VONEX LIMITED. (Formerly Aleator Energy Limited) ACN: INTERIM FINANCIAL REPORT FOR THE HALF-YEAR ENDED 31 DECEMBER 2015

Transcription

1 VONEX LIMITED (Formerly Aleator Energy Limited) ACN: INTERIM FINANCIAL REPORT FOR THE HALF-YEAR ENDED 31 DECEMBER 2015 Unit 5, Ground Floor, 1 Centro Avenue, Subiaco, WA 6008 PO Box 446, Subiaco, WA, 6904 Ph: Fax:

2 CONTENTS VONEX LIMITED (FORMERLY ALEATOR ENERGY LIMITED) Directors Report 1 Consolidated Statement of profit or loss and Other Comprehensive Income 6 Consolidated Statement of Financial Performance 7 Consolidated Statement of Changes in Equity 8 Consolidated Statement of Cash Flows 9 Notes to the Financial Statements 10 Directors Declaration 18 Independent Auditor s Review Report 19 Auditor s Independence Declaration 21

3 DIRECTORS REPORT VONEX LIMITED (FORMERLY ALEATOR ENERGY LIMITED) Your Directors submit their report for Vonex Limited ( Vonex or the Company ) and controlled entities ( Consolidated Entity or Group ) for the half-year ended 31 December DIRECTORS The Directors were in office for the entire period unless otherwise stated. The names of the consolidated entities Directors in office during the half-year and until the date of this report are as below: Mr Lewis Cross - Non-Executive Chairman (Resigned 14 June 2016) Mr Mark Rowbottam - Executive Director (Resigned 1 April 2016) Mr Angus Parker - Executive Director (Appointed 5 February 2016) Ms Brydie McKee - Executive Director (Appointed 5 February 2016) (Resigned 14 June 2016) Mr Gennady Varitsky - Non-Executive Director (Resigned 5 February 2016) Mr Nicholas Ong Non-Executive Chairman (Appointed 14 June 2016) Mr Matt Fahey Commercial Director (Appointed 14 June 2016) Mr David Vilensky Non-Executive Director (Appointed 14 June 2016) 2. RESULTS OF OPERATIONS The financial results of the Group for the half-year ended 31 December 2015 are: 31-Dec Jun-15 % Change Cash and cash equivalents ($) 4,173,548 19, % Net assets ($) (412,838) (869,105) (52%) 31-Dec Dec-14 % Change Revenue ($) 2, % Net loss after tax ($) (439,533) (763,545) 42% Loss per share (cents) (0.20) (0.12) 67% 3. REVIEW OF OPERATIONS Acquisition of Vonex Limited On 8 July 2015 the Company entered into the Acquisition Agreement with Vonex Limited and its majority shareholders for the option to conditionally acquire 100% of the issued capital in Vonex, which the Company exercised on 13 August Vonex is an award-winning Perth based telecommunications company that develops new technologies in the communications industry. Vonex has developed technologies in communications, including a cloud hosted PBX system. Vonex is also developing oper8tor App, a multi-platform voice, messaging and social media app that allows users to connect with all social media friends, followers and contacts from a single app. Vonex developed a cloud based hosted PBX system which delivers innovative features to the business customer otherwise unachievable using conventional phone systems. With the addition of AMPT (Automated Management and Provisional Terminal) Vonex has successfully cut the time of deploying PBX systems into offices from weeks to a matter of minutes. This innovation has the potential to save companies thousands of dollars in set up costs as well has massive savings in their telecommunications expenses ongoing. In addition the business model is extremely scalable

