Download - SSL VENTURE CAPITAL JAMAICA LTD UNAUDITED ......Page 2 Unaudited Unaudited Unaudited Unaudited Audited Quarter Quarter Nine Months Nine Months 31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19

SSL VENTURE CAPITAL JAMAICA LTD

UNAUDITED FINANCIAL STATEMENTS

NINE MONTHS ENDING 31ST MARCH 2020

REPORT TO OUR STOCKHOLDERS

FOR THE THIRD QUARTER ENDING MARCH 2020

SSL Venture Capital Group comprises two active portfolio companies and one inactive company

for the nine months ending March 2020. Blue Dot, (Data Analytics Segment) with a stake of

50%, Bar Central Limited (Distribution Segment) with a stake of 75% and Muse 360 (Marketing

Segment) with a stake of 51% respectively.

For the nine months ending March 2020, the group incurred losses totalling $71.78M which were

primarily caused by the decline in Revenues from both the Distribution and Marketing Segments.

REVENUES

For the period ending March 2020, the Group generated revenues of $112M when compared to

$342M for the nine months ending March 2019, a decline of 67%, year over year. A drastic

decline in revenue from Bar Central Jamaica Ltd (BCL) and Muse 360 Integrated Limited (Muse)

accounted for the shortfall. BlueDot Data Intelligence, however, recorded an increase in revenues

for the period.

BCL’s year over year revenue decreased by $193M, primarily due to management and working

capital issues. Muse’s year over year revenue fell by $42M, with the company being mothballed

since August 2019 following the resignation of the former CEO and the entire staff. We are

evaluating the way forward for this company.

EXPENSES

Administrative & Operational Expenses year to date for the group were $106M. We incurred

finance costs and other related expense of $11M bringing overall expenses to $117M, a $30M

reduction compared with the prior year’s figure of $147M. The expenses even though lower than

prior year, remains high mainly due to approximately $45M in costs incurred during the second

quarter of 2019 to resolve governance and financial management issues to allow for the lifting

of the suspension of the company shares and for trading to resume on the Jamaica Stock

Exchange. The Group will continue to monitor the expense line to reduce and maximize

efficiencies across the group wherever possible.

STATEMENT OF FINANCIAL POSITION

The group ended the quarter with negative equity of $117M which was primarily due to losses

incurred to date. The company received funding from its Parent company to provide working

capital support during the period. The Parent company will continue to provide funding to the

company as needed until new external funding can be sourced.

NEW DEVELOPMENTS

On March 27, 2020, SSL Venture Capital Jamaica Limited (SSLVC) entered into an agreement

with the Founder and CEO of Blue Dot to sell its 50% stake in the company. The Board and

Executive Management of SSLVC considers this sale a strategic decision which is aligned with

the new direction of the group and the plans to improve shareholder value by re-aligning the

business for greater efficiency, management, and profitability. The full impact of the Blue Dot

sale has been accounted for in the quarter ending March 2020.

Bar Central Limited (BCL) was also restructured during the period under review and a new

management team was hired with Mr. Nigel Bair as General Manager and Mr. Nicholas McDavid

as Sales, Marketing and Promotions Manager. Both individuals are very experienced in the

beverage and liquor distribution business and the FMCG sector.

OUTLOOK

In 2019, the brand of SSLVC took a heavy beating when the stock was suspended from trading.

A robust marketing and PR strategy were developed to reposition the brand and align it with a

new direction focusing on the new team and new strategic direction. The board has approved a

name change for the company and will be requesting approval of the new name by the

shareholders at the next AGM.

The company has not yet set the date for the AGM due to the restrictions placed on the number

of persons that can gather in one place. A date for the Meeting when finalized by the board will

be communicated to shareholders as soon as possible.

New opportunities are being evaluated on an ongoing basis, and where there is an alignment of

goals and objectives, management will only consider those opportunities that will accrue real

tangible benefits to the group from which shareholder value can be unlocked. In keeping with

these objectives, it is managements intension to raise additional proprietary capital to invest in

these opportunities as they arise.

COVID-19

COVID-19 has negatively impacted performance for the remainder of the year especially in the

distribution segment. Our strategy is therefore focused on assessment, containment, risk

management, divestment, social distancing, remote operations and use of technology in no

preferred order. With the recently completed alignment and repositioning of the group, it is

expected that the full impact of the COVID-19 pandemic will smooth out over time and that the

group will come out on the other side, a much stronger and stable organization.

SSL Ventures would like to thank our Directors, Shareholders, Portfolio CEO’s, Stakeholders,

and everyone who continue to make SSL Venture’s mandate to “Fund, Grow and Lead

Jamaica” a reality.

