AFC Group Holdings Limited logo

AFC Group Holdings Limited (AFC) Releases Interim Results

Half Year Results29 November 2024AFCFinancials

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)



Results for announcement to the market

Name of issuer AFC Group Holdings Limited

Reporting Period 6 months to 30 September 2024

Previous Reporting Period 6 months to 30 September 2023

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$402 (18%)

Total Revenue $402 (18%)

Net profit/(loss) from

continuing operations

($98)

(1%)

Total net profit/(loss) ($157) (25%)

Interim/Final Dividend

Amount per Quoted Equity

Security

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

September 2024

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

$0.00007661 $0.00007089

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood


AFC Group reports a revenue of NZ$402 thousand during the six-

month period, which was 18% lower than the prior six-month

period ended 30 September 2023. The primary reason for this is

the decline in revenue from domestic wines sales. Accordingly, the

Company has begun to focus on strengthening collaboration with

our local distributor to promote sales. The partnership is expected

to boost domestic sales in the second half year.


In the six months to 30 September 2024, AFC Group produced a

net loss of NZ$157 thousand for this period due to lower revenue.

This compares with a net loss of $126 thousand for the prior

comparable period. The net assets of AFC Group were NZ$271

thousand, with a 37% down from the annual position as at 31

March 2024.


This results announcement should be read in conjunction with

the unaudited consolidated financial statements for the six

months ended 30 September 2024.

Authority for this announcement
Name of person authorised

to make this announcement

Jenny Liang

Contact person for this

announcement

Jenny Liang

Contact phone number +64 9 3006 268

Contact email address Jenny.liang@afcnz.com

Date of release through MAP 29/11/2024


Unaudited financial statements for the six months ended 30 September 2024 accompany

this announcement.

---

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

Level 15, Tower 2, 205 Queen Street

Auckland CBD,1010

Ph: +64 (09) 300-6268



AFC Group Holdings Limited (AFC) Releases Interim Results


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

months ended 30 September 2024. The interim financial statements for the period have

not been audited.


Financial Results Summary


AFC Group reports a revenue of NZ$402 thousand during the six-month period, which

was 18% lower than the prior six-month period ended 30 September 2023. The primary

reason for this is the decline in revenue from domestic wines sales. Accordingly, the

Company has begun to focus on strengthening collaboration with our local distributor

to promote sales. The partnership is expected to boost domestic sales in the second half

year.


In the six months to 30 September 2024, AFC Group produced a net loss of NZ$157

thousand for this period due to lower revenue. This compares with a net loss of $126

thousand for the prior comparable period. No dividends have been declared or paid for

the six months ended 30 September 2024.


The net assets of AFC Group were NZ$271 thousand, with a 37% down from the

annual position as at 31 March 2024.


Principal Activities


AFC Group engages in a number of businesses in New Zealand, with subsidiaries

operating vineyard and winery, manufacture of skin care products, and international

marketing and distribution. Through years of efforts, the Group has developed a number

of well-known brands and products, such as DD Mask, Longview Estate White

Diamond Wine and so on. Meanwhile, AFC Group is committed to helping New

Zealand small and medium-sized enterprises (SMEs) gain access to the Chinese market

and provide them with more opportunities.


Review of Operations and Outlook


AFC Longview Limited (“AFCLV” and “Longview Estate”)


AFCLV has been focused on enhancing both productivity and market presence.

The Company has conducted ecological testing and restoration of its vineyards, with

plans to boost yields by strengthening vineyard planting management and sourcing

additional grapes externally to ensure a steady supply for production. To maximize

reach and drive sales, AFCLV is focused on strengthening its sales channels by



integrating export, local distributor, and online shop. Efforts are also underway to

increase customer engagement via targeted email campaigns, social media promotions,

and participation in wine exhibitions.


AFC Biotechnology Manufacture Co Ltd (“AFCBIO”)


AFCBIO has been partnered with an experienced domestic distributor to drive sales

of its flagship products: DDMASK rose water brightening facial mask and

DDMASK manuka honey moisturising smoothing facial mask. However, due to the

economic conditions, the sales were not as expected during the six-month period.

The Company will strength collaboration with the distributor to enhance sales performance.


AFC Group Holdings Limited(“AFC”)


AFC continues to explore new business ventures. The Company is progressing with

its mobile building project, having entered negotiations with potential clients and

initiated applications for Resource and Building Consents. While revenue from this

project will take time to materialize, the Company is optimistic about future growth

as these new opportunities develop.



The AFC Group is committed to advancing its strategic initiatives to improve

operational efficiency and financial performance. The Group will continue to focus on

enhancing its presence in the domestic and international markets and looks forward to

seizing new opportunities in the near future.