4 DIRECTORS REPORT VONEX LIMITED (FORMERLY ALEATOR ENERGY LIMITED) On 30 November 2015 the company held its Annual General Meeting and shareholders approved the resolutions to acquire all of the issued capital in Vonex and make a significant change of nature and scale of the Company s activities. On 4 December 2015 the Company lodged its prospectus for the offer of up to 111,111,111 shares at an issue price of $0.045 per share to raise up to $5,000,000 with a minimum subscription of 80,000,000 shares to raise at least $3,600,000. The prospectus also contains an offer of up to 233,333,333 shares and 400,000,000 Performance Shares (being 133,333,333 Class A Performance Shares, 133,333,333 Class B Performance Shares and 133,333,334 Class C Performance Shares) (Consideration Securities) to the Vonex Vendors (Vendor Consideration Offer). On 16 December 2015 the Company announced that its prospectus Offer dated 3 December 2015 had been fully subscribed at $5 million and had closed. The offer received overwhelming investor support and was heavily oversubscribed. On 4 March 2016 the Company issued a Supplementary Prospectus intended to be read with the prospectus dated 3 December The effect of this Supplementary Prospectus is that the Company must give subscribers to the Prospectus who have lodged Applications prior to the date of this Supplementary Prospectus, a copy of this Supplementary Prospectus and the right, for a period of one month from the date of this Supplementary Prospectus, to withdraw their Application and be repaid their Application money. Povorotnoye Gas and Condensate Field During the period the Company announced that it had entered into a binding share sale agreement for the sale of its investment in Honoratus Investments Limited (Honoratus), the holding company of its Ukraine assets. The material terms of the share sale agreement were as follows: The purchaser will purchase 100% of the shares of Honoratus which are held by the Company, free from encumbrances; The purchaser will assume all liabilities post settlement; and The consideration receivable by the company is $250,000. As at 31 December 2015 the Company had received the entire consideration of $250,000 from the sale of its investment in Honoratus. The sale allows the Company to be released from its liabilities and obligations, leaving the Company free to continue its strategic shift to the telecommunications sector. The Company has retains its interest in the Golden Eagle project in Utah, USA and the Johnston Range iron ore royalty. Share Purchase Plan & Outstanding Creditor Settlement During the period the Company completed a share purchase plan (SPP) which closed heavily oversubscribed. The Company issued 140,000,000 (pre-consolidation of capital) fully paid ordinary shares at $0.005 per share to raise $700,000 and an additional 20,000,000 (pre-consolidation of capital) and 12,000,000 (pre-consolidation of capital) fully paid ordinary shares at $0.005 and $0.03 respectively per share to clear $120,000 worth of outstanding creditors

5 DIRECTORS REPORT VONEX LIMITED (FORMERLY ALEATOR ENERGY LIMITED) Completion of Unmarketable Parcel Share Sale Facility During the period the Company completed the Unmarketable Parcel Shares Sale Facility announced on 16 July 2015 following the sale of 6,088,947 (pre-consolidation of capital) shares for 3,985 shareholders. The sale price was 1.5 cents per share, being the equivalent price to the funding commitments announced on 24 September The Unmarketable Parcel Share Sale Facility allowed shareholders with less than a marketable parcel of shares to exit the Company s register without brokerage fees or other costs, thereby reducing the Company s administrative and other share registry fees associated with these small holdings. Consolidation of Capital On 30 November 2015 at the Company s Annual General Meeting, shareholders approved the share consolidation on the basis that every three (3) shares be consolidated into one (1) share. Conversion of Debt On 1 December 2015 the Company issued 12,000,000 (pre-consolidation of capital) fully paid ordinary shares at $0.03 on conversion of debt worth $120,000. Working Capital Loan Facility Agreement During the period the Company entered into a short term working capital loan facility, used to offset any funds used and maintain the total of the funds held under trust from the Application received under the Prospectus (Facility). As at 17 June 2016 the Company had drawn down a net amount $430,000 of the Facility. The key terms of the Facility are as follows: (a) the lender agrees to provide a short term working capital loan facility to the Company in the amount of $1,000,000 (Facility Amount) to be used by the Company for any working capital purposes; (b) the Facility Amount is held on trust for the Company since September 2015; (c) the Facility Amount will be provided to the Company in the manner requested on request of the Company; and (d) the Company agrees to repay the Facility Amount in full to the lender within 30 days following re-admission of the Company to the Official List. 4. ANNUAL GENERAL MEETING OUTCOMES The Company conducted its annual meeting on 30 November As announced to the ASX on the same day, all resolutions were carried by a show of hands. 5. EVENTS SUBSEQUENT TO REPORTING DATE On 5 February 2016 the Company appointed Ms Brydie McKee and Mr Angus Parker Executive Directors and as CEO and CTO respectively following settlement of the heads of agreement between Aleator and Vonex. Concurrently the Company accepted the resignation of Mr Gennady Varitsky as Director of the Company. On 8 February 2016, on achieving all conditions precedent to the acquisition agreement, including that the Company had received conditional approval for re-admission to the Official List and in the Company s discretion all the conditions were achievable prior to 3 March 2016, the Company issued - 3 -