__________________________

Zachary Harding Jeffrey Cobham

CEO Chairman

PAGE (S)

CONSOLIDATED STATEMENT OF FINANCIAL POSITION 1

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 2

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 3

CONSOLIDATED STATEMENT OF CASH FLOW 4

COMPANY STATEMENT OF FINANCIAL POSITION 5

COMPANY STATEMENT OF COMPREHENSIVE INCOME 6

COMPANY STATEMENT OF CHANGES IN EQUITY 7

COMPANY STATEMENT OF CASH FLOW 8

NOTES TO THE FINANCIAL STATEMENTS 9 - 22

TABLE OF CONTENTS


UNAUDITED FINANCIAL STATEMENTS


Unaudited Unaudited Unaudited Unaudited Audited

Quarter Quarter Nine Months Nine Months

31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 30-Jun-19

$ $ $ $ $

Notes

Revenues 15 16,720,282 93,596,270 112,022,436 341,764,394 332,267,569

Cost of Sales (15,617,161) (85,799,082) (100,905,614) (313,424,986) (275,867,539)

Gross Profit 1,103,121 7,797,188 11,116,822 28,339,408 56,400,030

Other Income 16 34,136,042 532,841 34,487,692 36,049,741 20,100,728

Administrative expense 18 (26,215,087) (43,929,484) (105,919,537) (145,779,923) (148,886,519)

Operating Profit/Loss 9,024,076 (35,599,455) (60,315,023) (81,390,774) (72,385,761)

Finance Costs, net (4,455,044) (11,570) (11,469,872) (1,135,918) (4,502,996)

Profit/Loss before taxation 4,569,032 (35,611,025) (71,784,895) (82,526,692) (76,888,757)

Taxation (1,523,011) 11,870,342 23,928,298 27,508,897 31,293,869

Profit/(Loss) from continuing operations 3,046,021 (23,740,683) (47,856,597) (55,017,795) (45,594,888)

Loss on discontinued operation, net of tax 17 (8,385,492) - (8,385,492) - -

Net Loss (5,339,471) (23,740,683) (56,242,089) (55,017,795) (45,594,888)

Net loss Attributable to:

Stockholders of the Company (4,222,716) (16,678,953) (49,267,382) (43,390,236) (35,958,783)

Non-Controlling interest (1,116,755) (7,061,731) (6,974,707) (11,627,559) (9,636,105)

Loss per Stock Unit 19 (0.01) (0.06) (0.14) (0.14) (0.11)


UNAUDITED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME


Number of Shares Share Capital Preference

Shares Capital ReserveAccumulated

(deficit)/profits Total

$ $ $ $ $ $ $

Unaudited Balances as at 30 June 2018 1,000,000,000 111,880,297 - - (144,041,434) (32,161,137) - (32,161,137)

IFRS Adjustment - - - (602,189) (602,189) (200,728) (802,917)

Preference shares - - 26,899,058 - - 26,899,058 - 26,899,058

Net Profit/(Loss) - - - - (43,390,236) (43,390,236) (11,627,559) (55,017,795)

Unaudited Balances as at 31st March 2019 1,000,000,000 111,880,297 26,899,058 - (188,033,859) (49,254,504) (11,828,287) (61,082,791)

Audited Balances as at 30 June 2019 1,000,000,000 111,880,297 - 294,881 (180,602,406) (68,427,228) (19,779,173) (88,206,401)

Non-controlling interest arising on disposal of discontinued operations - - - - 4,496,038 4,496,038

Total Comprehensive profits/(losses) - - - - (49,267,382) (49,267,382) (6,974,707) (56,242,089)

Non-controlling interest arising on disposal of discontinued operations 2,242,941 2,242,941

Unaudited Balances as at 31st March 2020 1,000,000,000 111,880,297 - 294,881 (229,869,788) (117,694,610) (20,014,901) (137,709,511)

-

-

- -

0

Page 3

Non- Controlling Interest Total Equity


UNAUDITED CONSOLIDATED STATEMENT OF CHANGES TO SHAREHOLDERS EQUITY


Unaudited Unaudited Audited

31-Mar-20 31-Mar-19 30-Jun-19

Cash flow from operating activities: $ $ $

Profit/(loss) for the period/year (71,784,895) (82,526,692) (76,888,757)

Adjustment for:

Depreciation & Amortisation 4,118,841 2,377,964 4,055,170

Bad Debt 164,742 3,676,627 654,885

Unrealised foreign exchange losses 374,793 156,365 554,543

Loss on sale of discontinued operations, net of tax 8,385,492 - -

Loss on Disposal of plant and equipment - - 1,646,600

Interest expense 11,469,872 1,135,918 3,214,007

Interest income (2,704) (6,963) (178,451)