On behalf of the Board of Directors




Jenny Liang

CFO

AFC Group Holdings Limited

---

AFC GROUP HOLDINGS LIMITED
INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTHS PERIOD ENDED 30 SEPTEMBER 2024

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED REPORT CONTENTS

FOR THE SIX MONTHS PERIOD ENDED 30 SEPTEMBER 2024

Page

Financial Statements

Interim Consolidated Statement of Comprehensive Income 3

Interim Consolidated Statement of Financial Position 4

Interim Consolidated Statement of Changes in Equity 5

Interim Consolidated Statement of Cash Flows6

Notes to the Interim Consolidated Financial Statements 7 - 21

Corporate Information22


Interim Report September 2024

Page 2

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

Unaudited Unaudited

6 Months6 Months

September 2024September 2023

$$

Operating Revenue

2

402,345 489,319

Cost of Sales(110,810)(102,716)

Gross profit291,535 386,603

Other Income

2

21,633 2,241

Expenses

Selling and Distribution Expenses

3

(59,456)(180,042)

Administration Expenses

3

(351,936)(308,050)

(98,224)(99,248)

Finance Income

2,079 1,031

Finance Expense

(60,767)(27,574)

(58,688)(26,543)

Profit / (Loss) before income tax(156,912)(125,791)

Income tax

Net profit / (loss) for the period(156,912)(125,791)

Other comprehensive income- -

Total comprehensive income / (loss) for the period(156,912)(125,791)

Equity holders of the parent(124,464)(79,316)

Non-controlling interest(32,448)(46,475)

(156,912)(125,791)

Profit / (loss) per share:

Basic and Diluted Earning per share in NZ$

5

(0.00003397)(0.00002165)

Operating profit / (loss)

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

Attributable to:

Theinterimfinancialstatementsaretobereadinconjunctionwiththenotestothefinancialstatementssetouton

pages 7 to 21.

Interim Report September 2024

Page 3

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 SEPTEMBER 2024

Unaudited Audited

At 30 SeptemberAt 31 March

20242024

Note

$$

SHAREHOLDERS EQUITY

Issued share capital628,679,503 28,679,503

Accumulated losses(27,637,820)(27,513,356)

1,041,683 1,166,147

Non-controlling Interest(770,215)(737,767)

Total shareholders funds 271,468 428,380

Represented by:

CURRENT ASSETS

Cash and cash equivalents73,206 26,181

Trade, other and related party receivables9102,060 14,446

Inventories8533,046 452,556

Prepayments and other current assets115,306 82,849

Total current assets753,618 576,032

NON-CURRENT ASSETS

Property, plant and equipment

101,377,640 1,382,719

Right-of-use assets

1123,719 44,049

Intangible assets and goodwill

12333 408

Total non-current assets1,401,692 1,427,176

Total assets2,155,310 2,003,208

CURRENT LIABILITIES

Trade, other and related party payables 131,784,081 1,457,804

Lease liabilities1133,314 45,698

Short-term Loan1437,447 37,447

Total current liabilities1,854,842 1,540,949

NON-CURRENT LIABILITIES

Borrowings

1429,000 29,000

Lease liabilities11- 4,879

Total non-current liabilities29,000 33,879

Total liabilities1,883,842 1,574,828

Net assets 271,468 428,380

Total Equity attributable to shareholders of

the company

Theinterimfinancialstatementsaretobereadinconjunctionwiththenotestothefinancialstatementsset

out on pages 7 to 21.

Interim Report September 2024

Page 4

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

Issued Share

Capital

Accumulated

Loss

Equity

Holders

Non-

Controlling

Interests

Total

$ $ $ $ $

Balance as at 1 April 202328,679,503 (27,505,871) 1,173,632 (799,163) 374,469

Comprehensive income

Net loss for the financial period- (79,316) (79,316) (46,475) (125,791)

Other comprehensive income- - - - -

Total comprehensive income/(loss)- (79,316) (79,316) (46,475) (125,791)

Balance as at 30 September 2023 (unaudited)28,679,503 (27,585,187) 1,094,316 (845,638) 248,678

Balance as at 1 April 202328,679,503 (27,505,871) 1,173,632 (799,163) 374,469

Comprehensive income

Net loss for the financial year-(7,485) (7,485) 61,396 53,911

Other comprehensive income- - - - -

Total comprehensive income- (7,485) (7,485) 61,396 53,911

Balance as at 31 March 2024(audited)28,679,503 (27,513,356) 1,166,147 (737,767) 428,380

Comprehensive income

Net loss for the financial period- (124,464) (124,464) (32,448) (156,912)

Other comprehensive income- - - - -

Total comprehensive income/(loss)- (124,464) (124,464) (32,448) (156,912)

Balance as at 30 September 2024 (unaudited)28,679,503 (27,637,820) 1,041,683 (770,215) 271,468

The interim financial statements are to be read in conjunction with the notes to the financial statements set out on pages 7 to 21.

Interim Report September 2024

Page 5

AFC GROUP HOLDINGS LIMITED
INTERIM CONSOLIDATED STATEMENT OF CASH FLOWS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2023

Unaudited Unaudited

6 Months6 Months

September 2024 September 2023

Note

$$

Cash flows from operating activities

Cash was received from:

Receipts from customers 31,352 20,961

Receipts from related parties283,379 476,993

Interest received2,079 1,031

Other receipts14,772 3,579

Cash was applied to:

Payments to suppliers and employees(368,980)(302,154)

Payments to related parties(166,197)(103,129)

Interest paid(2,417)(23,231)

Leases interest(2,275)(4,343)

Net cash inflow/(outflow) from operating activities(208,287)69,707

Cash flows from investing activities

Cash was received from:

Proceeds from disposal of property, plant and equipment-

-

Cash was applied to:

Purchase of property, plant and equipment(3,174.32)-

Net cash outflow from investing activities(3,174)-

Cash flows from financing activities

Cash was received from:

Proceeds from borrowings-

-

Receipts from related parties198,888

-

Cash was applied to:

Payments for lease liabilities principal

(17,263)(14,627)

Repayment borrowings

- (1,562)

Payments to related parties- (42,825)

Net cash inflow/(outflow) from financing activities181,625 (59,014)

(29,836)10,693

Foreign currency translation adjustment

6,861 (1,338)

Cash and cash equivalents at the beginning of the period

26,181 4,963

Cash and cash equivalents at the end of the period

73,206 14,318

Net increase/(decrease) in cash and cash equivalents

Theinterimfinancialstatementsaretobereadinconjunctionwiththenotestothefinancialstatementssetouton

pages 7 to 21.