6 DIRECTORS REPORT 111,111,111 fully paid ordinary shares pursuant to the Public Offer together with 233,333,333 fully paid ordinary shares and 400,000,000 performance shares as consideration for the settlement of the Vonex acquisition. On 19 February 2016 the Company received written confirmation from ASIC confirming the registration on change of company name from Aleator Energy Limited to Vonex Limited. The Company also changed the address of its registered office and principal place of business to Unit 5, Ground Floor, 1 Centro Avenue, Subiaco, WA On 22 February 2016 the Company received written confirmation from ASX notifying the Company that its change of name and code was effective as of 23 February On 26 February 2016, ASX raised queries in relation to whether the Company: (a) failed to make the offer of the securities the subject of the Prospectus in or accompanied by the Prospectus, in accordance with section 721(1) of the Corporations Act; and (b) failed to hold the application money and all other money paid to the Company on account of securities the subject of the Prospectus on trust for the applicant until the securities were issued on 8 February 2016, in accordance with section 722 of the Corporations Act. On 26 February 2016 the Company applied to ASIC for relief to modify section 723(3) of the Corporations Act pursuant to section 741 of the Corporations Act, so the Company may extend the period for which to obtain quotation for an additional period of three months commencing the date of the Supplementary Prospectus. On 4 March 2016 the Company issued a Supplementary Prospectus intended to be read with the prospectus dated 3 December Pursuant to the Supplementary Prospectus, ASIC granted the Company relief from sections 723(3) and 724 of the Corporations Act and the Company was granted an additional three months from 4 March 2016 within which its securities must be re-admitted to quotation on ASX. A condition of this relief was that, for a period of one month from the date of the Supplementary Prospectus, applicants must be given the opportunity to withdraw their application and be repaid their application money. On 7 March 2016 the Company announced an operations update. The update related to a positive increased in revenue numbers, customer and reseller growth, and the development status of the Oper8tor App. On 1 April 2016 the Company announced that it had accepted the resignation of Executive Director, Mr Mark Rowbottam. On 5 April 2016 the Company provided a summary of the withdrawals processed under the Supplementary Prospectus dated 4 March Following close of the period for exiting applicants to withdraw application monies on 4 April 2016, the Company received and processed refunds totaling $4,103, On 8 April 2016 the Company announced that it had accepted the resignations of Ms Brydie McKee and Mr Lew Cross as Directors of the Company, subject to the appointment of replacement directors as nominated by the Company in due course. On 12 April 2016, the Company was informed by the ASX that it would be removed from the official list of the ASX immediately, in accordance with listing rule

7 DIRECTORS REPORT Subsequent to the Period, the Company has sought to raise additional working capital and funds to repay remaining subscribers to the Prospectus dated 3 December 2015, via the issue of a convertible note facility. To date the Company has raised $1,137,000 via the convertible note facility. On 14 June 2016 the Company advised that all investors who had lodged applications for shares under the Prospectus dated 3rd December 2015 as supplemented by the supplementary prospectus dated 4 March 2016 had been refunded their application money in full. In addition, on 14 June 2016 the Company advised of the appointments of Mr Nicholas Ong as Non- Executive Chairman, Mr David Vilensky as Non-Executive Director and Vonex Telecom s chief commercial officer Mr Matt Fahey as Commercial Director to the Board of the Company. Following the appointments of Messrs. Ong, Vilensky and Fahey, the Company advised that the resignations of Mr Lew Cross and Ms. Brydie McKee had been effected. Ms. McKee continues on with the Company in her capacity as Chief Operating Officer The Company further advised that Mr Matthew Foy and Mr Daniel Smith had been appointed joint company secretaries of the Company. Following the appointments of Messrs. Foy and Smith Mr Ranko Matic resigned as Company Secretary. Other than the above there are no other matters or circumstances that have arisen since 31 December 2015 that have or may significantly affect the operations, results, or state of affairs of the consolidated entity in future financial periods. 6. AUDITOR S INDEPENDENCE DECLARATION The Auditor s Independence Declaration under Section 307C of the Corporations Act 2001 has been received and is included within the Interim Financial Report. Signed in accordance with a resolution of the Board of Directors, pursuant to section 306(3)(a) of the Corporations Act Angus Parker Director Dated this 15 th day of July

