COVID effects were on volumes in the UK along with some impact from Omicron-related lockdowns in

New Zealand. The hidden effect on SDL has been from an increase in the length of sales cycles due to the inability

to travel for much of the year, constraining meeting sales prospects face-to-face. The Company’s best estimate is

that COVID reduced FY2022 revenues by – very approximately – around 5%.

Travel costs remained low, although the re-opening of New Zealand’s borders in the fourth quarter of FY2022

allowed SDL’s CEO, Pat Brand, to visit Auckland in June. COVID remains a factor in the shortage of skills across the

technology sector, exacerbating staff cost pressures. Supply chain disruptions, along with a weaker NZ dollar, are

affecting the cost (and timely availability) of paper and envelopes although for the most part these are pass-through

costs (sometimes with a lag) and SDL has some forward orders in place to mitigate the cost pressure.

Given the operational issues, CEO change process, and increasingly difficult macroeconomic environment over the

year, the Company was pleased to generate a record performance for the year.

Business Description

SDL operates in the global Customer Communications market (essential mail, interactive marketing communications

and on-demand communications) across both the old economy print/mail house business and the new economy

digital document management business. The Company’s products and services are represented by two revenue

streams:

• Services (split into Digital Print & Document Handling, and Outsourced Services); and

• Software & Technology.

Services operates solely in New Zealand. Digital Print & Document Handling revenues are generated from digital

printing and mail house processing for two categories of mail items: transactional mail, such as invoices and

statements; and direct marketing mail such as promotional material. These are then distributed through New

Zealand Post’s (“NZ Post”) mail delivery system. A number of the components included in this service, such as

envelopes and postage, form part of Outsourced Services revenues (these are typically very low margin activities).

Digital printing differs from traditional printing in that each document printed is typically personalised and unique.

Revenue from the Company’s scanning operation is included in Services (for New Zealand scanning operations),

while offshore consulting and software revenues that are related to SDL’s software technology are included in the

Software & Technology revenue stream.

Software & Technology develops and markets SDL’s own software products which include:

• digital asset management, with communication templates and campaign management;

• document archival;

• document composition;

• desktop digital mail centre solution for “print on demand”;

• consulting and software revenue from scanning and scanning workflow; and,

• international cross-border print on demand management software.

| 3 |
Note that SDL has several different business models for international clients. For some, SDL only provides software

or related consulting services, but for others it also arranges third party printing and logistics on which it will

typically earn a modest margin. For these latter clients, the software charge and print/logistics margins are typically

aggregated into an overall charge to the customer. This means Software & Technology revenues are a mix of pure

software and software consulting revenues for some clients, while others include third party printing and logistics

revenues that are generated from SDL’s software.

Transactional mail volumes in New Zealand and internationally are continuing to decline, although anecdotal

evidence suggests direct marketing mail is seeing minimal erosion. Some types of communications remain better

suited or are legally required to be printed, and the usage level of printed versus electronic communications varies

significantly across industries, applications and countries. Technology such as Digital Mail Centre (DMC – SDL’s

print-on-demand desktop mail solution) can improve the handling efficiency, management and cost of physical mail.

The Company’s integrated range of print and software technologies enable the digital transformation of customer

communications.

International Operations

Historically, SDL was predominantly a New Zealand digital print and mail house business with some international

software revenue. That position first changed in FY2020, when SDL’s international revenue surpassed its New

Zealand revenue for the first time. Total Software & Technology revenue (some of which is revenue billed from New

Zealand) as a proportion of total revenue is around 74% and expected to increase in FY2023.

Software development and support has mainly been based in New Zealand to date with some customer-facing

employees in the UK and the US. Increasingly our customers based in the UK and the US require SDL to improve

local market knowledge and response times by providing increased in-country technical support. Therefore, SDL

expects to increase the number of technical support, testing, implementation, and DevOps staff in the northern

hemisphere. This “globalisation of operations” process has been occurring for some time but has yet to reach

maturity. The step change of moving from a New Zealand business that supports customers globally, to an in-time-

zone, self-supporting international operation is challenging from a talent acquisition, management, and cultural

perspective, along with a commensurate step change in cost structure.

