C1A-Unwired Group Limited 31 Dec05 4D Audit Committee  final
32 Pages
English
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C1A-Unwired Group Limited 31 Dec05 4D Audit Committee final

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32 Pages
English

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Unwired Group Limited ACN: 008 082 737 ASX Half-year information – 31 December 2005 Lodged with the ASX under Listing Rule 4.2A. This information should be read in conjunction with the 30 June 2005 Annual Report. Contents Results for announcement to the market 2 Half-year report 3 Directors’ declaration 29 Independent review report to the members 30 Supplementary appendix 4D information 32 1 Unwired Group Limited Half-year ended 31 December 2005 (Previous corresponding period: Half-year ended 31 December 2004) Results for announcement to the market $ Up 111%to 11,437,322Revenue from ordinary activities Loss from ordinary activities after tax Down 20%to (18,328,558)attributable to members Net loss for the period attributable to Down 20%8,558)members Amount per security Franked amount per security Dividends/distributions Final dividend $nil $nil Interim dividend $nil $nil Not Applicable Record date for determining entitlements to the interim dividend Explanation of Revenue Revenue from continuing operations for the half-year ended 31 December 2005 increased by 154% to $10,861k compared to $4,283k for the half-year ended 31 December 2004. The increase in revenue is due to the growth in customer numbers from 13,600 at December 2004 to 42,200 at December 2005 which increased revenue from both modem sales and monthly access plans. Other revenue, consisting primarily ...

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  Unwired Group Limited ACN: 008 082 737   ASX Half-year information – 31 December 2005  Lodged with the ASX under Listing Rule 4.2A. This information should be read in conjunction with the 30 June 2005 Annual Report.    Contents  Results for announcement to the market  Half-year report   Directors’ declaration  Independent review report to the members  Supplementary appendix 4D information  
  
 
 
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Unwired Group Limited Half-year ended 31 December 2005 (Previous corresponding period: Half-year ended 31 December 2004)  Results for announcement to the market  $ Up 111% to 11,437,322   Down 20% to (18,328,558)    Down 20% to (18,328,558)
  Revenue from ordinary activities  Loss from ordinary activities after tax attributable to members  Net loss for the period attributable to members    Dividends/distributions Amount per security amount per security Franked  Final dividend $nil $nil Interim dividend $nil $nil  Record date for determining entitlements to the interim dividend Not Applicable   Explanation of Revenue Revenue from continuing operations for the half-year ended 31 December 2005 increased by 154% to $10,861k compared to $4,283k for the half-year ended 31 December 2004. The increase in revenue is due to the growth in customer numbers from 13,600 at December 2004 to 42,200 at December 2005 which increased revenue from both modem sales and monthly access plans. Other revenue, consisting primarily of interest, for the half-year ended 31 December 2005 decreased by 49% from $1,131k to $576k.   Explanation of Loss from Ordinary Activities After Tax and Net Loss The net loss of the consolidated entity for the half-year ended 31 December 2005 was $18,329k compared to a net loss of $22,835k for the half-year ended 31 December 2004. This included $4,616k of amortisation of spectrum. It also included fund raising costs of $1,661k and also $693k paid to Austar for the use of 2.3 GHz spectrum from July to September 2005. The company is on track in the execution of the Business Plan and losses have occurred in line with expectations.    Explanation of Dividends No dividends have been paid or are payable for the period.  
 
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Unwired Group Limited Half-year report – 31 December 2005
          
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      Contents  Directors’ report   Auditors’ independence declaration  Consolidated income statement  Consolidated balance sheet  Consolidated statement of changes in equity  Consolidated cash flow statement    Notes to the consolidated financial statements  Directors’ declaration  Independent review report to the members    This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report should be read in conjunction with the annual report for the year ended 30 June 2005 and any public announcements made by Unwired Group Limited during the interim reporting period in accordance with the continuous disclosure requirements of theCorporations Act 2001.  
 
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                                   !""#$   %                   &  ' ( )  *  )  !+ , !""#   -.*   !/ 0 !""# ( )  -.*   1 2 !""#  )  !+ , !""# ' , -.*   * 1 2 !""# ) - -.*  34 ( -.*  5 6 -.*  7 8 -.*   * 1 2 !""#  * ( ) .*           2    !""#    *    9  &       , : '       ;<,=>?       , 2    7@ 6 -4  ;<76-=>?   A1    B ) ;<B=>     *  ?   B  9          57,C  ,?     ( 4?          #"D      !EE  !!""$  6*   .      !"" #  A14     *            A#1/4  *   $ %       A!+"!4    !""#    A!1"4  4   4      $    %           AE!+4 ;!""& A!!E#4>$ %  A//4      A/+4  .   ,     !$ FG        ( !""#$     ,        @   "1)         #$          %     4    ) 0 +EH"""    , (  B* )    < =         $ ,        *              $  %            $
 (* ) ) ( !! 3 !""/  
 