Income tax credit (23,928,298) (27,508,897) (31,293,869)

Operating cash flows before movements in working capital (71,202,158) (102,695,678) (98,235,872)

Changes in working capital:

Accounts receivable (41,398,118) (65,672,806) 8,907,515

Accounts Payables (17,066,766) 116,813,427 40,477,372

Directors Account - - -

Inventories 2,475,773 (17,828,439) (3,583,618)

Cash provided/(used) by operations (127,191,269) (69,383,496) (52,434,603)

Taxes paid - (1,064,580)

Interest paid (11,469,872) (1,135,918) (3,214,007)

Interest received 2,704 6,963 178,451

Net cash provided/(used) by operating activities (138,658,437) (70,512,451) (56,534,739)

Investing Activities

Purchase of property, plant and equipment (2,222,801) (9,472,726) (7,773,165)

Acquisition of subsidiaries - (115,464,982) (88,705,888)

Disposal of discontinued operation, net of cash disposed of 34,717,465 - -

Purchase of Intangibles (184,781) - (3,138,298)

Investments - (807,917) -

Proceeds from disposal of plant and equipment - - 1,330,000

32,309,883 (125,745,625) (98,287,351)

Financing Activities

Directors' loans repayment - (4,691,110) (5,589,685)

Grant Received 53,798,116 -

Related companies, net 81,318,066 109,741,670 148,794,752

Short term loans, net (18,746,524) 22,188,160 20,696,119

Loans payables, net 24,670,318 25,000,000 9,965,358

87,241,861 206,036,836 173,866,544

NET INCREASE/(DECREASE) IN CASH AND BANK BALANCES (19,106,693) 9,778,760 19,044,454

Effects of changes in exchange rates on cash and cash equivalents (402,197) - -

CASH AND BANK BALANCES AT BEGINNING OF PERIOD/YEAR 19,077,964 1,068,170 33,511

CASH AND BANK BALANCES AT THE END OF PERIOD/YEAR (430,927) 10,846,930 19,077,964

Cash at Bank (Note 9) 2,817,009 41,153,939 21,055,955 Bank Overdraft (Note 14) (3,247,936) (30,307,009) (1,977,991) Represented by Cash & Bank (430,927) 10,846,930 19,077,964


UNAUDITED CONSOLIDATED STATEMENT OF CASH FLOW


Unaudited Unaudited Unaudited Unaudited Audited

Quarter Quarter Nine Months Nine Months

31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19 30-Jun-19

$ $ $ $ $

Notes

Revenues 15 220,035 1,963,924 1,891,256 7,248,765 9,889,432

Cost of Sales - - - - -

Gross Profit 220,035 1,963,924 1,891,256 7,248,765 9,889,432

Other Income 16 16,987,547 - 16,989,710 8,843,678 10,453,660

Administrative expense 18 (8,221,449) (8,994,850) (47,327,566) (33,523,548) (46,172,146)

Operating Profit/Loss 8,986,133 (7,030,926) (28,446,600) (17,431,106) (25,829,054)

Finance Costs, net (3,261,922) - (8,261,885) (359,455) (1,323,663)

Profit/Loss before taxation 5,724,210 (7,030,926) (36,708,484) (17,790,561) (27,152,717)

Taxation (1,908,070) 2,343,642 12,236,161 5,930,187 3,778,713

Profit/(Loss) from continuing operations 3,816,140 (4,687,284) (24,472,323) (11,860,374) (23,374,004)

Loss on discontinued operation, net of tax 17 (9,297,570) - (9,297,570) - -

Net Loss (5,481,430) (4,687,284) (33,769,893) (11,860,374) (23,374,004)


UNAUDITED COMPANY STATEMENT OF COMPREHENSIVE INCOME


Number of Shares Share Capital

Preference Shares

Accumulated profit/(deficit ) Total

$ $ $ $

Unaudited Balances as at 30 June 2018 111,880,297 111,880,297 - (144,041,434) (32,161,137)

Adjustments - - - - -

During period adjustments - - - 2,674,007 2,674,007

Net Profit/(Loss) - - - (11,860,374) (11,860,374) Unaudited Balances as at 31st March 2019 111,880,297 111,880,297 - (153,227,801) (41,347,504)

Audited Balances as at 30 June 2019 111,880,297 111,880,297 - (167,415,438) (55,535,141)

Total Comprehensive loss - - - (33,769,893) (33,769,893)

Adjustment - - - 99 99

Unaudited Balances as at 31st March 2020 111,880,297 111,880,297 - (201,185,232) (89,304,935)

