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WasteCo Group – Results Announcement FY23

Full Year Results29 May 2023WCOIndustrials

Results announcement




Results for announcement to the market

Name of issuer WASTECO GROUP LIMITED

Reporting Period 12 months to March 2023

Previous Reporting Period N / A

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$34,392 N / A

Total Revenue $34,392 N / A

Net profit/(loss) from

continuing operations

$(1,991) N / A

Total net profit/(loss) $(1,991) N / A

Interim/Final Dividend

Amount per Quoted Equity

Security

The Company does not propose to pay a dividend at this time.

Imputed amount per Quoted

Equity Security

Not applicable

Record Date Not applicable

Dividend Payment Date Not applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$0.0142 N / A

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Refer to the market release and unaudited financial statements

for the year ended 31 March 2023 that accompany this

announcement.

In the attached financial statements, the financial measures for

WasteCo Holdings Limited for the year ended 31 March 2022

have been provided as comparatives. WasteCo Holdings

Limited was the privately held company acquired by the listed

company as part of the reverse-takeover acquisition on 5

December 2022.

Authority for this announcement

Name of person


authorised

to make this announcement

Shane Edmond

Contact person for this

announcement

Shane Edmond

Contact phone number 021 995 519

Contact email address Shane@wasteco.co.nz

Date of release through MAP


30 May 2023


Unaudited financial statements accompany this announcement. At the date of this release the financial

statements are in the process of being audited.

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NZX Release

30 May 2023


WasteCo Group achieves record revenue and EBITDA results for its

first reporting period as a listed company for the year to 31 March

2023

WasteCo Group Limited (NZX:WCO) today announces its unaudited financial results for the 12 months

to 31 March 2023.

Highlights for the 12 months to 31 March 2023

- Revenue growth of 83% to $34.4m

- Operating EBITDA growth of 83% to $5.9m

- Continued strong revenue and new customer growth

- Completion of acquisition of Central Suction Cleaners in Nelson in March 2023 and the

addition of more services in the region

- Continued development in customer relationships resulted in new long term contracts for

services in central and northern Christchurch

- Christchurch sort centre volumes increased substantially during the year resulting in increased

volumes of waste diverted from landfill

- Completion of a large project for Christchurch City Council at the Bromley waste water

treatment plant

- Waste sorting and diversion services at Sail GP, Coca Cola Christmas in the Park, South Island

Fieldays and many other events resulted in large volumes of waste being diverted from landfill

- Medical and quarantine (M&Q) waste treatment facility completed its first full year of

operation showing positive growth, providing only the second option in New Zealand for

treatment, remediation and disposal of M&Q waste

- Completion of reverse listing transaction (RTO) on the NZX on 5 December 2022

Financial Performance Summary

WasteCo Group Ltd (“WasteCo”) is pleased to announce an 83% increase in revenue to $34.4m with

strong growth across all operations.

Despite ongoing pressures on costs and margins we have achieved an 83% increase in operating

EBITDA to $5.9m. Our net loss after tax included the accounting treatment of the RTO transaction

($1.24m) and other adjustments, resulting in a loss of $1.99m. As a reverse listing into a non-trading

shell company, the accounting rules under NZ IFRS require the difference between the fair value of

the consideration paid to purchase the listed shell company (through the transfer of shares) less its

net assets acquired, to be expensed as a share-based payment.

The business continues to take advantage of opportunities in the waste industry. Our ability to provide

innovative waste solutions in partnership with our customers is a key driver. We pride ourselves on

exceeding the expectations of our customers and the public with our efforts to deal with waste as

sustainably and responsibly as possible. This means constantly challenging ourselves to find more

solutions to remove as much volume from landfill as possible.

The transition to NZX listing was an excellent opportunity to enhance the governance and financial

reporting required to support of our ongoing drive to grow revenue and the resulting demands on our

business, customers and people.

All comparative figures shown relate to the financial performance of the WasteCo business for the

year ended 31 March 2022, which is prior to the RTO transaction.


