TIDMWJA
RNS Number : 4908Q
Wameja Limited
26 February 2021
Appendix 4E
Wameja Limited
ABN 59 052 947 743
Preliminary Final Report
for the year ended 31 December 2020
1. Reporting Period
Current reporting period: Financial year ended 31 December 2020
(12 months)
Previous reporting period: Financial year ended 31 December 2019
(12 months)
2. Results for announcement to the market
Results A$ '000
Loss after tax attributable to members Down 29% to (9,430)
Dividends (distributions) Amount per Franked amount
security per security
Current period
Interim dividend declared Nil c 0%
Final dividend paid Nil c 0%
-------------------
Previous corresponding period (i)
Interim dividend declared Nil c 0%
Final dividend paid Nil c 0%
------------------ -------------
Record date for determining entitlements N/A
to the dividend.
Brief explanation
The Company is partnering with Mastercard to build the HomeSend
global payments hub. HomeSend enables cross-border transfer
between bank accounts, cards, mobile wallets, or cash outlets
from anywhere in the world. As a founding partner in the HomeSend
hub, Wameja helped conceive and bring the opportunity to market.
HomeSend is a joint venture of Wameja (35.68%) and Mastercard
(64.32%).
The net result of the consolidated entity from continuing operations
for the year ended 31 December 2020 was a loss after tax and
minority interest for the period of $9.43 million (2019: $13.2
million loss). Loss per share was 0.78 cents (2019: loss per
share 1.09 cents).
During the period, there was a net cash outflow of $3.6 million
(2019 year: net outflow of $15.5m) primarily resulting from
a net outflow from investing activities (mainly in relation
to investment to HomeSend) of $1.965 million. Cash at 31 December
2020 was $8.014 million.
On 10 September 2020, Wameja Limited entered into a Scheme Implementation
Agreement with Burst Acquisition Co. Pty Ltd, a company controlled
by Mastercard, for Burst Acquisition Co Pty Ltd to acquire all
of the issued capital of Wameja Limited for GBP0.08 per share
by way of a Scheme of Arrangement pursuant to Australian Law
under Part 5.1 of the Corporations Act ("the Scheme").
The Scheme has been delayed by the Notices of Potential Claim
issued by Seamless Distribution Systems AB referred to elsewhere
in the preliminary final report ("the Notices"). The parties
to the Scheme Implementation Agreement are attempting to resolve
the issues raised by the Notices and are continuing to pursue
completion of the Scheme.
3. Consolidated statement of profit or loss and other
comprehensive income
Year Ended Year Ended
31 December 31 December
2020 $'000 2019 $'000
Continuing operations
Interest income 59 70
Foreign exchange gain/ (loss) 329 157
Administration expenses (2,039) (2,789)
Restructure and transaction related
costs - (1,412)
Share of profit/(loss) of associate (7,779) (6,596)
Loss before tax (9,430) (10,570)
Income tax expense - -
------------- -------------
Loss for the period from continuing
operations (9,430) (10,570)
------------- -------------
Discontinued operations
Loss for the year from discontinued
operations - (2,620)
------------- -------------
Loss for the year (9,430) (13,190)
------------- -------------
Other comprehensive income, net of
tax
Items that may be reclassified subsequently
to profit or loss
Exchange differences arising on the
translation of foreign operations (nil
tax impact) (270) (135)
Items that have been reclassified to
profit or loss:
Transfer from foreign exchange reserve
on disposal of subsidiary - (891)
------------- -------------
Total comprehensive income/ (loss)
for the period (9,700) (14,216)
------------- -------------
Loss attributable to:
Equity holders of the parent (9,700) (13,190)
------------- -------------
Total comprehensive income attributable
to:
Equity holders of the parent (9,700) (14,216)
------------- -------------
Earnings/(Loss) per share:
From continuing and discontinuing operations
* Basic (cents per share) (0.78) (1.1)
* Diluted (cents per share) (0.78) (1.1)
From continuing and discontinuing operations
- Basic (cents per share) (0.78) (0.9)
- Diluted (cents per share) (0.78) (0.9)
4. Consolidated statement of financial position
Consolidated
31 December 31 December
Note 2020 $'000 2019 $'000
Current Assets
Cash and cash equivalents 6 8,014 11,636
Other financial assets 9 - 4,239
------------------------- ------------
Total Current Assets 8,014 15,875
Non-Current Assets
Investment in associates 8 23,586 25,463
Total Non-Current Assets 23,586 25,463
------------------------- ------------
Total Assets 31,600 41,338
------------------------- ------------
Current Liabilities
Trade and other payables 100 271
Total Current Liabilities 100 271
------------------------- ------------
Non-Current Liabilities
Provisions - -
Total Liabilities 100 271
------------------------- ------------
Net Assets 31,500 41,067
========================= ============
Equity
Issued capital 212,326 212,326
Reserves 4,785 4,922
Accumulated losses (185,611) (176,181)
------------------------- ------------
Equity attributable to owners of
the parent 31,500 41,067
Total Equity 31,500 41,067
========================= ============
5. Consolidated statement of changes in equity
Foreign
Currency Equity-settled Attributable Non
Issued Translation benefits Accumulated to owners controlling
Capital Reserve Reserve Losses of the parent Interest Total
