Half Year Report to 31 December 2022

Enprise Group Limited
Half Year Report
for the six months ended 31 December 2022

Enprise Group Limited
Half Year Report
for the six months ended 31 December 2022
Contents
Directors Report
2
Condensed Interim Consolidated Statement of Comprehensive Income
4
Condensed Interim Consolidated Statement of Financial Position
5
Condensed Interim Consolidated Statement of Changes in Equity
7
Condensed Interim Consolidated Statement of Cash Flows
8
Notes to the Condensed Interim Consolidated Financial Statements
9
Corporate Information
18
1

Enprise Group Limited
Directors' Report
The Directors are pleased to submit to shareholders their interim report and financial statements for the six-month period ended 31 December 2022.
Principal activities
Review of operations and outlook
Kilimanjaro Consulting business
The current Strategic Plan of Kilimanjaro strives to achieve a Compound Annual Growth rate of 15%. The impact of the loss of the MYOB ALF Margin, as
announced to the NZX on 1st August 2022, is severe, hence our legal challenge to MYOB (see below). Despite this, revenue has held up well. This year
we have further invested in People, Processes and Systems to address efficiency, and to fortify the business in the longer term.
Revenue from software and licenses has been decreased by $0.31 million due to the reduction in MYOB Exo margins that are being challenged in court.
The board reviewed the goodwill of the Kilimanjaro Australia cash generating unit and due to the ongoing dispute with MYOB, MYOB indicating further
MYOB Exo margin reductions in future periods, and the current forecast, the board elected to write down the goodwill value by $2.363 million. The board
reviewed the goodwill of the iSell cash generating unit and has elected to write off the $1 million in goodwill due to slower than expected customer
acquisition, unexpected delays in the release of new features and changes in the discount rates.
Enprise Group has two additional strategic investments:
- 32.00% of Datagate Innovation Limited (Datagate), a developer/provider of online reporting/billing services under a SaaS model for MSP’s reselling
Telecom/Utility services in North America, Australia, New Zealand, and UK/Europe.
- 6.23% of Vadacom Limited (Vadacom), a developer/provider of multi-tenant cloud based VoIP solution for corporations in New Zealand and Australia.
Enprise Group Limited (Enprise) is a hi-tech software and services investment company that has two operating divisions:
- iSell Pty Limited (Sell), a developer/seller of a cloud-based quoting system (ITQuoter) on a Software-as-a-Service (SaaS) model to the Managed
Service Provider (MSP) market in Australia, UK/Europe, New Zealand, South Africa, and North America.
BNZ has provided a waiver of the 30 June 2022 banking interest cover and leverage covenant, and a modification to the group’s banking covenants on 23
September 2022. These remove the leverage ratio testing requirement, and temporarily waive the interest cover ratio requirements until 30 June 2023.
- Kilimanjaro Consulting, an accounting solutions provider for MYOB Enterprise software in Australia and New Zealand.
The year saw a significant shift in new sales from MYOB Exo to MYOB Advanced/Acumatica, as well as a slower than anticipated MYOB Exo attrition.
Despite the suppressed economic conditions, Kilimanjaro were able to close the calendar year with New License Sales for MYOB (AU and NZ) of just over
$2 million. This included the largest MYOB Advanced/Acumatica contract in AU/NZ.
Kilimanjaro continue to focus on cost control and better utilisation of resources across all teams to maintain profitability in spite of MYOB's actions. The
predominant theme is “Work Smarter”.
Kilimanjaro's future with MYOB will be largely dictated by the final resolution reached with the dispute, as referenced in the announcement to the NZX on
1st August 2022. Kilimanjaro considers it prudent to diversify and the management team is actively investigating options. There are significant changes in
the markets in which Kilimanjaro operate. The direct entry of MYOB has de-stabilised the Partner Channel, and further consolidation can be expected. If
Kilimanjaro is not successful in challenging the legality of MYOB’s retrospective changes to the MYOB Exo margins, the further indicated reductions in
MYOB Exo margins are likely to require more drastic changes to the business model. Whilst low business confidence and inflationary expectations are
creating headwinds, there is good cause for optimism. Kilimanjaro operates in markets that a number of diverse markets that are somewhat resilient, and
this combined with our strong investment in marketing capability, technical capability, internal platforms and system and the trend towards Cloud based
software positions the business well for future growth.
Kilimanjaro is fully resourced, with high customer satisfaction. Customer Satisfaction scores currently stand at an average of 4.7 out of 5. This is an
exceptional performance for a professional services organisation, and will continue to be a core focus.
Charge-out rates have been increased across all service revenue streams. An increase in MYOB subscription rates will also flow through to our bottom
line. A large proportion of the revenue is recurring or contracted. Recurring revenue has grown 3% despite the reduction in margin by MYOB of $0.31
million during this period, as the mix of clients between MYOB Advanced and MYOB Exo changes. Contracted revenue has grown 26% during this period,
mainly due to increases in support contracts and hosting fees.
MYOB changed their strategy in the Enterprise space from a purely channel partner model, to a combination of direct and channel. This caused some
disruption, further exacerbated as MYOB announced the acquisition of some of their Channel partners. Kilimanjaro faces significant challenges with
MYOB's entry directly into our markets. Kilimanjaro have responded by executing a comprehensive new management plan, aimed at restoring profitability
to our desired levels, accounting for the reduced MYOB Exo margins. Kilimanjaro believe that MYOB cannot satisfy the demand for the
Advanced/Acumatica product without Channel Partners, and therefore remain optimistic that these differences can be settled.
As announced on the 16th December 2022 a case against MYOB has been filed in the Federal Court of Australia: [Kilimanjaro Consulting Pty Ltd v MYOB
Australia Pty Ltd Federal Court of Australia proceedings NSD 1111 of 2022]. The matter has been listed for directions on 1 March 2023.
2