Interim Report September 2024

Page 6

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

1.ACCOUNTING POLICIES

REPORTING ENTITY

1.1Statement of compliance

1.2 Basis of preparation

1.3 Significant accounting policies

AFC Group Holdings Limited (the“Company”)is a company incorporatedanddomiciledinNew Zealandandregisteredunderthe

Companies Act1993.The Companyis listedandits ordinary shares are quotedonthe NZX main board equity security market (NZX

main market)andthe addressesofits registered officeandprincipal placeofbusiness are disclosedinthe Corporate Information

sectionofthis report. The CompanyisanFMC Reporting Entityunderthe Financial Markets Conduct Act2013 andits financial

statements comply with the Companies Act 1993 and the Financial Markets Conduct Act 2013.

The interim consolidated financial statementsofAFC Group Holdings Limited for the six month periodended 30September2024

comprise the Companyandits subsidiaries (together referredtoasthe "Group"). For the purposesofcomplying with generally

accepted accounting practicein New Zealand ("NZ GAAP"), the Groupis a for-profit entity. The principal activityofthe Companyand

the Groupistoproduce, manufactureandpurchase food, health,andcosmetic products for distributioninNew Zealandandthe

Chinese markets. The Group also operates in the winery and vineyard industry which has manufacturing operations.

The condensed interim consolidated financial statements were approvedandauthorised for issuebythe directorson ____________.

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

The interim consolidated financial statements are preparedona cost basis except for financial assets which are carriedatamortised

cost. The interim consolidated financial statements for the Group are presentedinNew Zealand dollars ($), whichis the functional

currency of all entities within the Group. All financial information has been rounded to the nearest dollar unless otherwise stated.

The preparationofthe interim financial statements requires managementto make judgements, estimatesandassumptions that affect

the reported amountsinthe interim financial statements. The estimatesandunderlying assumptions are basedonhistorical

experienceandadjusted for current market conditionsandother factors, including expectationsoffuture events that are considered

tobereasonableunderthe circumstances.If outcomes within the next financial period are significantly different from assumptions,

this could result in adjustments to carrying amounts of the asset or liability affected.

AFC Group Holdings Limitedhas appliedthe same accounting policiesandmethodsofcomputationinits interim consolidated

financial statements as were applied in the annual financial statements for the year ended 31 March 2024.

The interim financial statements arein respectofthe six months period 1 April2024to30September2024.The comparative period

is inrespectofthe six months period 1 April2023to30September2023.The year-end balance date willbe 31March2025 andfull

financial statements will cover the 12 months period 1 April 2024 to 31 March 2025.

These unaudited consolidated condensed interim financial statements(‘interimfinancialstatements’)havebeenpreparedin

accordance with New Zealand Generally Accepted Accounting Practiceandcomply with the requirementsofInternational Accounting

Standard (IAS)34Interim Financial Reportingandwith New Zealand EquivalenttoInternational Accounting Standard (NZ IAS)34

Interim Financial Reporting and the NZX Main Board Listing Rules.

The interim financial statementsdo notincludeallthe notesofthe type normally includedin an annualfinancial report. Accordingly,

these interim financial statements shouldbereadinconjunction with the audited consolidated financial statements for the period

ended 31March2024 and any publicannouncements madebythe Group during the interim reporting periodand uptothe dateof

these interim financial statements.

These consolidated financial statements havebeenpreparedinaccordance withNZGAAP. These consolidated financial

statements comply with New Zealand EquivalentstoInternational Financial reporting Standards ("NZ IFRS")andother applicable

Financial Reporting Standards, as appropriate for profit oriented entities.

Interim Report September 2024

Page 7

29/11/2024

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

2.Revenue

September

2024

September

2023

NoteNZ$NZ$

Operating revenue

Sales - wine products375,519 430,748

Sales - cosmetic products26,713 58,461

Sales - other products113 111

Total operating revenue402,345 489,319

Other Income21,633 2,241

Total Other Income21,633 2,241

Total Income423,978 491,560

3.Expense

September

2024

September

2023

NoteNZ$NZ$

Included in Selling and Distribution Expenses

Business Events

2,730 3,516

Freight and Courier

1,662 1,887

Salaries and Sales Commission

55,063 174,192

Other expense

- 446

Total Selling and Distribution Expenses

59,456 180,042

Included in Administration Expenses

Salaries

117,982 66,565

Consulting & Accounting

44,725 54,075

Audit Fees

35,251 34,931

Depreciation

21,217 22,206

Share Registry & listing Costs

18,534 19,887

Management fee

16,667 20,000

Storage fee

9,609 6,200

Rent

9,283 10,042

Licences & Subscriptions

9,285 10,441

Insurance

5,332 7,825

Other expenses

64,052 55,878

Total Administration Expenses

351,936 308,050

Finance costs:

Interest paid on borrowings from related parties56,075 17,384

Lease interest2,275 4,343

Other interest paid2,417 5,724

60,767 27,451

Profit / (Loss) before income tax has been

Interim Report September 2024

Page 8

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

4. INCOME TAX

5.EARNINGS PER SHARE

September

2024

September

2023

NZ$NZ$

Basic earnings per share

Profit/ (Loss) after taxation attributable to equity holders of the parent

(124,464) (79,316)

3,664,253,194 3,664,253,194

Basic and Diluted Earning per share in NZ$(0.00003397) (0.00002165)

6.AUTHORISED AND ISSUED SHARE CAPITAL

Balance as at 31 March 2023

Shares Issued

No.