Page 7SSL VENTURE CAPITAL JAMAICA LTD

UNAUDITED COMPANY STATEMENT OF CHANGES TO SHAREHOLDERS EQUITYNINE MONTHS ENDING 31ST MARCH 2020

Unaudited Unaudited Audited

31-Mar-20 31-Mar-19 30-Jun-19

Cash flow from operating activities: $ $ $

Profit/(loss) for the period/year (33,769,893) (11,860,374) (23,374,004)

Adjustment for:

Depreciation and amortization 190,261 36,475 78,766

Unrealised foreign exchange losses 100 (171,100) -

Loss on sale of discontinued operations, net of tax 9,297,570 - -

Interest expense 8,261,885 359,455 1,121,452

Interest income (2,163) (16,268) (100,872)

Income tax credit (12,236,161) (5,930,187) (3,778,713)

Operating cash flows before movements in working capital (28,258,403) (11,651,812) (22,274,658)

Changes in working capital:

Accounts receivable (36,007,977) (1,614,666) (2,827,327)

Related companies, net - - -

Accounts Payables (12,880,828) (8,564,827) 61,694

Cash provided/(used) by operations (77,147,208) (21,831,305) (25,040,291)

Taxes paid - (1,967,555) (1,287,001)

Interest paid (8,261,885) (359,455) (1,121,452)

Interest received 2,163 16,268 100,872

Net cash provided/(used) by operating activities (85,406,929) (24,142,047) (27,347,872)

Investing Activities

Acquisition of subsidiaries 0 (86,070,182) (86,070,182)

Disposal of discontinued operation, net of cash disposed of 44,407,035 - -

Purchase of Software - - (102,000)

Purchase of Equipment/Assets (657,825) (568,478) (891,637)

43,749,210 (86,638,660) (87,063,819)

Financing Activities

Directors' loans repayment - (304,987) -

Preference Shares/ Related Adjustments - - -

Related companies, net 32,471,413 108,634,701 104,405,590

Loans payables, net (3,483,704) 25,159,260 24,799,119

28,987,709 133,488,974 129,204,709

NET INCREASE/(DECREASE) IN CASH AND BANK BALANCES (12,670,009) 22,708,267 14,793,018

Effects of changes in exchange rates on cash and cash equivalents - (122,087) -

CASH AND BANK BALANCES AT BEGINNING OF PERIOD/YEAR 14,826,529 1,068,170 33,512

CASH AND BANK BALANCES AT THE END OF PERIOD/YEAR 2,156,519 23,654,350 14,826,529

Represented by Cash & Bank 2,156,519 23,654,350 14,826,529


UNAUDITED COMPANY STATEMENT OF CASH FLOW


1. IDENTIFICATION AND PRINCIPAL ACTIVITIES

The company’s subsidiaries, together with the company are referred to as “the group”; the subsidiaries are as follows:

Date of Acquisition

Jul 2, 2018

August 7, 2018

July 20, 2018

All of the company's subsidiaries are incorporated and domiciled in Jamaica

2. SIGNIFICANT ACCOUNTING POLICIES

SSL VENTURE CAPITAL JAMAICA LTDUNAUDITED NOTES TO THE FINANCIAL STATEMENT


The consolidated financial statements include the financial statements for the company and its subsidiaries. The financial statements are presented in Jamaican dollars, which is the functional currency.

The company was incorporated under the Companies Act of Jamaica on 24 November 2011. The registered office of thecompany is located at Unit 15, Barbican Centre, 88 Barbican Road Kingston 6.

On July 1, 2018, the shareholders of Stocks and Securities Limited entered into a rescue plan to acquire the majority sharesin C2W Music Limited in an effort to rescue the company from financial failure. The rescue of C2W Music Limited wasapproved by the Jamaica Stock Exchange and the Financial Services Commission. The business model of the company was changed to specializing in investing in equity of companies that show greatpotential through sale to private parties. The company’s income thereafter, consists mainly of management fees earned fromits affiliated companies. Effective August 8, 2018, C2W Music Limited’s name was legally changed to SSL Venture Capital Jamaica Limited (“SSLVentures”). The Company is listed as a member of the Junior Market of the Jamaica Stock Exchange.

Principal Activities

Distribution and provision of branding services

Blue Dot Data Intelligence Ltd.

Subsidiaries

Bar Central Ltd.

Proportion of issued share capital held by company

75%

50%

Muse 360 Integrated Ltd.

Marketing and commercial solutions

Marketing and commercial solutions 51%

Basis of preparation

The interim financial report is to be read in conjunction with the audited financial statements for the year ended June 30, 2019. The explanatory notes attached to the interim financial statements provide an explanation of events and transactions that are significant to an understanding of the changes in the financial position and performance of the Company since the financial year ended June 30, 2019.

Please refer to Note 17, SSLVC on 27th March 2020 sold 50% stake in Blue Dot Data Intelligence Limited.