Enprise Group Limited
Directors' Report
iSell business
Datagate investment
Vadacom investment
Significant changes in the state of affairs
Directors
Mr Lindsay Phillips (appointed 1 December 2013) - Non-Executive Director
Mr George Cooper (appointed 10 April 2012) - CEO
Mr Nicholas Paul (appointed 1 December 2015) – Independent Non-Executive Chairman
Mr Ronald Baskind (appointed 31 January 2018) – Executive Director
Dr Aneesha Varghese-Cowan (appointed 24 November 2022) – Independent Non-Executive Director
Rounding of amounts
Amounts in the directors’ report and financial statements have been rounded off to the nearest thousand dollars.
The directors’ report is signed for and on behalf of the Board, and was authorised for issue on the date below.
Nicholas Paul (Chairman)George Cooper (Director)
28 February 2023
28 February 2023
Enprise Group had a rights issue in November 2022 which issued 1,210,662 new shares raising $1.029 million.
Datagate converted the convertible note at $2.20 per share and then did a rights issue at $2.80 per share, which Enprise participated in. The conversion
and the rights issue increased Enprise's share of Datagate to 32%.
Kilimanjaro commenced legal proceedings against MYOB on 16 December 2022, alleging breach of contract in relation to MYOB's conduct and the
unilateral decision to reduce the MYOB Exo margins Kilimanjaro previously received. The negative impact on the revenue from software and licenses and
therefore profitability of the Kilimanjaro division for the 5 months since the disputed unilateral change in MYOB Exo margin actioned by MYOB was $0.31
million to 31 December 2022.
Enprise has 2,340,479 shares in Datagate which if valued at the last rights issue price of $2.80 per share, values the investment at $6.553 million. This
investment is currently held on the balance sheet at approximately $0.83 million as at 31 December 2022.
Vadacom Holdings Ltd (Vadacom)’s ARR and contracted revenue was $1.71 million for the nine months ended 31 December 2022. The recently released
new cloud PBX phone system ‘Next Voice’ functionality continues to expand to support new and existing customers directly and through resellers. There
were 1,645 users of "Next Voice" at 31 December 2022, up 189% from 2021.
Annual recurring revenue (ARR) has increased to $0.54 million (up 12%). Total revenue $0.56 million (up 10%). Enprise currently owns 75% of iSell.
The integration with Datagate has been completed which will enable further synergies between the companies. In December 2022, iSell completed the
Halo PSA integration and has already sold 3 new sites with this integration in January 2023.
Enprise Group’s associate, Datagate Innovation Ltd (Datagate) grew its annual recurring revenue (ARR) to over $2.7 million, an increase of 34%. Growth
in the USA was 40%. Datagate continues to be in high growth mode and is keeping its focus on growing revenue and market share. Enprise participated
in the capital raising in November 2022, Enprise took up $0.23 million of the total issue of $0.75 million.
The current focus is on simplifying the on boarding process to empower new customers to perform more self service. A new version of IT Quoter with
enhanced integration capability is expected to be available in the first quarter of 2023, this version includes the integration to Ingram CloudBlue PSA.
3

Enprise Group Limited
Condensed Interim Consolidated Statement of Comprehensive Income
for the six months ended 31 December 2022
31 Dec 202231 Dec 202130 June 2022
Note
UnauditedUnauditedAudited
6 mths $'0006 mths $'00012 mths $'000
Revenue from contracts with customers
3
9,4878,98818,744
Government assistance- 4-
Employee expense
4
(7,814)(7,295)(15,057)
Other operating costs(2,996)(2,689)(5,501)
Other gains/(losses) - net(109)(9)32
Operating profit/(loss)
(1,432)(1,001)(1,782)
Equity earnings/(losses) from associates and joint ventures(237)(234)(556)
Other gains/(losses) related to associates and joint ventures- 88
Impairment of intangible assets(3,364)- -
Finance cost - net(79)(33)(90)
Profit/(loss) before income tax
(5,112)(1,260)(2,420)
Income tax benefit/(expense)(418)(40)227
Profit/(loss) for the period(5,530)(1,300)(2,193)
Other Comprehensive Income
Items that may be reclassified to profit or loss
Foreign currency translation differences(221)(120)155
Items that will not be reclassified to profit or loss
Changes in the fair value of investments through other comprehensive income- - (60)
Total other comprehensive income/(loss) for the period, net of tax(221)(120) 95
Total comprehensive income/(loss) for the period
(5,751)(1,420)(2,098)
Profit for the period is attributable to:
Non-Controlling Interest(123)(283)(357)
Owners of Enprise Group Limited
(5,407)(1,017)(1,836)
(5,530)(1,300)(2,193)
Total comprehensive income for the period is attributable to
Non-Controlling Interest(123)(283)(357)
Owners of Enprise Group Limited
(5,628)(1,137)(1,741)
(5,751)(1,420)(2,098)
Earnings per share from profit for the period attributable to ordinary shareholders of the Enprise Group Limited
Basic and diluted earnings per share (see note 5) cents per share(32.96) (6.29) (11.36)
These interim condensed consolidated financial statements should be read in conjunction with the accompanying notes
4