$

Ordinary shares

Balance at 1 April 2023

Ordinary shares on issue3,664,253,194 28,679,577

Treasury shares

(37,082)(74)

Ordinary shares on issue at 1 April 2023 excluding treasury shares

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

Movement for 2024 financial year

Ordinary shares authorised and issued- -

Ordinary shares on issue at 31 March 2024

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

Movement to 30 September 2024

Ordinary shares authorised and issued

- -

Ordinary shares on issue at 30 September 2024 excluding treasury shares

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

Theearningsandweightedaveragenumberofordinarysharesusedinthecalculationofbasicearningspershareareas

follows:

TheGroupcalculatestheperiod'sincometaxexpenseusing28%whichisthetaxratethatwouldbeapplicabletothe

expected total annual earnings (September 2023: 28%).

TheGrouphasanunusedtaxlossesof$1,459,508boughtforwardfrom31March2024.Lossescanbecarriedforward

indefinitelyunderNewZealandtaxlaw(assumingshareholdercontinuityrequirementsaremetandapprovaloftheInland

Revenue Department is obtained).

TheGrouphasnotrecognisedadeferredtaxassetonitsStatementofFinancialPositionasatreportingdate.Indeciding

whethertorecognisethedeferredtaxassets,theGrouphasdeterminediftheutilisationofdeferredassetsisprobableand

whetheritislikelythatsufficientandsuitabletaxableprofitswillbeavailableinthefutureagainstwhichthereversalof

temporary differences can be deducted.

TheGrouphasnotissuedanynewsharesduringtheperiod.Allordinarysharesissuedarefullypaid.Allordinaryshares

rankequallywithonevoteattachedtoeachfullypaidordinaryshareandhaveequaldividendrightsandnoparvalue.The

Group has not declared or proposed to pay any dividends for the period ended 30 September 2024 (September 2023: Nil).

Treasurysharesarethosesharesacquiredbythecompanyfromshareholderswhoexercisedtheirminoritybuybackrightsat

thetimeshareswereissuedtoNZSilverayGroupLimited.Thesesharesareheldbythecompanyuntilthedirectorsresolve

toreissuethesharesortocanceltheshares.Atreportingdate,thecompanyheld37,082treasuryshareswhichwere

acquired during 2016.

Weighted average number of ordinary shares on issue

Therehavebeennoothertransactionsinvolvingordinarysharesorpotentialordinarysharesbetweenthereportingdateand

the date of authorisation of these financial statements.

Interim Report September 2024

Page 9

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

7.CASH AND CASH EQUIVALENTS

SeptemberMarch

20242024

$$

Cash at bank and on hand3,206 26,181

Total cash and cash equivalents3,206 26,181

8.INVENTORIES

SeptemberMarch

20242024

$$

Work in progress

184,051 155,078

Finished goods

556,720 506,226

Provision for inventory

(207,725)(208,748)

Total Inventories

533,046 452,556

Provision of closing stock

Opening provision of closing stock

(208,748)(257,263)

Reversal of opening provision for inventory

- -

Released/(Charged) to profit & loss

1,023 48,515

Closing provision for closing stock

(207,725)(208,748)

9.

TRADE, OTHER AND RELATED PARTY RECEIVABLES

SeptemberMarch

20242024

Note

$$

Trade receivables - third parties13,810 14,460

Trade receivables - related parties

15

88,250 -

102,060 14,460

Allowance for impairment losses- (14)

Total trade and related party receivables

102,060 14,446

Tradedebtorsarenon-interestbearingandreceiptisnormallyon30daysterms.Relatedpartyreceivablesarenon-interest

bearing and repayable on demand as disclosed in note 15.

Thecarryingamountofcashandcashequivalentsapproximatestheirfairvalue.Cashatbankearnsinterestatfloatingrates

on daily deposit balances. Cash and cash equivalents consist of bank accounts and petty cash.

Inventory of $207,725 has been written down to net realisable value/lower of cost (31 March 2024: $208,748).

Assessingwritedownsforinventoryobsolescenceandnetrealisablevalueinvolvesmakingestimatesandjudgementsin

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

Interim Report September 2024

Page 10

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

9.

TRADE, OTHER AND RELATED PARTY RECEIVABLES(contiued)

SeptemberMarch

20242024

Movement in the allowance for impairment losses

$$

Opening Balance 1 April

14 8

Reversal of prior year provision

(1)(8)

- 14

13 14

TheGroupestablishesanallowanceforimpairmentthatrepresentsitsestimateofincurredlossesinrespectoftradeand

relatedpartyreceivables.Themaincomponentofthisallowanceisaspecificlosscomponentthatrelatestoindividually

significantexposures,andacollectivelosscomponentestablishedforgroupsofsimilarassetsinrespectoflossesthathave

beenincurredbutnotyetidentified.Thecollectivelossallowanceisdeterminedbasedonhistoricaldataofpaymentstatistics

for similar financial assets.