Description and Review of Revenue Streams

Services

Services is the Company’s New Zealand print and mail house operation that predominantly provides mail house

operations to high-volume postal mail users in the business-to-consumer sector. Services operates leased, high-

speed digital colour and monochrome printers. In addition to digital printing, Services also provides the ancillary

document handling operations such as automated envelope inserting and flow-wrap.

Services revenue also includes Outsourced Services, which encompasses a variety of outsourced functions or

components such as postage, third party offset printing, freight, paper and envelopes. The Company has an access

agreement with NZ Post which provides wholesale rates and bulk mail discounts off NZ Post’s retail rates. The

gross profit margins on many of these outsourced components, especially postage, are low.

| 4 |
The Company’s general mail volumes continue to decline albeit at what SDL estimates is a lower rate than the

overall market fall; SDL’s FY2022 mail lodgement volumes declined around 8%. The Company’s digital print

volumes also fell, declining around 7%. SDL believes consolidation of mail house capacity is inevitable and is

confident it holds a strong, competitive cost position in the market.

On the digital communications side, SDL’s volume of customer emails rose about 8%.

SDL Services Revenue Breakdown

(all figures $000)FY2022FY2021

Percentage

Change

Digital Printing and Document Handling3,8124,161-8.4%

Outsourced Services6,5126,649-2.1%

Total Services Revenue10,32410,810-4.5%

SDL renewed the lease contract on its print equipment in FY2021 and mail house facility in FY2022. The Company

believes it now has highly competitive rates for its continuous digital printing equipment. One of SDL’s major New

Zealand customers re-tendered its business during FY2021 and the Company re-secured the business for a further

three-plus-two year term, albeit at lower gross margins.

The refocus on New Zealand sales, along with changes to the sales team, and the current strong pipeline provides

the basis for a more positive outlook for FY2023, despite the overall domestic postal market remaining in decline.

SDL Software & Technology

Software & Technology generated revenue of $29.8 million in FY2022, an increase of 21% on the prior year’s

revenue of $24.6 million. Growth was from several sources including expansion from a leading global charities

organisation that SDL secured in 2020, plus a large US-based multinational corporation continuing to roll-out

SDL’s Digital Mail Centre (DMC) platform globally. Mid-sized clients in the cyber breach notice sector contributed

strongly to US growth, offset by weakness in financial services volumes, while the UK began to see a rebound from

COVID-constrained volumes.

Software & Technology revenue is partly platform based, typically under SaaS (software as a service) arrangements,

which can be priced as a monthly subscription, tiered on volume, or on a per document basis. It also includes

revenue where SDL manages the total communications solution, based on the Company’s software platforms, but

including document printing and distribution for the customer. The printing and distribution component forms the

larger part of Software & Technology’s revenue and is generally lower margin.

In FY2022, we made substantial progress in “productising” our global customer communications platform, DMC.

DMC simplifies onboarding of customers, and sending and tracking of documents, through physical and digital

channels. DMC integrates with our document composition platform, Composer, along with our automation tool,

Autoprod, to enable customers to create highly personalised communications at scale. DMC integrates with our

print partner network through SDL’s distributed print platform, Jupiter, to manage and provide real time status

updates on job completion and mailing. Our expertise in global postage management delivers significant cost

savings by leveraging DMC to optimise production and delivery logistics. Our objective is to grow SaaS platform

revenue at a faster rate than print services.

As the speed of business increases, customer communications are increasingly moving to an “on-demand” model.

This is especially true in marketing and regulatory notice applications. Global supply chain logistics issues have

made it more difficult and more expensive to send physical “on-demand” content as well as introducing logistics

| 5 |
delays in international mail. Additionally, availability and cost of envelopes and paper has been challenging. SDL’s

software and network of service providers ensures that “on-demand” communications can be produced and

delivered on time and this functionality is enabling SDL to win business.

Communication channels are no longer “one size fits all”; customers now receive increasingly personalised

messaging through multi-media channels. SDL’s software platforms enable one-to-one personalisation of each form

of communication – whether a customer email, an invoice or account statement, or a piece of marketing collateral –

as a means to enrich and deepen the relationships that our customers have with their customers.