Enprise Group Limited
Condensed Interim Consolidated Statement of Financial Position
as at 31 December 2022
31 Dec 202231 Dec 202130 June 2022
Note
UnauditedUnauditedAudited
$'000$'000$'000
Current assets
Cash and cash equivalents
10
1,5791,4021,546
Trade and other receivables
2,6212,2293,190
Contract assets
1,045681831
Current tax assets
447-
Total current assets
5,2894,3195,567
Non-current assets
Investments in joint ventures and associates
7
830607285
Investments in other entities
8
627687627
Property plant and equipment
357405406
Intangible assets
9
7,45910,88611,173
Right-of-use assets - non-current
1,0061,3251,340
Deferred tax asset
1,7071,8262,197
Loans to related parties - non current
12(e)
738773
Convertible note
7(a)
- 500-
Other non-current assets
3657552
Total non-current assets
12,09516,38016,653
Total assets
17,38420,69922,220
These interim condensed consolidated financial statements should be read in conjunction with the accompanying notes
5

Enprise Group Limited
Condensed Interim Consolidated Statement of Financial Position
as at 31 December 2022
31 Dec 202231 Dec 202130 June 2022
Note
UnauditedUnauditedAudited
$'000$'000$'000
Current liabilities
Trade and other payables
2,8642,4232,963
Provisions
1,5681,5381,696
Contract liabilities
2,3502,0462,582
Current tax liabilities
- - 19
Borrowings
10
1,8175381,183
Lease liabilities
288546495
Total current liabilities
8,8877,0918,938
Non-current liabilities
Provisions - non-current
426200302
Lease liabilities - non-current
845878970
Deferred tax liability
605616656
Total non-current liabilities
1,8761,6941,928
Total liabilities
10,7638,78510,866
Net assets
6,62111,91411,354
Equity
Share capital
5(a)12,03911,01011,010
Foreign exchange translation reserve
13076351
Financial assets at FVOCI reserve
528588528
Retained earnings/(losses)
(6,113)(19)(696)
Equity attributable to the owners of Enprise Group Limited6,58411,65511,193
Non-controlling interests
637259161
Total equity
6,62111,91411,354
- - -
These financial statements have been authorised for issue by the Directors.
For and on behalf of the Board:
Nicholas Paul (Chairman)George Cooper (Director)
28 February 2023
28 February 2023
Total assets per share ($ per share)
1.00 1.28 1.38
Net tangible assets per share ($ per share)(0.05) 0.06 0.01
These interim condensed consolidated financial statements should be read in conjunction with the accompanying notes
6

Enprise Group Limited
Condensed Interim Consolidated Statement of Changes in Equity
for the six months ended 31 December 2022
Share capital
Foreign
exchange
translation
reserve
Financial
assets at
FVOCI
reserve
Retained
earnings
Non-
controlling
interests
Total equity
$'000$'000$'000$'000$'000$'000
Balance at 1 July 202111,010 196 588 1,444 555 13,793
Transactions with shareholders in their capacity as owners
Dividends paid- - - (404) - (404)
Transactions with non-controlling interests
- - - (42) (13) (55)
Total transactions with shareholders
- - - (446) (13) (459)
Comprehensive income
Profit/(loss) for the period- - - (1,017) (283) (1,300)
Other comprehensive income/(loss)
- (120) - - - (120)
Total comprehensive income/(loss) net of tax
(120) - (1,017) (283) (1,420)
Balance at 31 December 2021 (unaudited)
11,010 76 588 (19) 259 11,914
Balance at 1 July 202211,010 351 528 (696) 161 11,354
Transactions with shareholders in their capacity as owners
New shares issued1,029 - - - - 1,029
Transactions with non-controlling interests- - - (10) (1) (11)
New share issue in iSell Pty Limited- -
Total transactions with shareholders
1,029 - - (10) (1) 1,018
Comprehensive income
Profit/(loss) for the period- - - (5,407) (123) (5,530)
Other comprehensive income/(loss)
- (221) - - - (221)
Total comprehensive income/(loss) net of tax
- (221) - (5,407) (123) (5,751)
Balance at 31 December 2022 (unaudited)
12,039 130 528 (6,113) 37 6,621
Balance at 1 July 202111,010 196 588 1,444 555 13,793
Transactions with shareholders in their capacity as owners
Dividends paid- - - (404) - (404)
Transactions with non-controlling interests
- - - 100 (37) 63
Total transactions with shareholders
- - - (304) (37) (341)
Comprehensive income
Profit/(loss) for the period- - - (1,836) (357) (2,193)
Other comprehensive income/(loss)
- 155 (60) - - 95
Total comprehensive income/(loss) net of tax
- 155 (60) (1,836) (357) (2,098)
Balance at 30 June 2022 (audited)
11,010 351 528 (696) 161 11,354
These interim condensed consolidated financial statements should be read in conjunction with the accompanying notes
7