Thedirectorsconsiderthatthereisnomaterialdifferencebetweenthecarryingvalueandfairvalueoftradedebtorsand

relatedpartyreceivables.TheGroup'smanagementconsidersthatallfinancialassetsthatarenotimpairedorpastduefor

eachofthereportingdatesunderreviewareofgoodcreditquality.Thedirectorsalsoconsiderthatthereceivablesthatare

past due and not impaired are fully recoverable.

Charge for the financial year

Closing Balance 30 September/31 March

Interim Report September 2024

Page 11

NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS
FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

10.

PROPERTY, PLANT AND EQUIPMENT

Land Buildings

Land

Improvements

Plant &

Equipment

Motor

Vehicles

Computer

Equipment

Fixture &

Fittings,

Office

Equipment

Bearer

Plants -

Grape Vines

Total

$$$$$$$$$

As at 31 March 2024

Cost

Cost as at 1 April 2023

320,000 905,200 50,000 303,949 76,135 19,159 32,447 80,000

1,786,890

Additions - - - 1,906 - 1,645 - - 3,552

Disposal- - - - - - - - -

Impairment- - - - - - - - -

Prior period correction- - - - - - - - -

Written off- - - - - - - - -

Cost as at 31 March 2024320,000 905,200 50,000 305,855 76,135 20,803 32,447 80,000 1,790,443

Accumulated Depreciation

- (14,477)- (229,744)(66,043)(17,130)(28,700)(33,647)

(389,741)

- (1,901)- (8,616)(1,304)(1,357)(1,324)(3,477)

(17,979)

- - - - - - - -

-

- - - - - - - -

-

Impairment

- - - - - - - -

-

- (16,377)- (238,360)(67,347)(18,487)(30,024)(37,125)(407,721)

Carrying Amount

Cost

320,000 905,200 50,000 305,855 76,135 20,803 32,447 80,000 1,790,440

- (16,377)- (238,360)(67,347)(18,487)(30,024)(37,125)

(407,721)

320,000 888,823 50,000 67,494 8,788 2,316 2,423 42,875 1,382,719

As at 30 September 2024

Cost

Cost as at 1 April 2024

320,000 905,200 50,000 305,855 76,135 20,803 32,447 80,000

1,790,440

Additions

- - - - 3,174 - - -

3,174

Impairment

- - - - - - - -

-

Disposal

- - - - - - - -

-

Cost as at 30 September 2024320,000 905,200 50,000 305,855 79,309 20,803 32,447 80,000 1,793,614

Accumulated Depreciation

- (16,377)- (238,360)(67,347)(18,487)(30,024)(37,125)(407,721)

- (894)- (3,897)(951)(579)(324)(1,608)(8,252)

disposal

- - - - - - - -

-

- (17,272)- (242,257)(68,298)(19,066)(30,348)(38,733)(415,973)

Carrying Amount

Cost

320,000 905,200 50,000 305,855 79,309 20,803 32,447 80,000 1,793,613.91

- (17,272)- (242,257)(68,298)(19,066)(30,348)(38,733)

(415,973.32)

320,000 887,928 50,000 63,598 11,011 1,737 2,099 41,267 1,377,640

Depreciationchargeforthe

period

Accumulated Depreciation at

30 September 2024

Accumulated Depreciation

Carrying Amount 30

September 2024

Accumulated Depreciation at 1

April 2023

Depreciation charge for the year

Accumulated Depreciation at

31 March 2024

Accumulated Depreciation

Carrying Amount 31 March

2024

Accumulated Depreciation at 1

April 2024

Disposal

Prior period correction

Interim Report September 2024

Page 12

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

11.RIGHT-OF-USE ASSETS

11.1Right-of-use assets

Buildings

At 1 April 2023

84,710

Termination of lease

-

Addition of lease

-

Depreciation

(40,661)

At 31 March 2024

44,049

At 1 April 2024

44,049

Depreciation

(20,330)

Addition

-

disposal

-

At 30 September 2024

23,719

11.2Lease liabilities

Buildings

At 1 April 2023

90,567

Termination of lease

-

Addition of lease liabilities

-

Lease interest

7,643

Lease payments

(47,632)

At 31 March 2024

50,577

Lease liabilities

Current lease liabilities45,698

Non-current lease liabilities4,879

Total lease liabilities

50,577

At 1 April 2024

50,577

Lease interest

2,275

Lease payments

(19,538)

At 30 September 2024

33,314

Lease liabilities

Current lease liabilities

33,314

Non-current lease liabilities

-

Total lease liabilities

33,314

TheGroupterminatedtwoleasedpropertiesandleasesonenewpropertyinNewZealand.Theperiodicrentisfixed

over the lease term.