Acquisition post balance date – Cleanways Group

As previously disclosed to the market the acquisition of the Cleanways Group will settle on 1 June

2023. This is an exciting development for the group and extends our coverage of the South Island with

operations in Invercargill and Cromwell. Cleanways Group has a strong presence in Southland

providing liquid waste solutions as well as providing both liquid and solid waste solutions in Central

Otago. We plan to extend our range of services in the region once successfully integrated.

RESULTS OVERVIEW

$ THOUSANDS

FY23FY22

(unaudited)(audited)

Revenue34,392 18,777

Operating EBITDA5,907 3,223

Operating EBITDA %17%17%

Reverse acquisition - share based payment1,239-

Reverse acquisition - listing expenses403-

Employee benefits expenses - Share Options405-

EBITDA3,860 3,223

Net Loss After Tax( 1,991) ( 4)

Outlook
We have started the new financial year with exciting opportunities in front of us and are at various

stages of discussions on a pipeline of new contracted partnerships as well as day to day growth in

existing customer services. These are for customers that are focused on finding sustainable solutions

to meet the demands that the current environment expects. With new environmental regulatory

changes being phased in this creates new opportunities that we are well positioned to capitalise on as

they arise. There are also more acquisition opportunities to be considered as the year progresses.

Our mission is to make a difference to the world by diverting as much waste away from landfill, and

this drives the delivery of all our services and solutions.

The health, safety and wellbeing of our approximately 290 people is paramount to our success and we

are working to ensure that the WasteCo team has sufficient training and opportunities to grow within

our business.


Dividend Policy

The directors have not declared any dividend for the 2023 financial year. In the medium term, the

opportunities for growth in the business are expected to be the priority for any surplus funds. The

Board will review the dividend policy as revenue and cashflows allow.


About WasteCo

WasteCo is a leading South Island waste solution company, processing and diverting liquid and solid

waste from landfill. It provides comprehensive solutions for household, commercial, industrial and

local authority customers.

WasteCo is New Zealand’s only diamond certified Toitū Enviromark waste solutions provider and

delivers outcomes that ensure its customers are at the leading edge of the sustainability frontier.

The company provides waste and sorting options as well as waste remediation, sweeping and

industrial cleaning services – all delivered using leading edge technology and highly trained customer-

focussed staff.

The Christchurch-based business was established in 2013.

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WasteCo Group Limited (formerly Goodwood Capital Limited)
Consolidated Statement of Profit or Loss and Other Comprehensive

Income

For the year ended 31 March 2023




1




Note2023 2022

(unaudited)(audited)

NZ$000NZ$000

Revenue534,39218,777

Other income698713

Expenses

Employee benefits expenses7.1(15,121)(8,146)

Collection, recycling and waste disposal expenses(6,695)(3,840)

Fleet operating expenses(4,762)(2,579)

Depreciation and amortisation expenses7(4,054)(2,394)

Property expenses(500)(257)

Other expenses7(1,910)(1,445)

Profit from operations1,448829

Reverse acquisition share based payment25(1,239)-

Reverse listing expenses(403)-

Finance costs7.2(2,063)(971)

Loss before income tax(2,257)(142)

Income tax benefit/(expense)9266138

Loss for the year

(1,991)(4)

Other comprehensive income

Other comprehensive income for the year--

Total comprehensive loss for the year

(1,991)(4)

Earnings/(loss) per share

Basic and diluted loss per share (NZ$)10(0.0035)(0.0000)

WasteCo Group Limited (formerly Goodwood Capital Limited)
Consolidated Statement of Changes in Equity

For the year ended 31 March 2023




2





Note

Share

capital

Convertible

notes

reserve

Share based

payments

reserve

Retained

earnings

Total equity

NZ$000NZ$000NZ$000NZ$000NZ$000

Balance at 1 April 2021 (audited)641--1,6082,249

Loss for the year---(4)(4)

Transactions with owners in their capacity as owners

Equity component recognised in convertible notes

reserve

18.1-38--38

Balance at 31 March 2022 (audited)64138-1,6042,283

Balance at 1 April 2022 (audited)64138-1,6042,283

Loss for the year---(1,991)(1,991)