2

The principal accounting policies are set out below:

(a) Property and equipment

(c) InventoriesInventories are stated at the lower of cost and net realisable value, cost being determined on a first in firstout basis. Net Realisable value is the estimate of the selling price in the ordinary course of the business,less selling expenses.

SIGNIFICANT ACCOUNTING POLICIES

Owned Assets: Items of plant and equipment are stated at cost or deemed cost less accumulateddepreciation and impairment losses. Cost includes expenditures that are directly attributable to theacquisition of the assets. The cost of self-constructed assets includes the cost of materials, direct labourand related costs to put the asset into service.

Depreciation are atated as cost less accumulated depreciation and impairment losses (see below).Depreciation is calculated on a straight line basis at rates to write-off carrying values of the assets overtheir period of expected useful lives. The annual depreciation rates are as follows:



(b) Intangible assets

Intangible assets represent purchased computer software not integral to computer hardware, with finiteuseful lives that are acquired separately and are carried at cost less accumulated amortisation andaccumulated impairment losses. Amortisation is recognised on a straight-line basis over their estimateduseful life of three years.

Gains and losses on disposal are determined by comparing proceeds with the comparing proceeds withthe carrying amount and are included in the statement of comprehensive income. Repairs andMaintenances are charged to the statement of comprehensive income during the financial period in which they are incurred.

Camera equipment - 10%; Computer Equipment 25%; Furniture - 10%; Leasehold improvements - 10%; Motor Vehicles - 20% & Office Equipment- 10%

2

Interest income

SIGNIFICANT ACCOUNTING POLICIES (CONT'D)

UNAUDITED NOTES TO THE FINANCIAL STATEMENTNINE MONTHS ENDING 31ST MARCH 2020

Receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective interest method, lessloss allowance. For trade receivables impairment provisions, the group and company applies the simplified approach permitted byIFRS 9, which requires expected lifetime losses to be recognised from initial recognition of the receivables. To measure expectedcredit losses on a collective basis, trade recevables are grouped based on similar credit risk and ageing.


Payables including provisions are stated at their nominal value.

(e) Receivables

(f) Payables

Cash comprises cash in hand and deposits with bank.(d) Cash and bank balances

(g) Revenue recognition

Interest income is recognised when it is probable that the economic benefits will flow to the Company and the amount of revenue canbe measured reliably. Interest income is accrued on a time basis, by reference to the principal outstanding and at the effective interestrate applicable, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset tothat asset's net carrying he financial asset to that asset's net carrying amount on initial recognition.

Revenue is measured at the fair value of the consideration received or receivable and represents amounts for services provided in thenormal course of business, net of discounts.

2

(i)

(ii)(iii)(iv)

(v)

(vi)

(vii)

Related party transactions and balances are recognised and disclosed in the financialstatements.

Transactions with related parties are recorded in accordance with the normal policiesof the Company at transaction dates

(i) Foreign currencies

Foreign currency transactions are accounted for at the exchange rate prevailing at thedates of the transactions. Monetary assets and liabilities that are denominated inforeign currencies are translated into Jamaican dollars at the exchange rate prevailingat the statement of financial position date; that is in the case of each currency, the Bank of Jamaica weighted average buying and selling rates at that date. Gains or lossesarising from fluctuations in the exchange rates are reflected in the statement ofcomprehensive income.

the party is an entity that is controlled, jointly controlled or significantlyinfluenced by, or for which significant voting power in such entity resideswith, directly or indirectly, any individual referred to in (iv) or (v); or

the party is a post-employment benefit plan for the benefit of employees of theCompany, or of any entity that is a related party of the Company.

A party is related to the Company if:



SIGNIFICANT ACCOUNTING POLICIES (h) Related parties

directly, or indirectly through one or more intermediaries, the party,controls, is controlled by, or is under common control with, the Company (this includesparent, subsidiaries and fellow subsidiaries);has an interest in the entity thatgives it significant influence over the group; or has joint control over thegroup;the party is an associate of the Company;the party is a joint venture in which the Company is a venturer;the party is a member of the key management personnel of the Company or its the party is a close member of the family of any individual referred to in (i) or(iv);

2

3

Management is of the opinion that there were no critical assumptions concerning the future that have asignificant risk of causing a material adjustment to the carrying amounts of assets and liabilities withinthe next financial year.