31 March 2024

30 September 2024

31 March 2024

30 September 2024

Interim Report September 2024

Page 13

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

12.INTANGIBLE ASSETS

TrademarksTotal

Period ended 31 March 2024

$$

Cost

Cost as at 1 April 20231,500 1,500

Additions- -

Cost as at 31 March 20241,500 1,500

Accumulated Amortisation

Accumulated amortisation 1 April 2023

(942)(942)

Amortisation for the year

(150)(150)

Accumulated amortisation as at 31 March 2024

(1,092)(1,092)

Carrying Amount

Cost 1,500 1,500

Accumulated amortisation

(1,092)(1,092)

Carrying Amount 31 March 2024

408 408

Period ended 30 September 2024

Cost

Cost as at 1 April 20241,500 1,500

Additions - -

Cost as at 30 September 20241,500 1,500

Accumulated Amortisation

Accumulated amortisation 1 April 2024

(1,092)(1,092)

Amortisation for the period

(75)(75)

Accumulated amortisation as at 30 September 2024

(1,167)(1,167)

Carrying Amount

Cost 1,500 1,500

Accumulated amortisation

(1,167)(1,167)

Carrying Amount 30 September 2024333 333

13.TRADE, OTHER AND RELATED PARTY PAYABLES

SeptemberMarch

20242024

Note

$$

Trade payables

273,217 97,807

Accruals

88,216 125,372

Related party payables

15 1,396,617 1,215,371

Other payables

19,940 19,254

GST payable

6,092 -

1,784,081 1,457,804

ThenormaltradecredittermsgrantedtotheGrouprangefrom30to90days.Thetradepayablesareunsecuredand

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

Amortisationandimpairmentchargesof$75arerecognisedunderadministrationexpensesintheStatementof

Comprehensive Income.

TherelatedpartyadvanceswithNZSilverayGroupLimitedandHaoLongareinterestbearingadvanceswithinterest

beingchargedat10.08%-13.70%perannumforoutstandingamounts.TheadvancewithGuangdongFarmside

International Trading Co. Limited is non-interest bearing.

Interim Report September 2024

Page 14

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

14.BORROWINGS

SeptemberMarch

20242024

$$

Small business cashflow loan

66,447 66,447

Other(Insurance expense financing)

- -

66,447 66,447

Current

37,447 37,447

Non-current: Between one and five years

29,000 29,000

66,447 66,447

15.RELATED PARTIES

Related Parties:

Company associated with director, Mr Bo Xian CaoE Way Holdings Group Limited

Guangdong Farmside International Trading Co.

Limited

The carrying amount of the borrowings is considered to be a reasonable approximation of the fair value.

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

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

redemption amount is recognised in the income statement over the period of the borrowings using the

effectiveinterestmethod.TheSmallbusinesscashflowloansareclassifiedascurrentandnon-currentliabilitiesbased

on the final repayment date.

TheSmallBusinessCashflow(Loan)Scheme(SBCS)hasbeenintroducedtosupportbusinessesimpactedbyCovid-

19.TheGrouphavereceivedloansof$53,400on8September2020and$29,000on7June2022withthefinal

repaymentdatebeingfiveyearsafterthereceipt.Theloansaresubjecttoanannualinterestrateof3%fromthedate

the loan is made available. Interest will not be charged if the loan is fully repaid within 2 years.

Australasian International Group Limited

Bo Xian Cao

Relatedpartytransactionshavearisenwhereaperson(s)hascontrolorsignificantinfluenceoverthereportingentityor

wheretwoentitiesarecontrolledorjointlycontrolledbyaperson(s)thathascontrolorsignificantinfluenceoverthe

reporting entity.

Anhui Asin International Trade Co. Ltd

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

Director of company

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

Company associated to company's major shareholder, Mr Yang XiaAnhui Asin Supply Chain Co. Ltd

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

Howard & Co Consulting and Advisory Services

Limited

Company associated with former director of subsidiary, senior

management Mr Hao Long

Interim Report September 2024

Page 15

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

15.RELATED PARTIES (continued)

Related Parties:

Yang Xia

Related party balances

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

SeptemberMarch

20242024

$$

88,250 -

88,250 -

52,524 54,399

Purchase of goods115,790

119,094

102,977 104,803

60,000 60,000

18,826

3,057

12,075

12,075

- 10,638

1,034,425

851,305

1,396,617 1,215,371

Australasian International Group Limited

Director of company

Company associated with director, Mr Jianfeng Chen

Company associated with director, Mr Jianfeng Chen

Shuang Xia

Sale of products

Hao Long

New Zealand National Trade LimitedCompany associated with former director, Mr Qiang Li

Nature of Transactions

Related Party Receivables

Company's major shareholder

Senior employee of AFC, shareholder of company

Director of subsidiary, director of NZ Silveray Group Limited

Director of company and subsidiary

Zilei Wang

Hao Long

Purchase of goods

Director of company

Jianfeng Chen

Ex space limited

Anhui Asin International Trade Co. Ltd

Director fees

Advances

New Zealand National Trade Limited

Howard & Co Consulting and Advisory Services

Limited

Management fees & salary

Guangdong Farmside International Trading Co.

Limited

Guangdong Farmside International Trading Co.

Limited

Related Party Payables

Advance

JFC Group Limited

The related parties payables are unsecured and repayable on demand. There is no collateral or guarantees for

related parties payables. Related parties payables for purchases of goods, directors fees and management fees are non-

interest bearing.

TherelatedpartyadvanceswithNZSilverayGroupLimitedandHaoLongareinterestbearingadvanceswithinterest

beingchargedat10.08%to13.7%perannum.TheadvancewithAnhuiAsinInternationalTradeCo.Limitedwasrepaid

this year and was non-interest bearing.