Transactions with owners in their capacity as owners

Equity component recognised in convertible notes

reserve

18.1-39--39

Shares issued on reverse acquisition191,153---1,153

Shares issued for convertible notes194,077(77)--4,000

Shares issued during the year194,000---4,000

Share options issued20, 21--438-438

Share options expired20, 21--(33)-(33)

Balance at 31 March 2023 (unaudited)9,871-405(387)9,889

WasteCo Group Limited (formerly Goodwood Capital Limited)
Consolidated Statement of Financial Position

As at 31 March 2023



3





Note2023 2022

(unaudited)(audited)

NZ$000NZ$000

ASSETS

Current assets

Cash and cash equivalents

11

873698

Trade receivables and other current assets

12

5,0383,697

Income tax receivable103-

Inventories

13

23072

Total current assets6,2444,467

Non-current assets

Property, plant and equipment1430,85324,532

Right-of-use assets15.15,8635,299

Intangible assets16157147

Total non-current assets36,87329,978

Total assets43,11734,445

LIABILITIES

Current liabilities

Trade and other payables175,2045,527

Payable for acquisition of business261153,562

Income tax payable-37

Lease liabilities15.2711644

Borrowings185,6574,906

Total current liabilities11,68714,676

Non-current liabilities

Borrowings1815,51911,807

Lease liabilities15.25,9645,355

Deferred tax liabilities9.358324

Total non-current liabilities21,54117,486

Total liabilities33,22832,162

Net assets

9,8892,283

EQUITY

Share capital199,871641

Share based payments reserve20405-

Convertible notes reserve18.1-38

Retained earnings(387)1,604

Total equity

9,8892,283

WasteCo Group Limited (formerly Goodwood Capital Limited)
Consolidated Statement of Cash Flows

For the year ended 31 March 2023



4




Note2023 2022

(unaudited)(audited)

NZ$000NZ$000

Cash flows from operating activities

Receipts from customers

33,29716,979

Government grants received

100206

Payments to suppliers and employees

(29,671)(13,354)

Income tax paid

(139)(87)

Net cash from operating activities

27

3,5873,744

Cash flows from investing activities

Payments for property, plant and equipment

(8,529)(9,276)

Acquisition of businesses

(4,463)(2,831)

Payments for intangible assets

(19)-

Cash received on reverse listing acquisition

1-

Net cash used in investing activities

(13,010)(12,107)

Cash flows from financing activities

Proceeds from issue of share capital

4,000-

Proceeds from borrowings

13,95312,221

Principal repayment of borrowings

(5,644)(2,680)

Interest paid on borrowings

(1,573)(660)

Principal repayment of lease liabilities

(725)(425)

Interest paid on lease liabilities

(413)(311)

Lease incentive received

-300

Net cash from financing activities

9,5988,445

Net increase in cash and cash equivalents17582

Cash and cash equivalents at the beginning of the year698616

Cash and cash equivalents at the end of the year

11

873698

WasteCo Group Limited (formerly Goodwood Capital Limited)
Consolidated Statement of Cash Flows

For the year ended 31 March 2023



5

Reconciliation of profit or loss after taxation with cash flow from operating

activities





2023 2022

(unaudited)(audited)

NZ$000NZ$000

Net loss after taxation(1,991)(4)

Adjustments for:

Depreciation on property, plant and equipment3,2081,

851

Depreciation on right of use assets837533

Amortisation of intangible assets910

Share based payments405-

Movement in deferred tax(266)(152)

Interest paid on borrowings1,650660

Interest paid on lease liabilities413311

Reverse acquisition share based payment1,239-

Gain on business acquisition-(349)

Movements in working capital

(Increase) / decrease in trade and other receivables(1,341)(1,984)

Increase / (decrease) in trade payables and other liabilities(323)2,918

(Increase) / decrease in inventory(158)124

Increase / (decrease) in tax liabilities(138)(72)

Movement in trade and other payables due to business acquisition15(102)

Movement in working capital on reverse acquisition28-

Net cash received from operating activities

3,5873,744

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



6

1. General information

WasteCo Group Limited (formerly Goodwood Capital Limited) (‘WasteCo’ or ‘the Company’) and its

subsidiaries (together ‘the Group’) are limited liability companies, incorporated under the Companies Act

1993 and domiciled in New Zealand. The Group was formed by a reverse acquisition on 5 December

2022 of WasteCo Group Limited and WasteCo Holdings NZ Limited (‘WasteCo Holdings’) (refer note 2.3).