8 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME Note 31-Dec Dec-14 $ $ Revenue 2, Corporate and administration expenses (638,862) (180,820) Depreciation expense (523) (3,715) Director and employee benefits expense (123,826) (160,888) Finance costs (2,242) (68,260) Gain on disposal of controlled entities 323,096 - Provision write down on investments - (350,000) Loss before income tax (439,533) (763,545) Income tax expense - - Net loss for the period (439,533) (763,545) Other Comprehensive Income Items that may be reclassified subsequently to profit or loss Foreign currency translation - 8,323,245 Other comprehensive income for the period, net of tax - 8,323,245 Total comprehensive loss/ income for the period (439,533) 7,559,700 Net loss for the year is attributable to: Members of the parent entity (439,533) (688,841) Non-controlling interest - (74,704) (439,533) (763,545) Total comprehensive (loss) / income for the period is attributable to: Members of the parent entity (439,533) 7,634,404 Non-controlling interest - (74,704) (439,533) 7,559,700 Basic and diluted earnings per share for loss attributable to the owners of Vonex Limited (cents per share) (0.20) (0.12) The accompanying notes form part of this interim financial report

9 AS AT 31 DECEMBER 2015 CONSOLIDATED STATEMENT OF FINANCIAL POSITION Note 31-Dec Jun-15 $ $ CURRENT ASSETS Cash and cash equivalents 4,173,548 19,822 Trade and other receivables 100, ,187 Other current assets 350,842-4,624, ,009 Assets held for sale - 250,000 TOTAL CURRENT ASSETS 4,624, ,009 NON CURRENT ASSETS Trade and other receivables 467, ,652 Property, plant and equipment 4, TOTAL NON CURRENT ASSETS 472, ,160 TOTAL ASSETS 5,096, ,169 CURRENT LIABILITIES Trade and other payables 578,433 1,268,246 Borrowings 4-143,846 Provisions 32,795 43,182 Share applications received in advance 5 4,898,347 - TOTAL CURRENT LIABILITIES 5,509,575 1,455,274 TOTAL LIABILITIES 5,509,575 1,455,274 NET LIABILITIES (412,838) (869,105) EQUITY Issued capital 6 85,006,364 84,110,564 Reserves 7 - (2,328,787) Accumulated losses (85,419,202) (82,579,816) Parent entity interest (412,838) (798,039) Non-controlling interest - (71,066) TOTAL DEFICIENCY IN EQUITY (412,838) (869,105) The accompanying notes form part of this interim financial report

10 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Contributed Equity Accumulated Losses Foreign Exchange Translation Option Reserve Noncontrolling interest Total $ $ $ $ $ $ At 1 July ,715,386 (17,803,414) (8,773,242) 7,754,589 74,626 63,967,945 Comprehensive income: Loss for the period - (688,841) - - (74,704) (763,545) Foreign currency translation - - 8,323, ,323,245 Total comprehensive (loss) / income for the period - (688,841) 8,323,245 - (74,704) 7,5459,700 Transactions with owners, in their capacity as owners Securities issued during the period 186, ,506 Capital raising costs (26,400) (26,400) At 31 December ,875,492 (18,492,255) (449,997) 7,754,589 (78) 71,687,751 At 1 July ,110,564 (82,579,816) (2,328,787) - (71,066) (869,105) Comprehensive income: Loss for the period - (439,533) (439,533) Other comprehensive income - (2,328,787) 2,328, Total comprehensive loss for the period - (2,768,320) 2,328, (439,533) Transactions with owners, in their capacity as owners Securities issued during the period 920, ,000 Capital raising costs (24,200) (24,200) Derecognition of non-controlling interest - (71,066) ,066 - At 31 December ,006,364 (85,419,202) (412,838) The accompanying notes form part of this interim financial report

11 CONSOLIDATED STATEMENT OF CASH FLOWS VONEX LIMITED (FORMERLY ALEATOR ENERGY LIMITED) 31-Dec Dec-14 $ $ Cash flows from operating activities Payments to suppliers and employees (1,083,575) (308,718) Payments for exploration expenditure - (57,814) Finance costs paid (2,242) (3,969) Interest received 2, Net cash used in operating activities (1,082,993) (370,363) Cash flows from investing activities Loan to other entities (255,477) - Payment for property plant and equipment (3,153) - Proceeds received from assets held for sale 205,370 - Proceeds from bonds - 16,326 Net cash (used in) / provided by investing activities (53,260) 16,326 Cash flows from financing activities Proceeds from borrowings, net of costs 50, ,800 Repayment of borrowings, net of costs (13,846) - Proceeds from the issue of securities, net of costs 675,802 - Proceeds from unissued securities, net of costs 4,590,847 - Net cash provided by financing activities 5,302, ,800 Net increase / (decrease) in cash and cash equivalents 4,166,550 (4,237) Cash and cash equivalents at the beginning of the financial year 19,822 70,729 Effect of exchange rate fluctuations on cash held (12,824) 4,932 Cash and cash equivalents at the end of the financial year 4,173,548 71,424 The accompanying notes form part of this interim financial report