Enprise Group Limited
Condensed Interim Consolidated Statement of Cash Flows
for the six months ended 31 December 2022
Note
31 Dec 202231 Dec 202130 June 2022
UnauditedUnauditedAudited
6 mths $'0006 mths $'00012 mths $'000
Operating activities
Cash was provided from:
Receipts from customers
13,729 12,620 26,154
Government assistance
- 4 4
Interest received
11 1 1
13,74012,62526,159
Cash was applied to:
Payments to suppliers & employees
14,289 12,654 26,163
Interest paid
104 35 122
Income tax paid
64 7 20
14,45712,69626,305
Net cash inflow (outflow) from operating activities13(717) (71) (146)
Investing activities
Cash was provided from:
Loans repaid by related parties- - 16
- - 16
Cash was applied to:
Purchase of property, plant and equipment41 99 181
Software development costs271 129 305
Investment in equity accounted joint venture259 - -
Convertible note- 500 500
Purchase of business- 325 325
5711,0531,311
Net cash inflow (outflow) from investing activities(571) (1,053) (1,295)
Financing activities
Cash was provided from:
Proceeds from issue of shares1,029 - -
Proceeds of bank borrowings723 500 1,000
Proceeds from issue of shares in iSell Pty Limited to non-controlling interests- - 136
1,752 500 1,136
Cash was applied to:
Dividends paid net of reinvestment plan- 404 404
Purchase of shares in iSell Pty Limited from non-controlling interests11 55 74
Repayment of lease liabilities318 296 612
Repayment of bank borrowings192 - 188
Repayment of otther borrowings41 12 12
562 767 1,290
Net cash inflow (outflow) from financing activities1,190 (267) (154)
Net increase / (decrease) in cash and cash equivalents held(98) (1,391) (1,595)
Net foreign exchange differences(12) (13) 5
Cash and cash equivalents at beginning of the period1,216 2,806 2,806
Cash and cash equivalents at end of the period
10
1,106 1,402 1,216
These interim condensed consolidated financial statements should be read in conjunction with the accompanying notes .
8

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
1BASIS OF PREPARATION
(a)Reporting entity
(b)Compliance statement
- IAS 34 Interim Financial Reporting and NZ IAS 34 Interim Financial Reporting;
- the requirements of the Financial Market Conduct Act 2013, the Companies Act 1993, and the NZX listing rules;
(c)Basis of preparation
(d)Principles of consolidation
The condensed interim consolidated financial statements relate to the company and its subsidiaries.
Percentage ownership
31 Dec 202231 Dec 202130 June 2022
Kilimanjaro Consulting LimitedNew ZealandSoftware sales and solutions100.00 100.00 100.00
Kilimanjaro Consulting Pty LimitedAustraliaSoftware sales and solutions100.00 100.00 100.00
Enprise Australia Pty LimitedAustraliaSoftware sales and solutions100.00 100.00 100.00
Enprise LimitedNew ZealandNon-trading100.00 100.00 100.00
Global Bizpro LimitedNew ZealandNon-trading100.00 100.00 100.00
Team Tiger KC LimitedNew ZealandNon-trading100.00 100.00 100.00
iSell Pty LimitedAustraliaSoftware sales and solutions75.25 72.21 75.03
iSell Philippines IncPhilippinesSoftware sales and solutions75.25 72.21 75.03
(e)Accounting policies and significant estimates and assumptions
(f)Going Concern
Country of incorporation Principal Activity
At 30 June 2022, the Group had incurred a loss of $5.530m and had net working capital deficiency of $3.598m. In addition, the Group was operating outside of its
banking covenants. The Group had prepared a budget for the 2023 year that indicated a significant improvement in performance of the Kilimanjaro division, which
was expected to have enabled the Group to comply with its banking covenants for the year to 30 June 2023.
The Group requires significant improvement in profitability and cash flow generation within the Kilimanjaro division, despite the (disputed) reduction in MYOB Exo
margin, to be able to operate in compliance with modified banking covenants (note 26). These conditions create significant doubt as to the ability of the Group to
operate as a going concern.
Subsidiaries are all entities over which the Company has control. The Company controls an entity when the Company is exposed to, or has rights to, variable
returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are consolidated from the date
on which control is transferred to the Company. They are deconsolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains or losses on transactions between Group companies are eliminated. Accounting policies of subsidiaries
are changed when necessary to ensure consistency with the policies adopted by the Company.
Name of Entity
Enprise Group Limited (the company) and its subsidiaries (together the Group) is a hi-tech software and services investment company in Australia and New
Zealand. The company is a limited liability company incorporated and domiciled in New Zealand and is listed on the New Zealand Stock Exchange (NZX). The
Group is registered under the Companies Act 1993 and is a FMC Reporting Entity under Part 7 of the Financial Markets Conduct Act (FMCA) 2013. The address of
its registered office is 16 Hugo Johnston Drive, Penrose, Auckland.
The financial statements have been prepared under the historical cost convention, as modified by the revaluation of certain assets and liabilities at fair value.
The consolidated financial statements are presented in New Zealand dollars which is the Company's functional currency and the Group's presentation currency. All
financial information has been prepared in thousands, unless otherwise stated.
The same accounting policies included in the Group's Annual Report for the year ended 30 June 2022 have been applied when preparing these financial
statements. There have been no changes to accounting policies, estimates and assumptions other than the impairment of the Australian Kilimanjaro and iSell cash
generating units (Note 9).
Whilst the division's year to date results are tracking behind the original 2023 budget, cost savings have been identified to mitigate the impact. However, the
Group’s Kilimanjaro division received notification from its key software supplier (MYOB) of a substantial adjustment to margins on MYOB Exo software transactions.
The Group is disputing this as detailed in note 26. The potential impact of this is significant to the Division and Group’s level of future profitability. There is
therefore significant uncertainty in relation to the achievability of the group's current forecasts.
The interim condensed consolidated financial statements are for Enprise Group Limited and its subsidiaries and have been prepared in accordance with:
The unaudited interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements,
and should be read in conjunction with the Group’s annual financial statements for the year ended 30 June 2022.
- the going concern convention, which contemplates continuity of normal business activities, the realisation of assets, and the settlement of liabilities in the ordinary
course of business.
9