The Group provides solutions in the collection of waste and recycling, industrial cleaning, and

environmental services. WasteCo is a holding company for the Group.

The address of the Company’s registered office is 421 Blenheim Road, Christchurch.

The Company’s name change occurred on 5 December 2022.

2. Significant accounting policies

The following are the significant accounting policies adopted by the Group in the preparation and

presentation of the consolidated financial statements. There have been no changes in accounting

policies since the previous year end.

2.1 Statement of compliance and reporting framework

The consolidated financial statements have been prepared in accordance with Generally Accepted

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

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

International Financial Reporting Standards (‘NZ IFRS’), International Financial Reporting Standards

(‘IFRS’),

and other applicable New Zealand Financial Reporting Standards as appropriate for for-profit

entities. The Group is a Tier 1 for-profit entity in accordance with XRB A1 Application of the Accounting

Standards Framework.

The Company is an FMC reporting entity under the Financial Markets Conduct Act 2013. The Company is

listed on the NZX Main Board ("NZX"). These consolidated financial statements have been prepared in

accordance with the requirements of the Financial Markets Conduct Act 2013 and the NZX Main Board

Listing Rules.

2.2 Basis of preparation

The consolidated financial statements have been prepared on a historical cost basis apart from those

items measured at fair value as described below. Historical cost is generally based on the fair value of the

consideration given in exchange for goods and services.

The consolidated financial statements are presented in New Zealand dollars which is the Group’s

functional and presentation currency, rounded to the nearest thousand dollars unless otherwise stated.

The comparative information shown within these consolidated financial statements is that of WasteCo

Holdings, the primary subsidiary, for the period 1 April 2021 to 31 March 2022 as WasteCo Holdings

Limited was determined to be the acquirer in the reverse acquisition on 5 December 2022 (refer note

2.3). Comparative information in the consolidated financial statements has been adjusted in order to be

consistent with the presentation of the current period. These adjustments are limited to classification

and disclosure and had no significant net impact on total assets, total equity, profit or cash flow

classification.

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



7

2.3 Reverse acquisition

On 5 December 2022 the Company entered into a reverse acquisition in which the Company acquired

100% of the shares of the already operating WasteCo Holdings and its subsidiaries for $29.2 million. The

purchase price was satisfied by the issue of:

1. 504 million fully paid ordinary shares at an issue price of $0.05 per share to the WasteCo Holdings

shareholders, and

2. 80 million fully paid ordinary shares at an issue price of $0.05 per share to the holders of $4 million

mandatory convertible notes previously issued by WasteCo Holdings.

The reverse acquisition does not represent a business combination in accordance with NZ IFRS 3 Business

Combinations. The Board of Directors have therefore accounted for the reverse acquisition as a share-

based payment transaction, as an issue of shares, in accordance with NZ IFRS 2 Share-based Payment.

The appropriate accounting treatment for recognising the new group structure is to treat WasteCo

Holdings as the acquirer of the Company. The consolidated financial statements prepared following the

reverse acquisition are issued under the name of the legal parent and accounting acquiree, WasteCo, but

describe the continuation of the consolidated financial statements of the legal subsidiary and accounting

acquirer, WasteCo Holdings.

Therefore, the consolidated financial statements for the year ended 31 March 2023, reflect the 12

months of trading of the WasteCo Holdings group, and include the financial performance and financial

position of WasteCo from the date of its acquisition on 5 December 2022. The comparative information

presented in the consolidated financial statements represents the financial performance and financial

position of the WasteCo Holdings group.

2.4 Going concern

The Directors have, at the time of approving the consolidated financial statements, a reasonable

expectation that the Group has adequate resources to continue in operational existence for the

foreseeable future. They have therefore continued to adopt the going concern basis of accounting in

preparing the consolidated financial statements.