12 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 1. BASIS OF PREPARATION OF THE INTERIM FINANCIAL REPORT Basis of Preparation These general purpose financial statements for the interim half-year reporting period ended 31 December 2015 have been prepared in accordance with the requirements of the Corporations Act 2001 and Australian Accounting Standards including AASB 134: Interim Financial Reporting. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 134 Interim Financial Reporting. This interim financial report does not include full disclosures of the type normally included in an annual report. It is recommended that this Interim financial report be read in conjunction with the annual financial report for the year ended 30 June 2015 and any public announcements made by Vonex Limited (formerly Aleator Energy Limited) during the half-year reporting period in accordance with the continuous disclosure requirements of the Corporations Act A summary of the material accounting policies adopted by the consolidated entity in the preparation of the financial report can be found in the annual financial report for the year ended 30 June The accounting policies have been consistently applied, unless otherwise stated. New and Revised Accounting Standards and Interpretations The consolidated entity has adopted all of the new and revised Standards and Interpretations issued by the Australian Accounting Standards Board that are mandatory for the current reporting period. The adoption of these new and revised Accounting Standards and Interpretations has not resulted in a significant or material change to the consolidated entity s accounting policies. The adoption of these new and revised Accounting Standards and Interpretations has not resulted in a significant or material change to the consolidated entity s accounting policies. Going Concern The half-year financial report has been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business. As disclosed in the half-year financial report, the consolidated entity incurred a loss of $439,553 and had net cash operating outflows of $1,082,993 for the half-year ended 31 December As at that date, the consolidated entity had net current liabilities of $884,989 and net liabilities of $412,838. The Directors believe that there are reasonable grounds to believe that the consolidated entity will continue as going concern and that it is appropriate to adopt the going concern basis in the preparation of the financial report after consideration of the following factors: (a) During the period the Company entered into a short term working capital loan facility of $1 million, used to offset any funds used under the Prospectus and to maintain the total of the funds held under trust from the Application received under the Prospectus. The company has drawn down $430,000 as at 11 July 2016; and

13 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (b) Subsequent to the reporting date, the Company has raised additional working capital via the issue of convertible notes to the value of $1,137,000. The Company is currently seeking to place the remaining $1,363,000 portion of the $2.5 million convertible loan note facility; and (c) The Company is currently preparing a notice of meeting to approve, amongst other things, an amendment to the Company s constitution to permit the ability to list on an alternative registered exchange. In addition, the Company has engaged external advisers to assist with selling its legacy oil and gas asset. Accordingly, the Directors believe that the consolidated entity will be able to continue as a going concern and that is appropriate to adopt the going concern basis in the preparation of the financial report. If the consolidated entity is not successful in raising additional capital or borrowings, there is significant uncertainty as to whether the consolidated entity will continue as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report. The financial report does not include any adjustments relating to the amounts or classification of recorded assets or liabilities that might be necessary if the consolidated entity does not continue as a going concern. 2. DIVIDENDS There have been no dividends declared or recommended and no distributions made to shareholders or other persons during the period. 3. SEGMENT INFORMATION The directors have considered the requirements of AASB 8 Operating Segments and the internal reports that are reviewed by the chief operating decision maker (the Board) in allocating resources and have concluded during the period, the Company operated in the exploration industry within the geographical segments of Australia, USA and Ukraine. During the period however the Company sold its investment in the Ukraine which allowed the Company to be released from its liabilities and obligations, leaving the Company free to continue its strategic shift to the telecommunications sector. Revenues of approximately Nil (30 June 2015: Nil) are derived from a single external customer

14 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS SEGMENT INFORMATION The segment information provided to the Board of Directors for the reportable segments for the period ended 31 December 2015 are as follows: 31-Dec-15 Exploration activities Exploration Activities Exploration Activities AUSTRALIA USA Ukraine Consolidated $ $ $ $ Other revenue 2, ,824 Total segment revenue 2, ,824 Segment result before income tax (439,533) - - (439,533) Loss before income tax (439,533) 31-Dec-14 Other revenue Total segment revenue Segment result before income tax (752,251) (4,025) (7,269) (763,545) Loss before income tax (763,545) 31-Dec-15 Exploration activities Exploration Activities Exploration Activities AUSTRALIA USA Ukraine Consolidated $ $ $ $ Segment assets 4,884, ,381-5,096,737 Total assets 5,096,737 Segment liabilities 5,509, ,509,575 Total Liabilities 5,509, Jun-15 Segment assets 113, , , ,169 Total assets 586,169 Segment liabilities 1,076,286 39, ,460 1,455,274 Total Liabilities 1,455,