JFC Group Limited

NZ Silveray Group Limited

Purchase of goods

NZ Silveray Group Limited

Advance

Interim Report September 2024

Page 16

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

15.RELATED PARTIES (continued)

SeptemberSeptember

20242023

Related party transactions

$$

Sales of products or services provided to the following:

NZ Silveray Group Limited

234,237 -

Ex space limited

- 412,174

Howard & Co Consulting and Advisory Limited

- 7,670

JFC Group Limited

137,391 56,700

371,629 476,543

Guangdong Farmside International Trading Co., Ltd

49,000 49,000

62,917 76,450

Ex space limited

- 156,522

JFC Group Limited

43,478 -

155,395 281,972

Interest paid or credited on related party balances:

Hao Long

465 3,512

NZ Silveray Group Limited

55,610 13,872

56,075 17,384

Key Management Personnel

September

September

20242023

$

$

Salaries and other short-term benefits

57,399

55,500

Directors' fees

-

-

57,399 55,500

16.COMMITMENTS AND CONTINGENCIES

The Group has no capital commitments at 30 September 2024(31 March 2024: Nil)

Keymanagementpersonnelaredefinedasthosepersonshavingauthorityandresponsibilityforplanning,directingand

controllingtheactivitiesoftheGroup,directlyorindirectly,andincludethedirectorsandtheChiefExecutive.

Remuneration paid to key management personnel is as follows:

Purchases from the following for services or products provided:

Howard & Co Consulting and Advisory Limited

Interim Report September 2024

Page 17

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

17.FINANCIAL INSTRUMENTS

Financial

assets at

amortised

cost

Financial

liabilities at

amortised cost

Total

NZ$NZ$NZ$

Financial Assets:

Cash and cash equivalents3,206 - 3,206

Trade and related party receivables102,060 - 102,060

Total financial assets105,266 - 105,266

Financial liabilities:

Trade and other payables

-

1,777,989 1,777,989

Borrowings

-

66,447 66,447

Lease liabilities

-

33,314 33,314

Total financial liabilities- 1,877,750 1,877,750

Financial Assets:

Cash and cash equivalents26,181 - 26,181

Trade and related party receivables14,446 - 14,446

Total financial assets40,627 - 40,627

Financial liabilities:

Trade and other payables

-

1,457,804 1,457,804

Borrowings

-

66,447 66,447

Lease liabilities

-

50,577 50,577

Total financial liabilities- 1,574,828 1,574,828

18. INVESTMENT IN SUBSIDIARIES

Name of subsidiaryPrincipal activity

September

2024

March

2024

Vineyard and winery51%51%

Commodity trading100%100%

100%100%

51%51%

100%100%

100%100%

Non-Trading

Non-Trading

Ownership interest and voting

rights

AFC International Trading Group Limited

Categories of financial assets and liabilities

Thecarryingamountspresentedinthestatementoffinancialpositionrelatetothefollowingcategoriesofassetsand

liabilities:

AFC Longview Limited

ThefairvalueofthefinancialinstrumentsoftheGroupapproximatestheircarryingvalue.Theuseoffinancial

instrumentsexposestheGrouptocredit,interestrateandliquidityrisks.TheGroup'soverallriskmanagement

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

30 September 2024

31 March 2024

Manufacturing

Non-Trading

National Dairy Group Limited

AFC Biotechnology Manufacture Co Limited

AFC GoGlobal Education Limited

AFC Education Investment Limited

AllthesubsidiariesareincorporatedinNewZealandandhave31Marchbalancedates.Theyalsoapplyuniform

accounting policies with the parent company.

Interim Report September 2024

Page 18

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

19.SEGMENT REPORTING

Vineyard and winery

Manufacturing

Corporate

TheGroup'soperatingsegmentsarereportedinamannerconsistentwiththeinternalreportingprovidedtothechief

operatingdecision-maker.Thechiefoperatingdecision-makeristhepersonorgroupthatallocatesresourcestoand

assessestheperformanceoftheoperatingsegmentsonanentity.TheGrouphasdeterminedtheGroup'sBoardof

Directorsasitschiefoperatingdecision-makerastheboardisresponsibleforallocatingresourcesandassessingthe

performanceoftheoperatingsegmentsandmakingstrategicandoperatingdecisions.Incomeandexpensesdirectly

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

Theoperationsofthissegmentincludeprovidingaccounting,managementandadministrationservicestoother

segmentsoftheGroup.AFCGoGlobalEcommerceLimitedandAFCEducationInvestmentLimiteddidnottradeduring

theperiodandhavebeenincludedunderthissegment.AFCInternationalTradingGroupLimited,whichsources

packagedfoodproducts,cosmeticsandhealthproducts.NationalDairyGroupLimited,whichsourcesfoodproductsfor

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

Nooperatingsegmentshavebeenaggregatedtoformtheabovereportableoperatingsegments.TheGroup'staxation

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

SalesbetweenthesegmentsoftheGrouparecarriedoutatanarm’slengthbasisinasimilarmannertotransactions

with third parties.

ThefollowingtablespresentrevenueandprofitinformationfortheGroup'soperatingsegmentsforthesixmonthsended

30 September 2024 and 2023, respectively:

TheGroupoperatesinanumberofbusinesssegmentsinNewZealand.TheGrouphasdetermineditsoperating

segmentsintofoursegments,namelyinternationalmarketinganddistribution,vineyardandwinery,manufacturingand

corporate.ThesesegmentsreflectthedifferenttypeofindustrysectorswithinwhichtheGroupoperates.TheCompany

is considered to be in the corporate operating segment.