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
2SEGMENT INFORMATION
(a)Operational performance
Revenue
Operating profit
Business segments
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'0006 mths $'0006 mths $'00012 mths $'000
Kilimanjaro Consulting8,896 8,464 17,618 (458) 209 351
iSell560 509 1,093 (427) (760) (1,249)
Corporate31 15 33 (547) (450) (884)
- -
9,487 8,988 18,744 (1,432) (1,001) (1,782)
Equity earnings and gains related to associates and joint ventures(237) (226) (548)
Impairment of intangible assets
(3,364) - -
Net interest expense(79) (33) (90)
- -
Profit/(loss) before taxation(5,112) (1,260) (2,420)
- -
Income Tax(418) (40) 227
- -
Net profit/(loss) attributable to shareholders(5,530) (1,300) (2,193)
Revenue
Geographic segments
31 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'000
New Zealand3,306 2,685 6,066
Australia6,094 6,199 12,474
EMEA*78 81 152
North America7 - 9
Asia2 23 43
- -
9,487 8,988 18,744
* Europe, Middle East and Africa
(b)Interest, depreciation and amortisation
Interest revenue
Interest expense
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'0006 mths $'0006 mths $'00012 mths $'000
New Zealand14 2 22 84 35 92
Australia1 - - 10 - 20
15 2 22 94 35 112
Depreciation and amortisation expense
31 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'000
New Zealand145 136 292
Australia533 516 1,062
678 652 1,354
(c)Balance sheet information
Total assets
Total liabilities
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
$'000$'000$'000$'000$'000$'000
New Zealand8,220 6,992 9,832 4,997 4,416 5,566
Australia10,990 15,358 15,764 7,592 6,020 8,676
19,210 22,350 25,596 12,589 10,436 14,242
Inter-segment elimination(1,826) (1,651) (3,376) (1,826) (1,651) (3,376)
- -
17,384 20,699 22,220 10,763 8,785 10,866
- - - - - - - -
The Group is organised into two reportable operating segments based on the business segments. These segments form the basis of internal reporting used by
management and the Board of Directors to monitor and assess performance and assist with strategic decisions. The Board of Directors is the Group's chief operating
decision maker (CODM). Management has determined the operating segments based on the information reviewed by the Board of Directors and the Chief Executive
Officer for the purposes of allocating resources and assessing performance.
10

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
2SEGMENT INFORMATION (CONTINUED)
(c)Balance sheet information (continued)
Total assets
Total liabilities
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
$'000$'000$'000$'000$'000$'000
Kilimanjaro Consulting11,947 15,554 16,688 9,639 7,493 11,374
iSell2,999 4,031 4,150 1,395 1,324 878
Corporate4,847 2,656 5,227 2,138 1,510 2,459
19,793 22,241 26,065 13,172 10,327 14,711
Inter-segment elimination(2,409) (1,542) (3,845) (2,409) (1,542) (3,845)
17,384 20,699 22,220 10,763 8,785 10,866
- - - - - -
3REVENUE
- - -
31 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'000
- -
Revenue from software and licences
2,135 2,165 4,852
- -
Revenue from services and support
5,956 5,671 11,398
- -
Revenue from iSell
559 509 1,093
Revenue from hosting services
835 640 1,388
- -
Revenue from other fees
2 3 13
- - 9,487 8,988 18,744
Software and licencesServices and supportExoHostedITQuoter Revenueother fees
Geographical location
31 Dec 2022
$'000$'000$'000$'000$'000
6 mths $'000
-
New Zealand
772 2,127 339 66 2 3,306
-
Australia
1,363 3,829 496 406 - 6,094
EMEA*
- - - 78 - 78
North America
- - - 7 - 7
Asia
- - - 2 - 2
- - 2,135 5,956 835 559 2 9,487
* Europe, Middle East and Africa
Geographical location
31 Dec 2021
$'000$'000$'000$'000$'000
6 mths $'000
-
New Zealand
745 1,590 284 63 3 2,685
-
Australia
1,420 4,081 356 342 - 6,199
EMEA*
- - - 81 - 81
North America
- - - 23 - 23
- - 2,165 5,671 640 509 3 8,988
Geographical location
30 June 2022
$'000$'000$'000$'000$'000
12 mths $'000
-
New Zealand
1,870 3,466 598 124 8 6,066
-
Australia
2,982 7,932 790 765 5 12,474
-
EMEA*
- - - 152 - 152
North America
- - - 9 - 9
-
Asia
- - - 43 - 43
- - 4,852 11,398 1,388 1,093 13 18,744
.
Other feesTotal
Software &
licences
Exo Hosted
Software &
licences
iSell
Services and
support
Other feesExo Hosted
Other fees
Services and
support
Total
Software &
licences
Services and
support
Exo HostediSell
iSell
Total
11