15 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 4. BORROWINGS 31-Dec Jun-15 $ $ Short term loans (i) - 132,388 Convertible notes (ii) - 11, , Dec Jun-15 (i) Movement in short term loans $ $ Loan - Confadent Limited Opening balance 127, ,474 Draw down amount - 50,000 Conversion of debt to equity (120,000) (280,000) Conversion of convertible note to equity - (50,000) Debt / equity swap - 20,000 Loan fee - 33,986 Interest accrued - 65,507 Foreign exchange translation - 30,421 Loan repayment (7,388) ,388 Loan - Other Opening balance 5,000 - Draw down amount - 5,000 Loan repayment (5,000) - - 5,000 Total Short Term Loans - 132, Dec Jun-15 (ii) Movement in Convertible notes $ $ Convertible Note - Revolve Opening balance 11, ,249 Draw down amount 50,000 29,000 Conversion of debt to equity - (50,000) Conversion of convertible note to equity (60,000) (109,934) Debt equity swap - 22,685 Interest accrued - 11,458 Repayment of Convertible note (1,458) - Total Convertible Notes - 11,

16 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 5. SHARE APPLICATION RECEIVED IN ADVANCE 31-Dec Jun-15 $ $ Share application received in advance (i) 4,898,347-4,898,347 - (i) Share application received in advance are funds received during the period, pursuant to the offer made under the Prospectus dated 3 December These funds, along with a further $101,653 received subsequent to the half-year end, were converted to equity on 8 February 2016 when the Company issued 111,111,111 fully paid ordinary shares at 4.5 cents per share, with the total consideration being $5,000,000. On 14 June 2016 the Company advised that all applications for shares under the Prospectus dated 3rd December 2015 as supplemented by the supplementary prospectus dated 4 March 2016 had been refunded their application money in full and the Company will shortly cancel the 111,111,111 ordinary shares issued. 6. ISSUED CAPITAL a) Ordinary Shares 31-Dec Jun-15 $ No. $ No. Fully paid ordinary shares 85,006, ,932,588 84,110, ,795,253 Movement in ordinary shares $ No. Issue price Balance at 30 June ,110, ,795,253 Shares issued under share purchase plan (i) 5/08/ , ,000, Shares issued under share purchase plan (i) 5/08/ ,000 20,000, Share consolidation (ii) 30/11/ (459,862,665) Shares issued on conversion of debt (iii) 1/12/ ,000 4,000, Cost of capital raising - (24,200) - - Balance at 31 December ,006, ,932,588 (i) On 5 August 2015 the Company issued 20,000,000 (pre-consolidation of capital) fully paid ordinary shares to creditors and 140,000,000 (pre-consolidation of capital) fully paid ordinary shares at $0.005 per share under its SPP, with the funds to be used on the proposed transaction with Vonex, trade creditors, minimum expenditure commitments on the existing projects and general overheads., with the funds used on the transaction with Vonex, trade creditors, minimum expenditure commitments on the existing projects and general overheads. (ii) On 30 November 2015 at the Company s Annual General Meeting, shareholders approved the share consolidation on the basis that every three (3) shares be consolidated into one (1) share

17 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (iii) On 1 December 2015 the Company issued 4,000,000 fully paid ordinary shares at $0.03 on conversion of debt worth $120,000. b) Unlisted Options The balance of unlisted options at 31 December 2015 is nil. c) Listed Options The balance of listed options at 31 December 2015 is nil. 7. RESERVES 31-Dec Jun-15 $ $ Foreign exchange translation - (2,328,787) - (2,328,787) 8. CONTINGENT ASSETS AND LIABILITIES On 4 March 2016 the Company issued a Supplementary Prospectus intended to be read with the prospectus dated 3 December The effect of the Supplementary Prospectus is that the Company gave subscribers to the Prospectus dated 3 December 2015 the right, for a period of one month from the date of the Supplementary Prospectus, the ability to withdraw their Application and be repaid their Application money. On 5 April 2016 the Company announced that it had processed refunds of Application money amounting to $4,103, On 12 April 2016, the Company was informed by the ASX that it would be removed from the official list of the ASX immediately, in accordance with listing rule Subsequent to the Period, the Company has sought to raise additional working capital and funds to repay remaining subscribers to the Prospectus dated 3 December 2015, via the issue of a convertible note facility. To date the Company has raised $1,137,000 via the convertible note facility. On 14 June 2016 the Company advised that all investors who had lodged applications for shares under the Prospectus dated 3rd December 2015 as supplemented by the supplementary prospectus dated 4 March 2016 had been refunded their application money in full. There is uncertainty as to whether future liabilities will arise in respect of any of these items and currently any potential contingent liability cannot be reliably estimated. 9. EVENTS SUBSEQUENT TO REPORTING DATE On 5 February 2016 the Company appointed Ms Brydie McKee and Mr Angus Parker Executive Directors and as CEO and CTO respectively following settlement of the heads of agreement between Aleator and Vonex. Concurrently the Company accepted the resignation of Mr Gennady Varitsky as Director of the Company