2.5 Principles of consolidation

The consolidated financial statements incorporate the financial statements of the Company and entities

controlled by the Company. Control is achieved when the Company:

• has power over the investee;

• is exposed, or has rights, to variable returns from its involvement with the investee; and

• has the ability to use its power to affect its returns.

The Company reassesses whether or not it controls an investee if facts and circumstances indicate that

there are changes to one or more of the three elements of control listed above.

Where necessary, adjustments are made to the financial statements of subsidiaries to bring their

accounting policies in line with the Group's accounting policies.

All intragroup assets, liabilities, equity, income, expenses, and cash flows relating to transactions

between members of the Group are eliminated in full on consolidation.

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



8

Business combinations

Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred

in a business combination is measured at fair value, which is calculated as the sum of the acquisition-

date fair values of the assets transferred by the Group, liabilities incurred by the Group to the former

owners of the acquiree and the equity interests issued by the Group in exchange for control of the

acquiree. Acquisition related costs are generally recognised in profit or loss as incurred.

At the acquisition date, the identifiable assets acquired, and the liabilities assumed are recognised at

their fair value at the acquisition date, except that deferred tax assets or liabilities, and liabilities related

to employee benefit arrangements, are recognised and measured in accordance with NZ IAS 12 Income

Taxes and NZ IAS 19 Employee Benefits respectively.

Goodwill is measured as the excess of the sum of the consideration transferred over the net of the

acquisition‑date amounts of the identifiable assets acquired, and the liabilities assumed. If, after

reassessment, the net of the acquisition‑date amounts of the identifiable assets acquired and liabilities

assumed exceeds the sum of the consideration transferred, the excess is recognised immediately in

profit or loss as a bargain purchase gain.

If the initial accounting for a business combination is incomplete by the end of the reporting period in

which the combination occurs, the Group reports provisional amounts for the items for which the

accounting is incomplete. Those provisional amounts are adjusted during the measurement period or

additional assets or liabilities are recognised, to reflect new information obtained about facts and

circumstances that existed as of the acquisition date that, if known, would have affected the amounts

recognised as of that date. Measurement period adjustments are adjustments that arise from additional

information obtained during the ‘measurement period’ (which cannot exceed one year from the

acquisition date) about facts and circumstances that existed at the acquisition date.

Refer to note 2.3 in relation to the basis of preparation due to the reverse acquisition transaction.

2.6 Segment reporting

Operating segments are reported in a manner consistent with the internal reporting provided to the

chief operating decision maker. The chief operating decision maker, who is responsible for allocating

resources and assessing performance of the operating segments, has been identified as the Board of

Directors.

2.7 Revenue recognition

The Group derives revenue from the following major sources:

• Sweeping services;

• Waste collection, recycling, and disposal services; and

• Industrial cleaning services.

Revenue is measured based on the consideration to which the Group expects to be entitled in a contract

with a customer and excludes amounts collected on behalf of third parties, such as goods and service tax

and customs duties. The Group recognises revenue when it transfers control over a good or service to a

customer.

Sweeping services

The Group provides sweeping services for Councils and commercial customers. The Group considers its

performance obligations for sweeping services are satisfied over time, on the basis that the services are

provided and consumed by the customer on a simultaneous basis, and so will recognise the related

revenue as the performance obligation is satisfied.

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



9

Waste collection, recycling, and disposal services

The Group provides waste collection,

recycling, and disposal services via front load bins, hook bins, skip

bins and wheelie bins from both commercial and private customers. Recycling services include a

dedicated sorting facility with a focus on diversion from landfill.

Revenue from collection and disposal of waste is recognised when the performance obligation to the

customer has been fulfilled, which is generally when the waste has been collected from the customer.

Costs to dispose of the waste are generally incurred at, or close to the time of collection.

Revenue from the sale of recycled materials is recognised when control of the goods has transferred,

being when the goods have been shipped to the customer’s specific location or when the customer

collects the goods.

Industrial cleaning services

The Group provides industrial scrubbing, high pressure water blasting, urgent spill response services,

portaloo hire and collection, and septic tank cleaning.