The Company is leveraging its position as a leader in global, “on-demand” communications to overcome supply-

chain driven disruptions. One key area of focus in FY2023 is to better leverage SDL’s marquee customers in the

global charities and cyber security breach notice space as reference points for sales activity. This requires a ramp up

of investment in sales and marketing, along with DevOps and customer support, in our key US and UK markets. Our

DMC roadmap will continue to prioritise standardisation and integration, to support scalability, with much of this

development expected to complete during FY2023.

For a more detailed view of SDL’s software solutions, refer to the Company’s website at: https://solutiondynamics.

com/solutions/.

In FY2021, SDL was assisted in its American growth initiative by a market development grant from NZ Trade and

Enterprise (“NZTE”) that contributed towards the costs of expansion. The NZTE grant was fully utilised during

FY2021 and there was no NZTE contribution in FY2022. SDL appreciates the financial and market assistance it has

received from NZTE and is exploring possible further growth initiative support for FY2023.

In summary, enabling organisations to drive down cost of customer communications while improving client

engagement is what we do at SDL. Leading brands rely on the Company’s software to simplify sending of complex

global customer communications through print and digital channels. SDL’s global network of mail service providers

delivers significant savings in print and postage costs as well as assurance against pandemic/supply chain driven

business interruptions. As the secular decline in mail continues, SDL’s software platforms provide an omni-channel

bridge to digital transformation.

Financial Performance

SDL’s growth in revenue and earnings over FY2022 resulted from ongoing expansion of its international business,

predominantly in the US. The New Zealand business continued to feel pressure from the ongoing structural

decline in volumes and pricing pressure resulting from excess industry capacity, but it nevertheless remains

sustainably profitable. As previously noted, a refocus on New Zealand sales activity in early 2022 has already seen

improvements to revenue and this is expected to continue into FY2023 although the print and mail house market

remains very competitive.

Cost pressures, lower margins from a large New Zealand customer, along with change in revenue mix (lower FX

gains and grant income) partially offset the solid revenue growth and held Gross Profit to a 3.3% gain on the prior

year. SG&A costs were well controlled given inflationary pressures in some parts of the business, rising 1.6% on the

prior year. EBITDA grew 7.2% to $4.52 million.

| 6 |
Summary Financial Performance

(all figures $000)FY2022FY2021

Percentage

Change

Total Revenue40,12735,44513.2%

Less: Cost of Goods Sold26,18621,95419.3%

Gross Profit13,94113,4913.3%

Gross Margin (%)34.7%38.1%

Less: Selling, General & Admin (SG&A)9,4229,2771.6%

EBITDA4,5194,2147.2%

EBITDA margin (%)11.3%12.8%

Depreciation8851,156-23.4%

Amortisation168283-40.6%

EBIT3,4662,77524.9%

Net Interest5970-15.7%

Income Tax84467125.8%

Net Profit after Tax2,5632,03426.0%

Tax rate24.8%24.8%

The “quality” of SDL’s earnings improved in FY2022 versus the prior FY2021 earnings result which contained two

one-off items (realised foreign exchange gain and NZ Trade & Enterprise market development grant assistance)

totalling $1.14 million pre-tax. Neither of these one-off gains recurred in FY2022.

The following table highlights first and second half performance for the last two financial years. The timing of a

small number of particularly large customer jobs during the year can materially alter the split of first and second half

earnings.

SDL Half Financial Years

(all figures $000)

2H

FY2022

2H

FY2021

Percentage

Change

1H

FY2022

1H

FY2021

Percentage

Change

Total Revenue16,40916,923-3.0%23,71818,52228.1%

EBITDA8981,369-34.4%3,6212,84527.3%

EBITDA margin5.5%8.1%15.3%15.4%

Net Profit after Tax531585-9.3%2,0321,44940.3%

Balance Sheet, Liquidity and Debt

SDL closed the year with net cash (i.e. cash less interest-bearing debt) on hand at $5.01 million (FY2021 $4.72

million). This net cash figure excludes debt liabilities relating to Right to Use Liabilities arising from the Lease

Accounting standard; these liabilities are approximately offset by Right to Use Assets. The net cash balance in

FY2021 included approximately $1.25 million that was customer prepayment of postage; this was repaid during the

second half of FY2022.

| 7 |
The Directors intend to maintain a prudent approach to balance sheet management and are conscious that a period

of more difficult economic times may provide acquisition opportunities.