18 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS On 8 February 2016, on achieving all conditions precedent to the acquisition agreement, including that the Company had received conditional approval for re-admission to the Official List and in the Company s discretion all the conditions were achievable prior to 3 March 2016, the Company issued 111,111,111 fully paid ordinary shares pursuant to the Public Offer together with 233,333,333 fully paid ordinary shares and 400,000,000 performance shares as consideration for the settlement of the Vonex acquisition. On 19 February 2016 the Company received written confirmation from ASIC confirming the registration on change of company name from Aleator Energy Limited to Vonex Limited. The Company also changed the address of its registered office and principal place of business to Unit 5, Ground Floor, 1 Centro Avenue, Subiaco, WA On 22 February 2016 the Company received written confirmation from ASX notifying the Company that its change of name and code was effective as of 23 February On 26 February 2016, ASX raised queries in relation to whether the Company: (a) failed to make the offer of the securities the subject of the Prospectus in or accompanied by the Prospectus, in accordance with section 721(1) of the Corporations Act; and (b) failed to hold the application money and all other money paid to the Company on account of securities the subject of the Prospectus on trust for the applicant until the securities were issued on 8 February 2016, in accordance with section 722 of the Corporations Act. On 26 February 2016 the Company applied to ASIC for relief to modify section 723(3) of the Corporations Act pursuant to section 741 of the Corporations Act, so the Company may extend the period for which to obtain quotation for an additional period of three months commencing the date of the Supplementary Prospectus. On 4 March 2016 the Company issued a Supplementary Prospectus intended to be read with the prospectus dated 3 December Pursuant to the Supplementary Prospectus, ASIC granted the Company relief from sections 723(3) and 724 of the Corporations Act and the Company was granted an additional three months from 4 March 2016 within which its securities must be re-admitted to quotation on ASX. A condition of this relief was that, for a period of one month from the date of the Supplementary Prospectus, applicants must be given the opportunity to withdraw their application and be repaid their application money. On 7 March 2016 the Company announced an operations update. The update related to a positive increased in revenue numbers, customer and reseller growth, and the development status of the Oper8tor App. On 1 April 2016 the Company announced that it had accepted the resignation of Executive Director, Mr Mark Rowbottam. On 5 April 2016 the Company provided a summary of the withdrawals processed under the Supplementary Prospectus dated 4 March Following close of the period for exiting applicants to withdraw application monies on 4 April 2016, the Company received and processed refunds totaling $4,103, On 8 April 2016 the Company announced that it had accepted the resignations of CEO Ms Brydie McKee and nonexecutive Director Mr Lew Cross as Directors of the Company, subject to the appointment of replacement directors as nominated by the Company in due course. On 12 April 2016, the Company was informed by the ASX that it would be removed from the official list of the ASX immediately, in accordance with listing rule

19 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Subsequent to the Period, the Company has sought to raise additional working capital and funds to repay remaining subscribers to the Prospectus dated 3 December 2015, via the issue of a convertible note facility. To date the Company has raised $1,137,000 via the convertible note facility. On 14 June 2016 the Company advised that all investors who had lodged applications for shares under the Prospectus dated 3rd December 2015 as supplemented by the supplementary prospectus dated 4 March 2016 had been refunded their application money in full. In addition, on 14 June 2016 the Company advised of the appointments of Mr Nicholas Ong as Non-Executive Chairman, Mr David Vilensky as Non-Executive Director and Vonex Telecom s chief commercial officer Mr Matt Fahey as Commercial Director to the Board of the Company. Following the appointments of Messrs. Ong, Vilensky and Fahey, the Company advised that the resignations of Mr Lew Cross and Ms. Brydie McKee had been effected. Ms. McKee continues on with the Company in her capacity as Chief Operating Officer The Company further advised that Mr Matthew Foy and Mr Daniel Smith had been appointed joint company secretaries of the Company. Following the appointments of Messrs. Foy and Smith Mr Ranko Matic resigned as Company Secretary. Other than the above there are no other matters or circumstances that have arisen since 31 December 2015 that have or may significantly affect the operations, results, or state of affairs of the consolidated entity in future financial periods