For revenues derived from industrial cleaning services; the Group considers its performance obligations

are satisfied over time, on the basis that the services are provided and consumed by the customer on a

simultaneous basis, and so will recognise the related revenue as the performance obligation is satisfied.

2.8 Government grants

Government grants are not recognised until there is reasonable assurance that the Group will comply

with the conditions attached to them and that the grants will be received. Government grants are

recognised in profit or loss over the period necessary to match them with the costs that they are

intended to compensate.

2.9 Interest income

Interest income 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 on initial recognition.

2.10 Borrowing costs

Borrowing costs include interest expense calculated using the effective interest method and finance

charges in respect of lease arrangements. Borrowing costs are expensed as incurred.

2.11 Income Tax

The income tax expense or benefit for the period is the tax payable on the current period’s taxable

income based on the applicable income tax rate adjusted by changes in deferred tax assets and liabilities

attributable to temporary differences and to unused tax losses.

Current tax

The tax currently payable is based on taxable profit for the year. Taxable profit differs from ‘profit before

tax’ as reported in the Statement of Profit or Loss and Other Comprehensive Income because of items of

income or expense that are taxable or deductible in other years and items that are never taxable or

deductible. The Group's current tax is calculated using tax rates that have been enacted or substantively

enacted by the end of the reporting period.

Deferred tax

Deferred tax is recognised on temporary 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. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax

assets are recognised for all deductible temporary differences to the extent that it is probable that

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



10

taxable profits will be available against which those deductible temporary differences can be utilised.

Such deferred tax assets and liabilities are not recognised if the temporary difference arises from the

initial recognition (other than in a business combination) of assets and liabilities in a transaction that

affects neither the taxable profit nor the accounting profit.

Deferred tax liabilities and assets 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 by the end of the reporting period.

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 end of the reporting period, to recover or settle the

carrying amount of its assets and liabilities.

2.12 Goods and services tax

Revenue, expenses, assets, and liabilities are recognised net of the amount of goods and services tax

(GST) except:

• where the amount of GST incurred is not recovered from the Inland Revenue Department, 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 or payable to the Inland Revenue Department is included as part of

receivables or payables.

2.13 Inventories

Inventories are stated at the lower of cost and net realisable value. Cost comprises direct materials and,

where applicable, direct labour costs and those overheads that have been incurred in bringing the

inventories to their present location and condition. Costs of inventories are determined 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.


2.14 Property, plant and equipment

Each class of property, plant and equipment is measured at historical cost less accumulated depreciation

and accumulated impairment losses. Historical cost includes expenditure that is directly attributable to

the acquisition of the items.

Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as

appropriate, only when it is probable the future economic benefits associated with the item will flow to

the Group and the costs of the item can be measured reliably. The carrying amounts of any component

accounted for as a separate asset is derecognised when replaced. All other repairs and maintenance are

charged to profit or loss in the reporting period in which they are incurred.

Depreciation is recognised so as to write off the cost of assets less their residual values, over their useful

lives. The estimated useful lives, residual values and depreciation method are reviewed at the end of

each reporting period.

The following depreciation rates are applied:

Class of asset Depreciation Depreciation

rates basis

Plant and equipment 10% - 100% Straight line

Vehicles 8% - 100% Straight line

Office equipment 16% - 100% Diminishing value

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



11

Premises and leasehold improvements 10% - 100% Diminishing value

An item of property, plant and equipment is derecognised upon disposal or when no future economic

benefits are expected to arise from the continued use of the asset. Any 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 profit or loss.


An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying

amount is greater than its estimated recoverable amount.

2.15 Intangible assets

Acquired intangible assets with finite useful lives are carried at cost less accumulated amortisation and

accumulated impairment losses. Amortisation is recognised on a diminishing value basis over their

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

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

basis. Intangible assets with indefinite useful lives that are acquired separately are carried at cost less

accumulated impairment losses.

The following amortisation rates are applied:

Class of asset Depreciation Depreciation

rates basis

Computer software 50% - 100% Diminishing value

Goodwill is measured at cost less accumulated impairment losses. Goodwill is tested for impairment

annually and reviewed at each balance date to determine whether there is any objective evidence of

impairment.