Unwired Group Limited Consolidated income statement For the half-year ended 31 December 2005    Half-year ended 31 December  Notes  0520  2004 $ 000 $’000     Revenue   Revenue from continuing operations10,8614,283 Other income5761,131 Total revenue 11,4375,414     Expenses    Provision of goods and services expenses(5,803)(5,519) Employee benefit expenses(5,330)(5,484) Marketing and product development expenses(3,034)(3,668) IT expenses(182)(174) Legal expenses(113)(502) Rental expenses(373)(228) Network fees(2,423)(1,752) General and administration expenses(1,654)(1,847) Spectrum lease rental expenses(693)(1,500) Fundraising expenses 3(1,661)-Borrowing expenses(874)-Depreciation and amortisation expenses(7,626)(7,575)  Total expenses (29,766)(28,249)     Loss before income tax (18,329)(22,835)     --   Income tax expense Loss for the half-year attributable to members   of Unwired Group Limited (18,329)(22,835)     Earnings per share for profit attributable to the ordinary equity holders of the company       CentsCents Basic earnings per share(7.22)(9.14) Diluted earnings per share(7.22)(9.14)  The above consolidated income statement should be read in conjunction with the accompanying notes.
 
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Unwired Group Limited Consolidated balance sheet As at 31 December 2005  31 December30 June  2005 2005 Notes $ 000$’000        Current assets Cash and cash equivalents29,40217,097 Receivables706703 Inventory1,0451,508  Other assets4,0825,342 Total current assets35,23524,650         Non-current assets Receivables195400 Property, plant and equipment 428,87328,850 Intangible assets 5128,041,49 117 4 on-current assets157,109146,744 Total n     Total assets 192,344171,394     Current liabilities    Payables5,3924,174 Provisions151122 Other liabilities261143 Total current liabilities  5,8044,439     Non-current liabilities    Convertible notes 726,197-s416416 Other liabilitie Total non-current liabilities26,613416     Total liabilities 32,4174,855      159,927166,539  Net assets     Equity   Contributed equity 6246,504235,137  Reserves1,5831,234 Accumulated losses(88,160)(69,832)      Total equity 159,927166,539   The above consolidated balance sheet should be read in conjunction with the accompanying notes.  7
 Unwired Group Limited Consolidated statement of changes in equity For the half-year ended 31 December 2005   Half-year ended  31 December  50 202004 Notes $ 000$’000     Total equity at the beginning of the half-year  166,539207,843     Loss for the half-year (18,329)(22,835) Total recognised income and expense for the half-year  (18,329)(22,835)         ransactions with equity holders in their capacity T as equity holders: Contributions of equity, net of transaction  costs 611,367- Share options issued to Allco 6274-Employee share options 1(m)76460   11,71760 4     Total equity at the end of the half-year 159,927185,468     Total recognised income and expense for t e h  half-year attributable to: Members of Unwired Group Limited(18,329)(22,835)   (18,329)(22,835)  The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.                             8
Unwired Group Limited Consolidated cash flow statement For the half-year ended 31 December 2005   Half-year ended  31 Dece be m r  20052004 Notes $ 000$’000 Cash flows from operating activities   Receipts from customers (inclusive of GST)11,8104,362 Payments to suppliers (inclusive of GST)(18,686)(20,393) Interest received4361,163 Interest paid(208)-Net cash outflow from operating activities(6,648)(14,868)     Cash flows from investing activities    Payment for spectrum licence(15,000)-Receipt of short term money market-439 instruments Payment for short term money market-(1,685) instruments Payment for plant & equipment(2,327)(18,198) Net cash outflow from investing activities(17,327)(19,444)     Cash flows from financing activities    Proceeds from issue of convertible notes  net of transaction costs 636,112-Proceeds from borrowings 615,000-Repayment of borrowings 6(15,000)-Net cash inflow from financing activities36,112-    Net increase/(decrease) in cash and cash 12,137(34,312) equivalents Cash at the beginning of the financial period17,09767,045 Effects of exchange rate changes on cash 168(1,907) Cash and cash equivalents at the end of the half-year 29,40230,826  The above consolidated cash flow statement should be read in conjunction with the accompanying notes.    9
Unwired Group Limited Notes to the consolidated financial statements For the half-year ended 31 December 2005 
 Note 1. Summary of significant accounting policies  a) Basis of preparation of half-year financial report This general purpose financial report for the half-year reporting period ended 31 December 2005 has been prepared in accordance with AASB 134Interim Financial Reporting, other mandatory professional reporting requirements (Urgent Issues Group Consensus Views), and theCorporations Act 2001.  This interim financial report does not include all the notes of the type normally included in an annual financial report. Accordingly, this report should be read in conjunction with the annual report for the year ended 30 June 2005 and any public announcements made by Unwired Group Limited during the interim period in accordance with the continuous disclosure requirements of theCorporations Act 2001.  It is prepared in accordance with the historical cost convention, as modified by the revaluation of available-for-sale financial assets, financial assets and liabilities at fair value through profit and loss, and certain classes of property, plant and equipment. The principle accounting policies adopted in the preparation of the financial report are set out below. Unless otherwise stated, these policies have been consistently applied to all periods presented.  