$'000 $'000 $'000 $'000 $'000 $'000 $'000
Balance at 1
January 2020 212,326 879 4,043 (176,181) 41,067 - 41,067
--------- ------------- --------------- ------------ --------------- -------------- ---------
Loss for the
year - - - (9,430) (9,430) - (9,282)
Exchange
differences
arising on
translation
of foreign
operations - (270) - - (270) - (270)
--------- ------------- --------------- ------------ --------------- -------------- ---------
Total
comprehensive
income/(loss)
for the period - (270) - (9,430) (9,700) - (9,700)
--------- ------------- --------------- ------------ --------------- -------------- ---------
Equity settled
payments - - 133 - 133 - 133
--------- ------------- --------------- ------------ --------------- -------------- ---------
Balance at 31
December 2020 212,326 609 4,176 (185,611) 31,500 - 31,500
--------- ------------- --------------- ------------ --------------- -------------- ---------
Balance at 1
January 2019 212,326 1,905 3,748 (162,991) 54,988 120 55,108
--------- ------------- --------------- ------------ --------------- -------------- ---------
Loss for the
year - - - (13,190) (13,190) - (13,190)
Exchange
differences
arising on
translation
of foreign
operations - (135) - - (135) - (135)
Transfer from
foreign
exchange
reserve on
disposal
of subsidiary - (891) - - (891) - (891)
--------- ------------- --------------- ------------ --------------- -------------- ---------
Total
comprehensive
income/(loss)
for the year - (1,026) - (13,190) (14,216) - (14,216)
Derecognition
of
Non-Controlling
Interest on
disposal - - - - (120) (120)
Equity settled
payments - - 295 - 295 - 295
--------- ------------- --------------- ------------ --------------- -------------- ---------
Balance at 31
December 2019 212,326 879 4,043 (176,181) 41,067 - 41,067
--------- ------------- --------------- ------------ --------------- -------------- ---------
6. Consolidated statement of cash flows
Year Ended Year Ended
31 December 31 December
2020 2019
$'000 $'000
------------- -------------
Continuing and Discontinued Operations
Cash Flows from Operating Activities
Receipts from customers - 7,198
Payments to suppliers and employees (2,017) (10,705)
Tax (paid)/ refund - (1,316)
Net cash used in operating activities (2,017) (4,823)
------------- -------------
Cash Flows from Investing Activities
Investment in HomeSend joint venture
Company (6,090) (6,480)
Payment for property, plant and
equipment - (78)
Cash flow from disposal of subsidiaries,
net of cash disposed - 1,485
Repayment by/ advances to HomeSend
joint venture Company 4,125 (4,239)
Software development costs - (1,367)
------------- -------------
Net cash used in investing activities (1,965) (10,679)
------------- -------------
Cash Flows from Financing Activities
Payment of dividends - -
Net cash used in financing activities - -
------------- -------------
Net Decrease in Cash and Cash Equivalents (3,982) (15,502)
Cash at the beginning of the period 11,636 27,451
Effects of exchange rate changes
on the balance of cash held in foreign
currencies 360 (313)
------------- -------------
Cash and Cash Equivalents at the
end of the period 8,014 11,636
============= =============
7. Dividends
No dividend has been declared in respect of this year (2019:
Nil).
8. Investment in Associate
Details of the material investment in associates at the end of
the reporting period are as follows:
Name of Principal activity Place of incorporation Proportion of ownership interest
associate and principal and voting rights held by
place of business the Group
31 December 31 December
2020 2019
---------------------------- ------------------------ ----------------- ----------------
HomeSend Provision of international
SRCL (i) mobile money services Brussels, Belgium 35.68% 35.68%
---------------------------- ------------------------ ----------------- ----------------
(i) HomeSend SCRL was formed on 3 April 2014. The directors have
determined that the Group exercises significant influence over
HomeSend SCRL by virtue of its 35.68% voting power in shareholders
meetings and its contractual right to appoint two out of six
directors to the board of directors of that company. The associate
is accounted for using the equity method.
(ii) Reconciliation of the carrying amount of the investment in
associate:
31 Dec 2020 31 Dec 2019
$`000 $`000
------------- -------------
Opening balance 25,463 25,791
Investment in associate 6,090 6,480
Share of current period loss of
the associate (7,779) (6,596)
Effects of foreign currency exchange
movements (188) (212)
-------------------------------------- ------------- -------------
Closing balance 23,586 25,463
-------------------------------------- ------------- -------------
9. Other Financial Asset
Consolidated
31 December 2020 31 December
2019
$'000 $'000
Advances to Homesend SCRL (i) - 4,239
(i) During the 2019 financial year, the Company entered into a
loan facility agreement with HomeSend SCRL for the sole permitted
purpose of funding the pre- payment timing gaps in HomeSend's
settlement model (the "Facility"). Mastercard had entered into a
similar loan facility agreement with HomeSend SCRL. The Facility
was for a total of $31.16 million (EUR20 million) between the
Company and Mastercard with the Company providing approximately
$11.57 million (EUR7.1 million) in proportion to its shareholding
in HomeSend SCRL.