An intangible asset is derecognised on disposal, or when no future economic benefits are expected from

use or disposal. Gains or losses arising from derecognition of an intangible asset, measured as the

difference between

the net disposal proceeds and the carrying amount of the asset, are recognised in

profit or loss when the asset is derecognised.

2.16 Leases

The Group assess whether a contract is or contains a lease, at inception of the contract. The Group

recognises a right-of -use asset and a corresponding lease liability with respect to all lease arrangements

in which it is the lessee, except for short-term leases (defined as leases with a lease term of 12 months or

less) and lease of low value assets. For these leases, the Group recognises the lease payments as an

operating expense on a straight-line basis over the term of the lease unless another systematic basis is

more representative of the time pattern in which economic benefit from the leased assets are

consumed.

The lease liability is initially measured at the present value of the future lease payments, discounted by

using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its

incremental borrowing rate. The lease liability is subsequently measured at amortised cost using the

using the effective interest method. It is remeasured when there is a change in future lease payments

arising from a change in an index or rate or if the Group changes its assessment of whether it will

exercise a purchase, extension of termination option, with a corresponding adjustment made to the

carrying value of the right-of -use asset.

The right-of -use assets comprise the initial measurement of the corresponding lease liability, lease

payments made at or before the commencement date and any initial direct costs and restoration costs.

They are subsequently measured at cost less accumulated depreciation and impairment losses. Right-of -

use assets are depreciated over the shorter period of lease term and the useful life of the underlying

asset. The depreciation starts at the commencement date of the lease.

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



12

An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying

amount is greater than its estimated recoverable amount.

2.17 Short‑term and other long‑term employee benefits

A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave

and sick leave in the period the related service is rendered at the undiscounted amount of the benefits

expected to be paid in exchange for that service.

Liabilities recognised in respect of short‑term employee benefits are measured at the undiscounted

amount of the benefits expected to be paid in exchange for the related service.

2.18 Financial instruments

Financial assets and financial liabilities are recognised in the Consolidated Statement of Financial Position

when the Group becomes a party to the contractual provisions of the instruments.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are

directly attributable to the acquisition or issue of financial assets and financial liabilities (other than

financial assets and financial liabilities at fair value through profit or loss) are added to or deducted from

the fair value of the financial assets or financial liabilities, as appropriate, on initial recognition.

Transaction costs directly attributable to the acquisition of financial assets or financial liabilities at fair

value through profit or loss are recognised immediately as an expense in the profit or loss.

2.19 Financial assets

Financial assets are measured at amortised cost or fair value on the basis that the Group’s business

model for managing financial assets and the contractual cash flow characteristics of the financial assets.

The Group classifies its financial assets as at amortised cost only if both of the following criteria are met:

• the asset is held within a business model whose objective is to collect the contractual cash flows;

and

• the contractual terms give rise to cash flows that are solely payments of principal and interest.

The Group has no financial assets at fair value.

Financial assets at amortised cost

The Group holds receivables with the objective to collect the contractual cash flows, the cash flows are

solely payments of principal and interest, and therefore measures them subsequently at amortised cost

using the effective interest method.

The Group’s financial assets at amortised cost include cash and cash equivalents, and trade and other

receivables. Cash and cash equivalents include cash in hand and deposits held at call with banks.

Impairment of financial assets

The Group recognises a loss allowance for expected credit losses on trade receivables. The amount of

expected credit losses is updated at each reporting date to reflect changes in credit risk since initial

recognition of the respective financial instrument.

The Group recognises lifetime expected credit losses for trade receivables. The expected credit losses on

these financial assets are estimated using a provision matrix based on the Group’s historical credit loss

experience, adjusted for factors that are specific to the debtors, general economic conditions and an

assessment of both the current as well as the forecast direction of conditions at the reporting date,

including time value of money where appropriate.

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



13

Derecognition of financial assets

The Group derecognises a financial asset only when the contractual rights to the cash flows from the

asset expire, or when it transfers the financial asset and substantially all the risks and rewards of

ownership of the asset to another entity. If the Group neither transfers nor retains substantially all the

risks and rewards of ownership and continues to control the transferred asset, the Group recognises its

retained interest in the asset and an associated liability for amounts it may have to pay. If the Group

retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group

continues to recognise the financial asset and also recognises a collateralised borrowing for the proceeds

received.