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

AFCLongviewLimited,avineyardandwinerybasedinWhangareiwhichproducesandsellsanumberofvarietalsand

blends of wine.

AFC Biotechnology Manufacture Co Limited which manufactures disposable face masks.

Interim Report September 2024

Page 19

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

19.SEGMENT REPORTING (continued)

Vineyard and

winery Corporate


Manufacturing

Eliminations and

adjustments

Period ended 30

September

$$$$$

For the six months ended 30 September 2024

Operating Income

Revenue from external customers

375,632 - 26,713 - 402,345

Other Income

10,518 94,205

6,910 (90,000)21,633

Finance Income1

155,787 33

(153,742)2,079

Total Revenue386,151 249,992 33,656 (243,742)426,057

Cost of sales78,689 - 32,121 - 110,810

Operating Expenses

Interest35,493

64,113 114,903

(153,742)60,767

Amortisation and impairment losses- 75 - - 75

Depreciation

118 20,907 192 - 21,217

Other expenses186,094 255,589 38,417 (90,000)390,100

Total operating expenses

221,705 340,684 153,512 (243,742)472,159

85,757 (90,692)(151,977)- (156,912)

For the six months ended 30 September 2023

Operating Income

Revenue from external customers

430,845 - 58,474 - 489,319

Other Income

3,140 120,164 1,063-

(120,000)2,241

Finance Income2

130,203 48

(129,222)1,031

Total Revenue433,987 250,367 57,459 (249,222)492,591

Cost of sales55,320 - 47,396 - 102,716

Operating Expenses

Interest33,321

27,425 96,050

(129,222)27,574

Amortisation and impairment losses

- 75 - - 75

Depreciation

235 20,748 1,222 - 22,206

Other expenses

262,389 233,062 90,361 (120,000)465,811

Total operating expenses

295,945 281,310 187,633 249,222- 515,666

Segment profit/(loss) before tax

82,722 (30,943)(177,570)- (125,791)

Segment profit/(loss) before tax

Interim Report September 2024

Page 20

AFC GROUP HOLDINGS LIMITED
NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS

FOR THE SIX MONTH PERIOD ENDED 30 SEPTEMBER 2024

19.SEGMENT REPORTING (continued)

Vineyard and

winery Corporate


Manufacturing

Eliminations and

adjustments Total

$$$$$

As at 30 September 2024

Segment assets1,758,870 6,427,032 145,852 (6,176,444)2,155,310

Capital Expenditure- - - - -

Segment Liabilities833,351 1,803,816 2,689,119 (3,442,444)1,883,842

As at 31 March 2024

Segment assets1,622,323 6,273,571 120,429 (6,013,114)2,003,209

Capital Expenditure- - - - -

Segment Liabilities782,561 1,559,662 2,511,719 (3,279,113)1,574,828

20.NET TANGIBLE ASSETS PER SHARE

SeptemberMarch

20242024

$$

Total assets2,155,310 2,003,208

Less right-of-use assets23,719 44,049

Less intangible assets333 408

Tangible assets2,131,258 1,958,751

Less total liabilities1,883,842 1,574,828

Add lease liabilities33,314 50,577

Net tangible assets280,730 434,500

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

Net tangible assets / liabilities per share in NZ$0.00007661 0.00011858

21.CONTINGENT LIABILITIES

22.EVENTS AFTER THE REPORTING PERIOD

23.SEASONALITY OF INTERIM OPERATIONS

Thevineyardandwinerysegmentharvestit'sgrapesinthesecondhalfofthefinancialyear,andprocessesthegrapes

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

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

ThefollowingtablespresentassetsandliabilitiesinformationfortheGroup'soperatingsegmentsasat30September

2024 and 31 March 2024, respectively:

Theeliminationsandadjustmentsofsegmentprofit,assetsandliabilitiesrelatetointercompanytransactionsand

balances which are eliminated on consolidation.

The Group has no contingent liabilities at 30 September 2024 (31 March 2024 : Nil)

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

There are no significant events after the reporting period.

Interim Report September 2024

Page 21

AFC GROUP HOLDINGS LIMITED
CORPORATE INFORMATION

SOLICITORSAFC GROUP HOLDINGS LIMITED

Buddle Findlay New Zealand LawyersSecurity code: AFC

P O Box 1433Listed on NZX Market

Auckland 1140NZ Company number: 1799581

SHARE REGISTRAR HEAD OFFICE / REGISTERED OFFICE

Computershare Investor Services Limited AFC Group Holdings Limited

Level 2, 159 Hurstmere RoadLevel 15, Tower 2, 205 Queen Street

Private Bag 92-119Auckland CBD

Auckland 1142Auckland 1010

ACCOUNTANTS TELEPHONE

RSM New Zealand (Auckland)64-09-300-6268

PO Box 204276

Level 2, Building 5

62 Highbrook Drive, HighbrookWEBSITE

Auckland 2013www.afcnz.com

AUDITORS

William Buck Audit (NZ) Limited

P O Box 106 090

Level 4, 21 Queen Street

Auckland 1010

BANKERS

ANZ Bank New Zealand Limited

Interim Report September 2024

Page 22

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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