This interim financial report is the first Unwired Group Limited interim financial report that has prepared in accordance with Australian Equivalents to International Financial Reporting Standards (AIFRSs). AASB 1First time adoption of Australian Equivalents to International Financial Reporting Standardshas been applied in preparing these financial statements.  Financial statements of Unwired Group Limited until 30 June 2005 had been prepared in accordance with previous Australian Generally Accepted Accounting Principles (AGAAP). AGAAP differs in certain respects from AIFRS. When preparing the Group’s interim financial report for the half year ended 31 December 2005, management has amended certain accounting, valuation and consolidation methods applied in the previous AGAAP financial statements to comply with AIFRSs. With the exception of financial instruments, the comparative figures were restated to reflect these adjustments. The Group has taken the exemption available under AASB 1 to only apply AASB 132 Financial Instruments: Disclosure and Presentationand AASB 139Financial Instruments Recognition and Measurement from 1 July 2005.  The Group has taken the exemption available under AASB 1 and has not valued options issued to employees after 7 November 2002 which vested before 1 January 2005. Options issued to employees under the Employee Share Option Plan after 7 November 2002 that had not vested by 1 January 2005 are recognised as an expense under AASB 2Share-based Payment. The Group has also elected to apply the exemption under AASB 1Adoption of Australian Equivalents to International Financial Reporting Standardsto grandfather business combinations before the transition date. a As consequence, the Group has not restated the business combination arising from the acquisition of Unwired Australia Pty Ltd by Unwired Group Limited (previously Breath Group Limited) on 12 December 2003.  Reconciliations and descriptions of the effect of the transition from AGAAP to AIFRSs on the Group’s equity and its net income are given in Note 9.  b) Principles of consolidation The consolidated financial statements incorporate the assets and liabilities controlled by Unwired Group Limited (“company” or “Group”) as at 31 December 2005 and the results of all subsidiaries for the half-year then ended. Unwired Group Limited and its subsidiaries together are referred to in this financial report as the consolidated entity or Group.  Subsidiaries are all those entities over which the Group has the power to govern the financial and operating policies, generally accompanying a shareholding of more than one-half of the voting rights.   
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Unwired Group Limited Notes to the consolidated financial statements For the half-year ended 31 December 2005 
 Note 1. continued  The purchase method of accounting is used to account for the acquisition of subsidiaries by the Group (refer to Note 1 (l)).  The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity.  Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases.  The effects of all transactions between subsidiaries in the Group are eliminated in full, as all subsidiaries are wholly-owned (see Note 8).  c) Segment reporting A business segment is a group of assets and operations engaged in providing products and services that are subject to risks and returns that are different to those of other business segments. A geographical segment is engaged in providing products and services within a particular economic environment and is subject to risks and returns that are different from those of segments operating in other economic environments.  d) Foreign currency translation (i) Functional and presentation currency Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are presented in Australian dollars, which is Unwired Group Limited’s functional and presentation currency.  (ii) Transactions and balances Foreign currency transactions are initially translated into Australian currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at half-year and year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in the income statement, except when deferred in equity as qualifying cash flow hedges.  (iii) Specific commitments Hedging is undertaken in order to avoid or minimise possible adverse financial effects of movements in exchange rates. Any gains or losses arising on the hedging transaction after the recognition of the hedged purchase or sale are included in the statement of financial performance.   When anticipated purchase or sale transactions have been hedged, actual purchases or sales which occur during the designated hedged period are accounted for as having been hedged until the amounts of those transactions in the designated period are fully allocated against the hedged amounts.  If the hedged transaction is not expected to occur as originally designated, or if the hedge is no longer expected to be effective, any previously deferred gains or losses are recognised as revenue or expense immediately.  In circumstances where a hedging transaction is terminated prior to maturity because the hedged transaction is no longer expected to occur as designated, any previously deferred gains and losses are recognised in the statement of financial performance on the date of termination.  If the hedge transaction is redesignated as a hedge of another commitment because the original purchase or sale transaction is no longer expected to occur as designated, the gains and losses that arise on the hedge prior to its redesignation are recognised in the statement of financial performance at the date of the redesignation.   
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