CRITICAL ACCOUNTING JUDGEMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY

In the application of the Company's accounting policies, management is required to make judgements,estimates and assumptions about the carrying amounts of assets and liabilities that are not readilyapparent from other sources. The estimates and associated assumptions are based on historicalexperience and other factors that are considered to be relevant. Actual results may differ from theseestimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions toaccounting estimates are recognised in the period in which the estimate is revised if the revision affectsonly that period, or in the period of the revision and future periods if the revision affects both currentand future periods.Critical judgements in applying the Company's accounting policies

Management believe there were no judgements made in the process of applying the Company'saccounting policies that had a significant effect on the amounts recognised in the financial statements.Key sources of estimation uncertainty



SIGNIFICANT ACCOUNTING POLICIES (CONT'D)(j) Financial instruments

Financial assets and financial liabilities are recognised when an entity becomes a party to the contractualprovisions of the instrument.

Financial assets and financial liabilities are initially measured at fair value. Transaction costs that aredirectly attributable to the acquisition or issue of financial assets and financial liabilities (other thanfinancial 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 fairvalue through profit or loss are recognised immediately in the statement of comprehensive income

(k) TaxationTaxation on the profit or loss for the year comprises current and deferredtax. Current and deferredtaxesare recognizedas income tax expense or benefit in the statement of comprehensive income except, wherethey relate to items recorded in shareholders' equity, they are also charged or credited to shareholders'equity.(i) Current taxation - is the expected taxation payable on the taxable income for the year using the taxrates enacted at the statement of financial position date and any adjustment to tax payable and tax lossesin respect of previous years.(ii) Deferred Income taxes - are recognised for temporary differences between the carrying amounts ofassets and liabilities and their amounts as measured for tax purposes, which will result in taxableamounts in future periods. Deferred tax assets and liabilities are measured at the tax rates that areexpected to apply in the period in which the asset will be realised or the liability will be settled basedon enacted rates.

4. PROPERTY AND EQUIPMENT The Group

Computer Equipment

Furniture & Fixtures

Office Equipment Motor Vehicle

Leasehold Improvements Total

$ $ $ $ $At CostAt June 30, 2019 8,861,115 1,188,792 1,202,378 11,075,606 1,584,285 23,912,176 Opening Adjustment 703,909 601,469 (386,101) 2,016,148 2,935,425 Addition/Disposal (44,109) 1,568,416 142,101 751,093 2,417,501 Eliminated Addition from Discontinued Operations (194,700) (194,700) Eliminated Assets from Discontinued Operations (2,550,248) (114,423) (1,696,285) (4,360,956) Write-off (1,897,022) (1,897,022) Reclass 132,808 - (132,808) - - - At March 31, 2020 5,206,453 3,358,676 516,447 13,091,754 639,092 22,812,424

Accumulated depreciationAt June 30, 2019 2,982,928 219,537 267,196 1,874,201 68,440 5,412,302 Adjustment 705,431 279,314 (257,573) 2,020,815 2,747,987 Opening Balance Adjustment/ Charge for period 1,084,652 254,774 178,106 1,959,096 139,372 3,616,000 Eliminated Depreciation from discontinued operation (843,420) (21,603) (188,536) (1,053,558)

Write-off (1,897,022) - - - - (1,897,022)

At March 31, 2020 2,032,569 753,625 166,126 5,854,112 19,276 8,825,708

Net Book ValueAt March 31, 2020 3,173,885 2,605,051 350,321 7,237,642 619,816 13,986,715At June 30, 2019 5,878,187 969,255 935,182 9,201,405 1,515,845 18,499,874

The following useful lives are used in the calculation of depreciation

Computer Equipment 25%Office equipment 10%Digital equipment 10%Leasehold Improvements 10%Motor Vehicles 20%Furniture & Fixtures 10%



4. PROPERTY AND EQUIPMENT (CONT'D)The Company

Computer Equipment

Camera Equipment

Office Equipment

Leasehold Improvements Total

$ $ $ $ $At CostAt June 30, 2019 2,202,703 144,315 685,931 - 3,032,949 Write-off (1,897,022) (1,897,022) Addition - 390,865 266,960 657,825 Disposals 132,808 - (132,808) - At March 31, 2020 438,489 144,315 943,988 266,960 1,793,752

Accumulated depreciationAt June 30, 2019 1,922,748 144,314 107,376 - 2,174,438 Write-off (1,897,022) (1,897,022) Charge for the period 90,732 54,834 19,276 164,842 Relieved on disposal - - At March 31, 2020 116,458 144,314 162,210 19,276 442,258

Net Book ValueAt March 31, 2020 322,031 1 781,778 247,684 1,351,493At June 30, 2019 279,955 1 578,555 0 858,511

The following useful lives are used in the calculation of depreciation

Computer Equipment 25%Office equipment 10%Digital equipment 10%Leasehold Improvements 10%Furniture & Fixtures 10%