On derecognition of a financial asset measured at amortised cost, the difference between the asset’s

carrying amount and the sum of the consideration received and receivable is recognised in profit or loss.

2.20 Financial liabilities

Financial liabilities are classified as either financial liabilities at ‘fair value through profit or loss’ (“FVTPL”)

or ‘amortised cost’.

The Group has no financial liabilities at FVTPL.

Financial liabilities measured subsequently at amortised cost

Other financial liabilities (including trade and other payables, borrowings and lease liabilities) are

subsequently measured at amortised cost using the effective interest method. The effective interest

method is a method of calculating the amortised cost of a financial liability and of allocating interest

expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated

future cash payments (including all fees and points paid or received that form an integral part of the

effective interest rate, transaction costs and other premiums or discounts) through the expected life of

the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial

recognition.

Derecognition of financial liabilities

The Group derecognises financial liabilities when, and only when, the Group’s obligations are discharged,

cancelled or have expired. The difference between the carrying amount of the financial liability

derecognised and the consideration paid and payable is recognised in profit or loss.

Convertible notes

The compound financial instruments issued by the Group comprise convertible notes.

The component parts of convertible loan notes issued by the Group are classified separately as financial

liabilities and equity in accordance with the substance of the contractual arrangements and the

definitions of a financial liability and an equity instrument. An equity instrument is any contract that

evidences a residual interest in the assets of an entity after deducting all of its liabilities. A conversion

option that will be settled by the exchange of a fixed amount of cash or another financial asset for a fixed

number of the Company’s own equity instruments is an equity instrument.

At the date of issue, the fair value of the liability component is estimated using the prevailing market

interest rate for a similar non‑convertible instrument. This amount is recorded as a liability on an

amortised cost basis using the effective interest method until extinguished upon conversion or at the

instrument’s maturity date.

The conversion option classified as equity is determined by deducting the amount of the liability

component from the fair value of the compound instrument as a whole. This is recognised and included

in equity, net of income tax effects, and is not subsequently remeasured. In addition, the conversion

option classified as equity will remain in equity until the conversion option is exercised, in which case,

WasteCo Group Limited (formerly Goodwood Capital Limited)
Accounting Policies

For the year ended 31 March 2023



14

the balance recognised in equity will be transferred to share capital. Where the conversion option

remains unexercised at the maturity date of the convertible loan note, the balance recognised in equity

will be transferred to retained earnings. No gain or loss is recognised in profit or loss upon conversion or

expiration of the conversion option.

Transaction costs that relate to the issue of the convertible loan notes are allocated to the liability and

equity components in proportion to the allocation of the gross proceeds. Transaction costs relating to

the equity component are recognised directly in equity. Transaction costs relating to the liability

component are included in the carrying amount of the liability component and are amortised over the

lives of the convertible loan notes using the effective interest method.

2.21 Foreign currency translation

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

prevailing at the dates of the transactions or valuation where items are re-measured.

At the end of each reporting period, monetary items denominated in foreign currencies are retranslated

at the rates prevailing at that date. Non-monetary items that are measured in terms of historical cost in a

foreign currency are not retranslated.

Exchange differences on monetary items are recognised in the profit or loss in the period in which they

arise.

2.22 Share capital

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

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

2.23 Share based payment transactions

For equity-settled share-based payments where the goods or services acquired from non-employees can

be measured reliably, then the goods or services are measured directly at their fair value. If goods or

services cannot be measured reliably, or for transactions with employees, the goods or services are

measured indirectly, i.e. with reference to the fair value of equity instruments granted.

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, with a corresponding increase in equity.

At the end of each reporting period, 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 profit or loss

such that the cumulative expense reflects the revised estimate, with a corresponding adjustment to the

share-based payments reserve.

The share-based payment for the acquisition of WasteCo was valued with reference to the fair value of

equity instruments issued by the Company. The share-based payment has been expensed at the date of

the reverse acquisition (refer note 2.3).

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