20 DIRECTORS DECLARATION VONEX LIMITED (FORMERLY ALEATOR ENERGY LIMITED) The Directors of Vonex Limited (formerly Aleator Energy Limited) declare that: 1. The consolidated financial statements and notes, as set out in this half-year financial report: a. comply with Accounting Standard AASB 134: Interim Financial Reporting and the Corporations Act 2001; and b. give a true and fair view of the consolidated entity s financial position as at 31 December 2015 and of its performance for the half-year ended on that date. 2. In the Director s opinion, there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable. The declaration is made in accordance with a resolution of the Board of Directors made pursuant to section 303(5)(a) of the Corporations Act Angus Parker Director Dated this 15 th day of July

21 INDEPENDENT AUDITOR S REVIEW REPORT TO THE MEMBERS OF VONEX LIMITED We have reviewed the accompanying half-year financial report of Vonex Limited which comprises the statement of financial position as at 31 December 2015, and the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the half-year ended on that date, notes comprising a summary of significant accounting policies and other explanatory information, and the directors declaration of the consolidated entity comprising the company and the entities it controlled at the half-year end or from time to time during the half-year. Directors Responsibility for the Half-Year Financial Report The directors of the company are responsible for the preparation of the half-year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half-year financial report that is free from material misstatement, whether due to fraud or error. Auditor s Responsibility Our responsibility is to express a conclusion on the half-year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half-year financial report is not in accordance with the Corporations Act 2001 including: giving a true and fair view of the consolidated entity s financial position as at 31 December 2015 and its performance for the half-year ended on that date; and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations As the auditor of Vonex Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report. A review of a half-year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

22 Independence In conducting our review, we have complied with the independence requirements of the Corporations Act We confirm that the independence declaration required by the Corporations act 2001, which has been given to the directors of Vonex Limited, would be in the same terms if given to the directors as at the time of this auditor s review report. Basis for Qualified Conclusion Our auditor s review report, dated 16 March 2015, on the financial report for the half-year ended 31 December 2014, expressed a disclaimer of conclusion, due to our inability to obtain financial statements of two controlled entities, East Crimea Energy BV and Pivenspetsbud LLC. As a result, we were not able to obtain sufficient appropriate evidence to verify the balances in the statement of financial position as at 31 December 2014 and the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the half-year ended 31 December Accordingly, we do not express a conclusion on the statement of profit or loss and other comprehensive income, statement of changes in equity and statement of cash flows for the half-year ended 31 December Qualified Conclusion Based on our review, which is not an audit, except for the effects on the corresponding figures of the matter described in the Basis for Qualified Conclusion paragraph, we have not become aware of any matter that makes us believe that the half-year financial report of Vonex Limited is not in accordance with the Corporations Act 2001, including: (a) giving a true and fair view of the consolidated entity s financial position as at 31 December 2015 and of its performance for the half-year ended on that date; and (b) complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations Emphasis of Matter Without qualifying our conclusion, we draw attention to Note 1 to the financial statements, which indicates that the consolidated entity incurred a net loss of $439,553 and had net cash outflows from operating activities of $1,082,993 for the half-year ended 31 December As at that date, the consolidated entity had net current liabilities of $884,989 and net liabilities of $412,838. These conditions, along with other matters as set forth in Note 1, indicate the existence of a material uncertainty which may cast significant doubt about the consolidated entity s ability to continue as a going concern and therefore, the consolidated entity may be unable to realise its assets and discharge its liabilities in the normal course of business. RSM AUSTRALIA PARTNERS Perth, WA Dated: 15 July 2016 TUTU PHONG Partner

23 AUDITOR S INDEPENDENCE DECLARATION As lead auditor for the review of the financial report of Vonex Limited for the half -year ended 31 December 2015, I declare that, to the best of my knowledge and belief, there have been no contraventions of: (i) (ii) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and any applicable code of professional conduct in relation to the review. RSM AUSTRALIA PARTNERS Perth, WA Dated: 15 July 2016 TUTU PHONG Partner