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
4EMPLOYEE BENEFIT EXPENSE
31 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'000
Wages and salaries
7,223 6,821 14,060
Superannuation
548 429 905
Directors remuneration
43 45 92
7,814 7,295 15,057
- - -
5SHARE CAPITAL AND EARNINGS PER SHARE
(a)Share capital
Number of authorised sharesShare capital
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
sharessharesshares$'000$'000$'000
Opening ordinary shares16,157,699 16,157,699 16,157,699 11,010 11,010 11,010
Share issue - Rights issue 1,210,662 - - 1,029 - -
- - 17,368,361 16,157,699 16,157,699 12,039 11,010 11,010
(b)Earnings per share
There are no instruments that could potentially dilute earnings per share.
31 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'000
Earnings for the purpose of basic and diluted earnings per share:
Net profit attributable to shareholders
(5,407) (1,017) (1,836)
Weighted average number of ordinary shares for basic earnings per share
16,402 16,158 16,158
Basic and diluted earnings per share (cents)
(32.96) (6.29) (11.36)
6NON CONTROLLING INTEREST
31 Dec 202231 Dec 202130 June 2022
$'000$'000$'000
Carrying amount at the beginning of the period161 555 555
Transactions with non-controlling interests- - 137
Purchase of shares from non-controlling interest(11) (55) (74)
Movement attributable to the owners of the parent10 42 (100)
Share of profit/(loss) for the period(123) (283) (357)
37259161
Contributed equity
ordinary shares
Basic earnings per share is calculated by dividing the profit attributable to shareholders of the Company by the weighted average number of shares on issue during
the year. Diluted earnings per share assumes conversion of all dilutive potential ordinary shares in determining the denominator.
Share capital comprises of ordinary shares only. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction,
net of tax, from the proceeds.
Enprise Group Limited consolidates 100% of iSell's results and presents the portion of profit/(loss) and other comprehensive income attributable to a non-controlling
interest (NCI).
Enprise Group Limited acquired a controlling stake in iSell on 27 May 2020. Purchase of shares from non controlling interests during the year and the rights issue
in March 2022 both increased Enprise's shareholding in iSell, ultimately resulting in a non-controlling interest percentage of 24.75% at 31 December 2022, (24.97%
at 30 June 2022; 28.86% at 31 December 2021).
Non-controlling interest
All shares on issue are fully paid. All ordinary shares rank equally with one vote attached to each fully paid ordinary share and have equal dividend rights and no
par value.
12

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
7INVESTMENTS IN JOINT VENTURES AND ASSOCIATES
31 Dec 202231 Dec 202130 June 2022
$'000$'000$'000
Carrying amount at the beginning of the period285 833 833
New investment in joint ventures and associates782 - -
-
Equity earnings/(losses) from associates and joint ventures
(237) (234) (556)
- -
Other gains/(losses) related to associates and joint ventures
- 8 8
- -
830607285
31 Dec 202231 Dec 202130 June 2022
$'000$'000$'000
Investment in equity accounted joint venture
Datagate Innovation Limited830 607 285
- -
830607285
-
Percentage ownership
31 Dec 202231 Dec 202130 June 2022
Datagate Innovation LimitedNew ZealandSoftware sales32.00 31.95 31.95
(a)Convertible Note
8INVESTMENTS IN OTHER ENTITIES
31 Dec 202231 Dec 202130 June 2022
$'000$'000$'000
Carrying amount at the beginning of the period627 687 687
- - Changes in fair value of other investments- - (60)
- -
627687627
31 Dec 202231 Dec 202130 June 2022
$'000$'000$'000
- - Vadacom Holdings Limited
627687627
Carrying amount of joint ventures and associates
Investment in joint venture or associate
On 20 December 2021 Enprise Group advanced $500,000 to Datagate as part of a $1.55M convertible note offering. Shares were issued under the convertible
note in November 2022 at $2.20 per share, the company was issued 237,471 shares.
Country of incorporation Principal Activity
Carrying amount of investments in other entities
The Group's joint venture and associates at 31 Dec 2022 are set out below. The country of incorporation or registration is also their principal place of business.
Name of Entity
13

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
9INTANGIBLE ASSETS
Software
$'000$'000$'000$'000$'000
At 1 July 2021 (audited)
Cost2,928 1,264 - 7,538 11,730
Accumulated amortisation and impairment(295) (625) - - (920)
Net book value2,633 639 - 7,538 10,810
Period ended 31 December 2021 (unaudited)
Opening net book value amount2,633 639 - 7,538 10,810
Additions131 - 325 - 456
Exchange differences(33) (7) - (71) (111)
Amortisation charge(139) (97) (33) - (269)
Closing net book value2,592 535 292 7,467 10,886
-
As at 31 December 2021 (unaudited)
Cost3,026 1,257 325 7,467 12,075
Accumulated amortisation and impairment(434) (722) (33) - (1,189)
- - Net book value2,592 535 292 7,467 10,886
Year ended 30 June 2022 (audited)
Opening net book value amount2,633 639 - 7,538 10,810
Additions305 - 325 - 630
Exchange differences83 12 - 182 277
Amortisation charge(293) (186) (65) - (544)
Closing net book value2,728 465 260 7,720 11,173
-
As at 30 June 2022 (audited)
Cost3,316 1,276 325 7,720 12,637
Accumulated amortisation and impairment(588) (811) (65) - (1,464)
- Net book value2,728 465 260 7,720 11,173
Period ended 31 December 2022 (unaudited)
Opening net book value amount2,728 465 260 7,720 11,173
Additions271 - - - 271
Exchange differences(102) (13) - (224) (339)
Amortisation charge(158) (92) (32) - (282)
Impairment charge- - (3,364) (3,364)
Closing net book value2,739 360 228 4,132 7,459
- - - - -
As at 31 December 2022 (unaudited)
Cost3,485 1,263 325 7,496 12,569
Accumulated amortisation and impairment(746) (903) (97) (3,364) (5,110)
- Net book value2,739 360 228 4,132 7,459
Kilimanjaro Consulting
Intellectual
Property
The directors have reviewed the recognised goodwill and intangible assets, and considered that the expected increase in profitability of Kilimanjaro in both Australia
and New Zealand for the remaining six months of the financial year and that forecasts for the future periods cash generating expectations, and an independent
review, due to the failure to reach an agreement with MYOB which is now subject to litigation, MYOB's indication of further reductions in MYOB Exo margins and
lower than expected profitability in the 6 months to 31 December 2022, the board has elected to impair the goodwill of the Australian cash generating unit.
Customer
relationships
GoodwillTotal
14