The Facility was a revolving credit line providing HomeSend the
ability to draw and re-draw the funds as required, with an
obligation to return amounts drawn if not required, based on
HomeSend's forecasts. The Facility was unsecured, and interest was
payable quarterly at 1.916% per annum on the amount drawn. There
was no establishment or commitment fee.
The Facility was fully repaid on 12 August 2020.
10. Contingent Liabilities
I. Notices of Potential Claim
In July 2019, Wameja Limited ("Wameja" or the "Company") sold
all the issued capital of eServGlobal Holdings SAS and its
subsidiaries ("eServGlobal") to Seamless Distribution Systems AB
("Seamless"). The sale comprised the effective sale of Wameja's
operating business. The sale and purchase agreement ("SPA")
included an indemnity under which Wameja agreed to indemnify and
hold Seamless harmless against any direct loss, damage or liability
related to the lack of renewed licences for eServGlobal's use of a
specific third party's intellectual property ("the Indemnity"). The
third party is the provider of software embedded in all deployments
of eServGlobal's "Paymobile" platform, eServGlobal's primary
product.
At the end of September 2020, Wameja received a notification of
potential claim under the Indemnity from Seamless regarding an
issue that had arisen between Botswana Telecommunications ("BTC")
(an eServGlobal customer) and the third-party software supplier.
Seamless subsequently issued another notice with their estimation
of the exposure under the Indemnity across BTC and other
eServGlobal clients.
An audit by the third-party software supplier of their
intellectual property embedded in the Paymobile platform utilised
by BTC commenced subsequent to year end. Based on the directors'
assessment, the potential for a legitimate material claim under the
indemnity in the SPA is very low and the directors expect that the
current audit, once completed, will support the Company's
assessment.
At the date of this preliminary financial report, the directors
consider there to be no present obligation or material exposure
under the Indemnity on the basis that:
-- there has been no claim by the third-party software supplier
against eServGlobal or Seamless arising from the non - renewal of
licences, or any other matter, and
-- Seamless has not particularised the basis upon which it
believes that there is a potential claim under the Indemnity.
No provision has been recognised in the financial statements as
at 31 December 2020.
II. Warranty claim
On 3 July 2020, the company received notification of a purported
warranty claim from Seamless in relation to a French employee of
eServGlobal SAS whose employment was terminated subsequent to
completion of the sale of eServGlobal Holdings SAS to Seamless. The
notification sought to claim EUR519,967 ($843,007) under the
warranties contained within the SPA, being the amount including
taxes, that the employee was seeking from eServGlobal SAS for
compensation for loss of employment.
The directors have assessed and considered the purported
warranty claim to be without merit and have advised Seamless as
such, and rejected the suggestion that the liability to the
employee is subject to the warranties in the SPA.
At the date of this preliminary financial report, there has been
no further correspondence from Seamless on this matter and the
directors maintain their position that the purported warranty claim
is without merit.
11. Subsequent Events
The impact of the Coronavirus (COVID 19) pandemic is ongoing and
while COVID -- 19 has been financially neutral for the Group up to
31 December 2020, it is not practicable to estimate the extent of
the potential impact, positive or negative, after the reporting
date. The situation is rapidly developing and is dependent on
measures imposed by the governments and authorities around the
world, such as maintaining social distancing requirements,
quarantine, travel restrictions and any economic stimulus that may
be provided.
Based on the information available to the directors as at the
date of this preliminary final report, there are no significant
factors identified which would impact on the carrying value of the
Group's investment in associate due to COVID-19. However, the
directors consider that prolonged general economic impacts arising
from COVID-19 may have a negative impact on the operations of the
Group's associate. This in turn may impact the recoverability of
the Group's carrying value of the investment in associate going
forward.
No other matter or circumstance has occurred subsequent to year
end that has significantly affected, or may significantly affect,
the operations of the Company, the results of those operations or
the state of affairs of the entity in subsequent financial
years.
12. Commentary on Results for the Period
Refer to the explanation of results in Section 2
13. Accounts
This report is based on accounts which are in the process of
being audited.
Director
Print name: John Conoley Date: 26 February 2021
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
FR PPUWPPUPGURQ
(END) Dow Jones Newswires
February 26, 2021 03:40 ET (08:40 GMT)
Wameja (LSE:WJA)
過去 株価チャート
から 11 2024 まで 12 2024
Wameja (LSE:WJA)
過去 株価チャート
から 12 2023 まで 12 2024