The Company maintains an overdraft arrangement from ANZ Bank with a $200,000 limit. This was unused during

FY2022.

Selected Balance Sheet and Cashflow Figures

(all figures $000)FY2022FY2021


Change

Net Cash/(Debt & Borrowings)5,0094,713296

Non-Current Assets1,5411,816-275

Right of Use Assets3,4471,2102,237

Net Other Assets/(Liabilities)-602-1,458856

Right of Use Liabilities-3,481-1,346-2,135

Net Assets5,9144,935979

Cashflow from Trading3,9022,3721,530

Movement in Working Capital-923236-1,159

Cash Inflow from Operations2,9792,608371

Cash dividends paid1,9041,9031

Capital expenditure for the year was minimal at $0.07 million. The Company does not capitalise any software

development. Note that Right of Use assets and liabilities both increased in FY2022 as a result of SDL signing a

renewal of the lease on its premises at Canaveral Drive, Auckland, commencing September 2022.

Net assets includes intangible assets of around $1.15 million of which the bulk ($1.06 million) is goodwill and

subject to an annual impairment test. The balance of intangibles represents software and customer contracts from

acquisitions which are now almost wholly amortised.

SDL operates with a largely neutral working capital balance, meaning growth typically does not require additional

investment of capital, although international expansion and larger, “lumpier” contracts means month-to-month and

intra-month cash flow movements have wider fluctuations.

Taxation and Dividends

SDL pays full New Zealand tax on locally generated earnings. In FY2022, the Company obtained some benefit from

New Zealand’s Research and Development Tax Incentive (RDTI) which provides a tax credit equal to 15% of eligible

R&D expenditure. The RDTI tax credit benefit is the primary reason why the overall tax rate of 24.8% is below the

statutory tax rate.

A portion of amortisation of acquired intangibles (relating to customer contracts and some of the acquired

software) is not tax deductible, although only a small balance now remains to be amortised.

SDL intends to pay dividends only to the extent that it can fully impute them and also subject to the Company not

experiencing any one-off requirements for abnormal capital expenditure or any significant acquisition or investment

activity.

| 8 |
Earnings and Dividends per ShareFY2022FY2021

Percentage

Change

Closing Shares on Issue (‘000)14,72014,6400.5%

Reported Earnings per Share (cents)17.4113.8925.3%

Dividend per Share (cents)13.011.018.2%

Dividend Proportion Imputed100.0%100.0%

Dividend Payout ratio74.7%79.2%

Dividend Payout ratio on NPATA71.3%72.0%

The final dividend for FY2022 of 4.0 cents per share will be fully imputed and paid on 30 September 2022. The full

year FY2022 dividends total 13 cents per share, up 18.2% on the prior year and within the Company’s usual 70-

75% payout ratio.

The number of shares on issue increased by 0.5% the year after one staff member exercised employee share option

plan (ESOP) rights which saw 80,000 new shares issued. At year end, the Company had outstanding ESOP rights to

two key staff members in the plan (including the CEO) who collectively held rights to 373,000 shares. Further ESOP

issuance is likely during FY2023.

Risk Factors

Physical mail volumes in New Zealand are continuing to show structural decline, especially for transactional mail.

This has been exacerbated by COVID increasing the emphasis towards electronic communications and postal

organisations globally, including NZ Post, significantly increasing postage rates. Direct mail/marketing volumes

have been steadier and SDL estimates have shown modest-to-little decline in New Zealand. The Company has

several key domestic contracts that, if lost, could place material pressure on local profitability although much of

this is under medium-term contract (SDL renewed a major print and mail contract for a multi-year term during

FY2021). While SDL expects that consolidation in the New Zealand print market is inevitable, and has held industry

rationalisation discussions with other participants in the print sector, the Company will not participate unless there

is clear value enhancement for shareholders.