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
9INTANGIBLE ASSETS (CONTINUED)
iSell
Range of inputs
Dec-22Jun-22
Recurring revenue ($'000)1,052 1,138
Non recurring revenue ($'000)41 69
Recurring revenue multiple3.885x4.825x
Non recurring revenue multiple1x1x
10CASH AND CASH EQUIVALENTS / BORROWINGS
31 Dec 202231 Dec 202130 June 2022
$'000$'000$'000
Current cash on hand / (borrowings)
- -
Cash on hand and at bank
1,579 1,402 1,546
Bank overdraft
(473) - (330)
Cash and cash equivalents
1,106 1,402 1,216
- -
Bank borrowings
(1,344) (500) (812)
Other borrowings
- (38) (41)
(238) 864 363
Non-current borrowings
Bank borrowings - non current
- - -
Other borrowings - non current
- - -
- -
Non-current borrowings
- - -
Net cash on hand
(238)864363
31 Dec 202231 Dec 202130 June 2022
$'000$'000$'000
Borrowings
Bank loan
(1,344) (500) (812)
Bank overdraft
(473) - (330)
Total borrowings
(1,817) (500) (1,142)
(a)Summary of borrowing arrangements
11DIVIDENDS
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
cents per sharecents per sharecents per share$'000$'000$'000
Final dividend - 30 June 20212.50 2.50 - 404 404
- - - 2.50 2.50 - 404 404
Increasing recurring revenue, non recurring revenue, the recurring revenue
multiple, and the non recurring revenue multiple by 5% would increase fair value
by $420,820 (June-22: $570,000). Lowering all the above inputs by 5% would
decrease fair value by $402,320 (June-22: $542,190).
On 4 February 2021, the Bank of New Zealand (BNZ) has provided the Group with an overdraft facility of $1,000,000 and a commercial loan facility of $2,000,000.
The Group is currently under the waver issued by the BNZ in September 2022 in respect of the breaches to both the interest cover and financial debt ratios. The
year to date results have further continued to have these two covenants breached, the current waiver is in effect until 30 June 2023. At 31 December the balance
owing on the commercial loan facility was $1,343,330 with an interest rate of 7.61%
The directors have assessed the iSell carrying values, and noted a degree of under-performance relative to the revenue forecasts utilised at the time of the 30 June
2022 impairment test. The directors have considered current forecast information, discount rates, revenue multiples and tested the carrying value of iSell fair value
assessment for impairment at 31 December 2022 and due to the under-performance in revenue, slower than expected delivery of some features, the current
customer churn and change in the base multiple applied to the discount rate, the directors have elected to write off the goodwill applied to iSell.. The directors are
confident in the current forecast information due progress on delivery of the product road map and planned geographic expansion.
Unobservable inputs
Relationship of unobservable inputs to fair value
15

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
12RELATED PARTY TRANSACTIONS
(a)Interest in other Entities
(b)Ultimate Parent
The ultimate parent entity and controlling party is Enprise Group Limited. The Parent is domiciled in New Zealand.
(c)Transactions with Related Parties
During the period, the Group entered into the following trading transactions with related parties.
Sale of services Purchase of services
Name of Entity
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'0006 mths $'0006 mths $'00012 mths $'000
Vadacom Limited*21 16 37 - - -
Next Telecom*- - - 19 18 32
Nicholas Paul (Director)- - - - 71 73
21 16 37 19 89 105
* Vadacom Limited and Next Telecom Limited are subsidiaries of Vadacom Holdings Limited
(d)Outstanding balances arising from sales/purchases of goods and services
The following balances are outstanding at the end of the reporting period in relation to transactions with related parties.
Amounts owed by related partiesAmounts owed to related parties
Name of Entity
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
$'000$'000$'000$'000$'000$'000
Next Telecom Limited- - - 2 3 5
Vadacom Limited4 4 4 - - -
4 4 4 2 3 5
(e)Loans to/from related parties
Amounts owed by related partiesAmounts owed to related parties
Name of Entity
31 Dec 202231 Dec 202130 June 202231 Dec 202231 Dec 202130 June 2022
$'000$'000$'000$'000$'000$'000
Datagate Innovation Limited- 500 518 - -
Vadacom Limited73 87 87 - - -
- -
73 587 605 - - -
- - Current- - - - - -
- - Non-Current73 587 605 - - -
73 587 605 - - -
The Group's principal subsidiaries are set out in note 1(d). Unless otherwise stated, they have share capital consisting solely of ordinary shares that are held
directly by the Group. The country of incorporation or registration is also their principal place of business.
The following balances are outstanding at the end of the reporting period in relation to both documented and undocumented loans with related parties.
16