5. INTANGIBLE ASSETSThe Group

Unaudited Unaudited Audited31-Mar-20 31-Mar-19 30-Jun-19

Cost $ $ $1 July 2020/2019/2018 5,502,076 5,112,377 2,302,184 Eliminated from Discontinued Operations (3,282,673) - - Additions/(Disposals) 184,781 - 3,199,892 Balance at end of Period 2,404,184 5,112,377 5,502,076

Amortisation1 July 2020/2019/2018 2,856,597 2,302,054 2,302,054 Eliminated from Discontinued Operations (1,213,795) - Charge for the period 690,279 (147,775) 554,543 Balance at end of Period 2,333,081 2,154,279 2,856,597

Net Book ValueAt March 31, 2020/2019 71,103 2,958,098 2,645,479 At June 30, 2019/2018 2,645,479 2,810,323 130

Amortization of the computer software is based on an estimated useful life of 3 years The Company


Cost $ $ $1 July 2020/2019/2018 2,404,184 2,302,184 2,302,184 Additions/(Disposals) - - 102,000 Balance at end of Period 2,404,184 2,302,184 2,404,184

Amortisation1 July 2020/2019/2018 2,307,664 2,296,444 2,302,054 Charge for the period 25,417 5,610 5,610 Balance at end of Period 2,333,081 2,302,054 2,307,664

Net Book ValueAt March 31, 2020/2019 71,103 130 96,520 At June 30, 2019/2018 96,520 5,740 130



6. GOODWILL

Muse 360 Bar Central Blue Dot Data TotalIntegrated Ltd. Limited Limited

$ $ $ $

Goodwill at 30 June 2019 24,106,398 29,706,259 58,200,642 112,013,299

Goodwill on disposal of Discontinued Operations 58,200,642- 58,200,642-

24,106,398 29,706,259 - 53,812,657

Muse 360 Bar Central Blue Dot DataIntegrated Ltd. Limited Limited

$ $ $As at 31 March 2020

Revenue 8,035,055 52,242,958 70,610,521

(Loss)/Profit (1,469,923) (25,509,547) (6,728,822)

Net Cash Inflow on disposal of discontinued operation

31-Mar-20

$

Total Consideration 39,758,250

Less: Cash and Cash equivalents at disposal of discontinued operations (5,040,785)Less: Other Costs -

34,717,465


UNAUDITED NOTES TO THE FINANCIAL STATEMENT


7. INVENTORIESUnaudited Unaudited Audited

31-Mar-20 31-Mar-19 30-Jun-19$ $ $

Liquor 4,011,288 9,465,445 4,880,287

Beverage 171,641 5,279,531 1,718,950

Other 48,374 3,083,463 107,839

4,231,303 17,828,439 6,707,076

8. RECEIVABLESUnaudited Unaudited Audited31-Mar-20 31-Mar-19 30-Jun-19

$ $ $

Trade 14,489,730 63,100,510 20,299,537

Other 45,608,239 2,572,296 3,164,040

60,097,969 65,672,806 23,463,577

9. CASH AND BANK BALANCES Unaudited Unaudited Audited31-Mar-20 31-Mar-19 30-Jun-19

$ $ $Cash in hand & Bank 2,817,009 41,153,939 21,055,955

UNAUDITED NOTES TO THE FINANCIAL STATEMENT



The Company will provide fully for all receivables outstanding in excess of one year as management believes receivables that are past due beyond this period are generally not recoverable. Other receivables significant increase was caused from the disposal of shares in Bluedot Data Intelligence Ltd.

10. SHARE CAPITAL & PREFERENCE SHARESHARE CAPITAL:


Authorised capital:

Ordinary shares at no par value 1,000,000,000 1,000,000,000 1,000,000,000


Issued and fully paid: $ $ $400,000,00 Ordinary shares of no par value 111,880,297 111,880,297 111,880,297

11. DIRECTOR'S LOAN

12. LOANS PAYABLEUnaudited Unaudited Audited31-Mar-20 31-Mar-19 30-Jun-19

$ $ $

Third party loans 55,548,389 47,188,160 49,624,594

13. PAYABLESUnaudited Unaudited Audited31-Mar-20 31-Mar-19 30-Jun-19

$ $ $

Payables 13,110,189 108,997,604 103,738,252



This balance, which relates to amounts owed to Directors, is unsecured, interest free and has no fixed repayment terms.

14. BANK OVERDRAFT


$ $ $

Bank Overdraft 3,247,936 30,307,009 1,977,991

15. REVENUE

Revenue represents the price of goods sold or services rendered to customers, and management fees andis stated net of discounts and allowances and General Consumption Tax.