SDL’s largest five customers accounted for 64% of revenue in FY2022. Loss of one or more of those would cause

financial results to differ materially from those outlined in the FY2023 Outlook section below.

The Company’s software provides critical document management, distributed print, and storage functions for its

clients. SDL needs to ensure it continues to maintain appropriate levels of software development quality control

along with well-trained staff for software delivery and support. Cyber and data security is a known high-risk

area. The Company regularly reviews its IT and data security arrangements, including through the use of external

consultants.

The Company operates a single site facility for its New Zealand print and mail house production, with an offsite for

data and server backup. The Directors are conscious of the operational risk a single site implies for digital imaging

and mail house operations. SDL has a reciprocal disaster recovery (“DR”) plan with another printer, as well as

backup capability with a division of its major print equipment supplier.

| 9 |
The Company mainly relies on distribution channel partners to market its software products into the UK, Europe

and the US. This means SDL has little or no contact with many of the end user customers of its products. While

these channel partner arrangements are currently stable there is not guarantee these arrangements will continue.

SDL aims to ensure its software meets channel partner requirements.

At present, the Company expects ongoing growth from existing customers and new contract wins as sufficient to

support growth expectations. However, the global environment (both in health and macroeconomic terms) remains

extremely uncertain and this could materially affect the Company.

FY2023 Outlook

SDL reconfirms prior FY2023 guidance provided in July 2022, for reported net profit of around $2.5 million. In

FY2023, a number of positive and negative influences are expected to affect earnings.

On the positive side, SDL is seeing strong new business activity in its NZ print and mail house, and expects

underlying growth will occur in several key accounts and vertical markets internationally.

On the negative side, the Company is subject to increasing cost pressures, not all of which can be passed through

to customers. Also, to further support and accelerate international growth, the Company intends to invest in

additional sales and marketing capabilities, plus further in-market developer, support and DevOps personnel

will be required in the northern hemisphere. SDL expects that the global trend of sizeable postage increases will

persist and this will continue the push of certain types of communications towards digital channels. These cost

and industry factors, coupled with macroeconomic headwinds from central bank interest rate increases, provide an

offset to the Company’s expected new business gains.

The net effect of the above positive and negative on FY2023 earnings is forecast to be broadly neutral. The

Company cautions that significant volatility around this guidance is possible and some factors, such as global health

and macroeconomic risks, are outside the Company’s control.

| 10 |
Net Profit ($000)

Reported net profit. Note that SDL paid

no tax from FY2012 to FY2014.

EBITDA ($ 000)

CAGR (10 year) 31.2%

EBITDA is as reported in financial

statements, noting this is affected by the

change of accounting standard to NZ

IFRS 16 (accounting for leases) in FY2020

(increases reported EBITDA) so FY2020

onwards is not comparable with prior

years.

Dividends

Cents per share (excludes imputation credits).

All dividends are fully imputed.

Revenue ($000)

Revenue CAGR (10 yr) 13.8%

Software CAGR (10 yr) 23.2%

Print/Mail CAGR (10 yr) 3.5%

Key Financial Trend Metrics

FY12

3,000

2,500

2,000

1,500

1,000

500

0

-500

-1000

FY16FY14FY18FY20FY13FY17FY15FY19FY21FY22

FY12

Software & TechnologyPrint/Mailhouse

45,000

40,000

35,000

30,000

25,000

20,000

15,000

10,000

5,000

0

FY16FY14FY18FY20FY13FY17FY15FY19FY21FY22

FY12

14.00

12.00

10.00

8.00

6.00

4.00

2.00

0.00

FY16FY14FY18FY20FY13FY17FY15FY19FY21FY22

6,000

5,000

4,000

3,000

2,000

1,000

0

16.0%

14.0%

12.0%

10.0%

8.0%

6.0%

4.0%

2.0%

0.0%

FY12FY16FY14FY18FY20FY13FY17FY15FY19FY21FY22

2.7%

5.3%

7.7%

8.5%

10.4%10.4%

10.0%

9.2%

12.8%

11.9%

11.3%

---

Distribution Notice

Updated as at June 2022




Please note: all cash amounts in this form should be provided to 8 decimal places, including zeros (ie 0.01001000)