Enprise Group Limited
Notes to the Condensed Interim Consolidated Financial Statements
for the six months ended 31 December 2022
13CASH FLOW RECONCILIATION
31 Dec 202231 Dec 202130 June 2022
6 mths $'0006 mths $'00012 mths $'000
Profit/(loss) for the period
(5,530) (1,300) (2,193)
Adjustments for:
Depreciation and amortisation
679 651 1,354
Goodwill impairment
3,364 - -
Net loss/(gain) on foreign exchange122 (2) 5
Share of loss from equity accounted investments237 226 548
Loss on disposal of property, plant and equipment- 5
Non cash employee transactions- 107 -
Movement in deferred tax418 45 (227)
Movements in working capital
(Increase)/decrease in trade and other receivable
446 592 (326)
(Increase)/decrease in contract assets
(243) 32 (100)
(Increase)/decrease in income taxes receivable(64) (6) 18
Increase/(decrease) in trade and other payables(31) (132) 357
Increase/(decrease) in provisions55 32 245
Increase/(decrease) in contract liabilities(170) (316) 168
- -
Net cash inflow from operating activities(717)(71)(146)
- - -
14CONTINGENT LIABILITIES
There were no other material contingent liabilities or assets at balance date (December 2021: nil, June 2022: nil).
15SUBSEQUENT EVENTS AFTER BALANCE DATE
There are no known events after balance date
Reconciliation of net profit to net cash flows from operations:
Kilimanjaro has initiated proceedings against MYOB to seek to recover the disputed margin on MYOB Exo; there is a risk that the outcome may not be in
favour of the group and that costs may be awarded to MYOB.
Cash flows are included in the statement of cash flows on a gross basis and includes the GST component of cash flows arising from investing and financing
activities, which is recoverable from, or payable to, the taxation authority and is classified as part of operating cash flows.
iSell Pty Limited continues to defend the claim in relation to a claim from a former iSell employee. The company maintains its position that the amount recorded and
paid was accurate and correct and no further liability exists. A date for hearing the case is scheduled for 31 July 2023.
17

Enprise Group Limited
Corporate Information
for the six months ended 31 December 2022
Company Information
New Zealand company number1562383
ARBN (Australian Registered Body Number)125 825 792
ABN (Australian Business Number)41 125 825 792
Contact DetailsNew ZealandPrincipal place of business
Level 2, 16 Hugo Johnston DriveLevel 2, 16 Hugo Johnston Drive
Penrose, Auckland 1061Penrose, Auckland 1061
PO Box 62262Phone: +64 9 829 5500
Sylvia Park
Auckland 1644Registered office
Phone: +64 9 829 5500Level 2, 16 Hugo Johnston Drive
Fax: +64 9 829 5501Penrose, Auckland 1061
Australia Principal place of business – Australia
Level 4, 122 Walker StreetLevel 4, 122 Walker Street
North SydneyNorth Sydney, NSW 2060
NSW 2060
Phone: +61 2 8355 7055
Fax: +61 2 8355 7045
Internet addresswww.enprisegroup.com
Emailinfo@enprisegroup.com
DirectorsGeorge Cooper
Chief Executive Officer
Lindsay Phillips
Non-executive Director
Nicholas Paul
Chairman
Ronald Baskind
Executive Director
Dr Aneesha Varghese-CowanNon-executive Director
Share RegisterLink Market Services Limited
Level 30, PwC Tower
15 Customs Street West
Auckland, New Zealand
Phone: +64 9 375 5990
AuditorRSM Hayes Audit
Level 1, 1 Broadway
Newmarket 1023
Auckland, New Zealand
Phone +64 9 367 1656
LawyerHudson Gavin Martin, Auckland, New Zealand
Chapman Tripp, Auckland, New Zealand
Ash Street, Sydney, Australia
Principal BankersBank of New Zealand Limited, Auckland, New Zealand
Enprise Group Limited shares are listed on the NZX. The
Group's share register is maintained by Link Market
Services Limited. Link is your first point of contact for any
queries regarding your investment in Enprise Group
18

---

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


Results for announcement to the market
Name of issuer Enprise Group Limited
Reporting Period 6 months to 31 December 2022
Previous Reporting Period 6 months to 31 December 2021
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$ 9,488 6%
Total Revenue $ 9,488 6%
Net profit/(loss) from
continuing operations
$ (5,112) -305%
Total net profit/(loss) $ (5,530) -325%
Interim/Final Dividend
Amount per Quoted Equity
Security
Not Applicable
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
($0.05) $0.06
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
There has been a write down in goodwill in relation to
Kilimanjaro due to the on-going dispute with MYOB in relation to
the MYOB Exo margins, revenue would have been $0.31 million
higher in the period except for MYOB’s unilateral action. A write
off of goodwill relating to iSell has been actioned due to the
slower than expected growth, not meeting the expected delivery
dates for features and a decrease in the base multiples.
Authority for this announcement
Name of person

authorised
to make this announcement
Elliot Cooper
Contact person for this
announcement
Elliot Cooper
Contact phone number
0275615501

Contact email address
elliot@enprisegroup.com

Date of release through MAP

28 February

Unaudited financial statements accompany this announcement.