16. OTHER INCOME31-Mar-20 31-Mar-20The Group The Company

$ $Net Payables Write off 34,138,060 16,987,547Other Income 349,632 2,163

34,487,692 16,989,710(0.16) -

17. DISCONTINUED OPERATIONS

Data Intelligence Limited for a cash consideration of US$300,000 or JA$39,758,250

(a) Analysis of Assets & Liabilities disposed of31-Mar-20The Group

$Cash & Cash Equivalents 5,040,785Assets 53,285,157Debt Financing (2,113,000)Other Liabilities (67,941,250)

(11,728,308)

SSLVC - 50% Shareholdings (5,864,154)

(b) Net Cash inflow on disposal of discontinued operations

31-Mar-20 31-Mar-20The Group The Company

$ $

Consideration Received 39,758,250 39,758,250

Net (Assets)/Liabilities of Disposed of 5,864,154 -

Elimination of investment in subsidiary - (53,704,605)

Less Goodwill at acquisition (Note 6) (58,200,642) -

Transaction Costs - -

Pre-Tax Loss on disposal of discontinued operation (12,578,238) (13,946,355)

Tax expense 4,192,746 4,648,785

Loss on disposal of discontinued operation (8,385,492) (9,297,570)



On 27th March 2020, the company entered into an agreement for the sale of 50% shareholdings in Bluedot

18. ADMINISTRATIVE EXPENSE

Unaudited Unaudited Unaudited Unaudited31-Mar-20 31-Mar-19 31-Mar-20 31-Mar-19

$ $ $ $Accounting Fees 3,633,688 4,733,969 - 1,739,213 Advertising and Promotion 233,753 2,449,089 346,890 1,821,002 Bank Charges 597,357 3,230,625 84,117 71,372 Asset Tax - 101,789 - 101,789 Audit Fee 4,057,539 2,543,223 1,435,245 1,378,787 Rent 5,993,127 6,176,269 1,334,975 3,009,157 Bad Debt 164,742 3,676,627 - - Depreciation & Amortization 3,871,305 2,377,964 190,261 36,475 Director Fees 240,000 - - - Company Secretary 1,713,628 2,332,881 1,713,628 2,332,881 Legal Fees & Professional Fees 26,221,470 15,264,502 23,999,445 4,824,545 Motor Expenses 3,876,948 5,816,796 - 146,376 Dues & Subscriptions 2,703,181 1,227,459 17,502 932,000 Office / Admin Expense 915,761 5,993,833 564,609 2,592,181 Registrar and JSE Fees 523,613 704,509 523,613 704,509 Write-Off Expenses 4,079,432 - - Other expenses 2,286,224 30,679,594 1,412,874 137,090- Payroll Expenses 41,856,477 51,855,064 15,316,340 12,659,832 Meals & Entertainment& Travel 87,081 342,912 19,267 7,351 Security 259,104 432,842 - Staff Welfare 944,828 492,117 - 203,925 Travel Expense 4,000 2,686,912 - 668,538 Utilities 2,085,435 2,660,950 368,801 430,706

Total Operating Expenses 106,348,692 145,779,923 47,327,566 33,523,548 429,155 0 0- 0

19. PROFIT/(LOSS) PER SHARE Basic profit/(loss) per share as calculated by dividing the loss by the weighted average number of ordinary shares in issue

Unaudited Audited Audited31-Mar-20 31-Mar-19 30-Jun-19

Profit / (Loss) (56,242,089) (55,017,795) (45,594,888)

Weighted average number of ordinary shares 400,000,000 400,000,000 400,000,000

Basic profit /(loss) per share (0.14) (0.14) (0.11)



The Group The Company

20. NON-CONTROLLING INTEREST

UnauditedThe Group

$

(19,779,173)

4,496,038

Share of Loss for the year (6,974,707)

2,242,941

Balance as at March 31, 2020 (20,014,901)

21. DEFERRED TAXES

Deferred Income Taxes are calculated in full on all temporary differences under the liability method using the applicable tax rate.

Deferred Assets recognised on the statement of financial position are as follows:

Unaudited Unaudited AuditedMar-20 Mar-19 Jun-19

$ $ $Deferred Income Tax 30,900,424 21,748,670 33,151,288

Unaudited Unaudited AuditedMar-20 Mar-19 Jun-19

$ $ $Deferred Income Tax 3,778,713 1,629,689 3,778,713

The movement on the net deferred income tax balance is a follows:

Mar-20$

Net Assets at beginning of period 33,151,288 Less Deferred Taxes relating to discontinued operations (2,250,864) Net Assets at end of period 30,900,424

* A recalculation of deferred taxes will be done at the end of the year in the audited financial statements.

The Company



Balance as at June 30, 2019

Non-Controlling interest arising from Discontinued Operations at acquistion

Non-Controlling interest arising from Discontinued Operations at disposal

The Group

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