Section 1: Issuer information

Name of issuer Solution Dynamics Limited

Financial product name/description Ordinary Shares

NZX ticker code SDL

ISIN (If unknown, check on NZX

website)

NZSDLE0001S8

Type of distribution

(Please mark with an X in the

relevant box/es)

Full Year X Quarterly

Half Year Special

DRP applies

Record date 16/09/2022

Ex-Date (one business day before the

Record Date)

15/09/2022

Payment date (and allotment date for

DRP)

30/09/2022

Total monies associated with the

distribution

1


$588,792.40 (14,719,810 shares @ $0.04000000

/share)

Source of distribution (for example,

retained earnings)

Retained earnings

Currency NZD

Section 2: Distribution amounts per financial product

Gross distribution

2

$0.05555556

Gross taxable amount

3

$0.05555556

Total cash distribution

4

$0.04000000

Excluded amount (applicable to listed

PIEs)

n/a

Supplementary distribution amount n/a

Section 3: Imputation credits and Resident Withholding Tax

5


Is the distribution imputed Fully imputed


1

Continuous issuers should indicate that this is based on the number of units on issue at the date of the form

2

“Gross distribution” is the total cash distribution plus the amount of imputation credits, per financial product, before the deduction of

Resident Withholding Tax (RWT).

3

“Gross taxable amount” is the gross distribution minus any excluded income.

4

“Total cash distribution” is the cash distribution excluding imputation credits, per financial product, before the deduction of RWT.

This should include any excluded amounts, where applicable to listed PIEs.

5

The imputation credits plus the RWT amount is 33% of the gross taxable amount for the purposes of this form. If the distribution is

fully imputed the imputation credits will be 28% of the gross taxable amount with remaining 5% being RWT. This does not constitute

advice as to whether or not RWT needs to be withheld.



If fully or partially imputed, please

state imputation rate as % applied

6


28%

Imputation tax credits per financial

product

$0.01555556

Resident Withholding Tax per

financial product

$0.00277778

Section 4: Distribution re-investment plan (if applicable)

DRP % discount (if any)

n/a

Start date and end date for

determining market price for DRP

n/a n/a

Date strike price to be announced (if

not available at this time)

n/a

Specify source of financial products to

be issued under DRP programme

(new issue or to be bought on market)

n/a

DRP strike price per financial product

n/a

Last date to submit a participation

notice for this distribution in

accordance with DRP participation

terms

n/a

Section 5: Authority for this announcement

Name of person


authorised to make

this announcement

Chris Veale, Company Secretary

Contact person for this

announcement

Chris Veale, Company Secretary

Contact phone number +64 21 855142

Contact email address chrisve@solutiondynamics.com

Date of release through MAP


25/8/2022






6

Calculated as (imputation credits/gross taxable amount) x 100. Fully imputed dividends will be 28% as a % rate applied.

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)

Updated as at 17 October 2019



Results for announcement to the market

Name of issuer Solution Dynamics Limited

Reporting Period 12 months to 30 June 2022

Previous Reporting Period 12 months to 30 June 2021

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$40,127 13.2%

Total Revenue $40,127 13.2%

Net profit/(loss) from

continuing operations

$2,563 26.0%

Total net profit/(loss) $2,563 26.0%

Final Dividend

Amount per Quoted Equity

Security

$ 0.04000000

Imputed amount per Quoted

Equity Security

$0.01555556

Record Date 16/9/2022

Dividend Payment Date 30/9/2022

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$0.32391304 $0.24733601

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Refer to the Chairman’s and Chief Executive Officer’s Report in

the attached Financial Statements

Authority for this announcement

Name of person


authorised

to make this announcement

Chris Veale, Company Secretary

Contact person for this

announcement

Chris Veale, Company Secretary

Contact phone number +64 21 855142

Contact email address chrisve@solutiondynamics.com

Date of release through MAP


25/08/2022


Audited financial statements accompany this announcement.

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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