Asia Wealth Group Holdings Ltd - Audited Results to 28 February 2018

3 August 2018

Asia Wealth Group Holdings Limited

("Asia Wealth", the “Group” or the "Company")

AUDITED RESULTS FOR THE FINANCIAL YEAR ENDED 28 FEBRUARY 2018

Chairman’s Statement

The Board is pleased to report the audited results of the Company for the Financial Year from 1 March 2017 to 28 February 2018. The accounts contain an audit opinion which is qualified as the auditors were not able to obtain supporting evidence regarding the ownership of the Group’s investment in Ray Alliance and also in respect of the possible effects of the Group’s investment in Ray Alliance not having been assessed for impairment. The audited accounts will shortly be available on the NEX website at https://www.nexexchange.com/member?securityid=1191336, or via the Company’s website, www.asiawealthgroup.com.

The Company reports a much improved consolidated profit of US$146,845 (2017: (US$110,395)).

The Company has worked hard to restore its profitability after having identified several new areas of business expansion opportunities in South East Asia and with a few groups in North America and in Europe. The Company’s main source of income was through Meyer Asset Management Ltd, a wholly owned subsidiary of the Company.

The Board remains focused on further acquisitions and partnerships in Europe and the Americas as well as the south-east Asian region. The Board has a cash surplus to seek further acquisitions and is currently looking at businesses in the Fintech space.

I would again like to thank the Company’s staff for their hard work throughout the year and shareholders for their support and we look forward to taking advantage of the opportunities which we expect to encounter in the forthcoming year.

The Directors do not recommend the payment of a dividend for the year ended 28 February 2018.

Richard Cayne

Chairman

The Directors of the Company accept responsibility for the content of this announcement.

Contacts:

Richard Cayne (Chairman and CEO)

Asia Wealth Group Holdings Limited, +66 (0) 2611-2561

Guy Miller (Corporate Advisers)

Peterhouse Capital Limited, +44 (0) 20 7469 0930

www.asiawealthgroup.com

Consolidated Statement of Financial Position

At 28 February 2018

Expressed in U.S. Dollars                                  2018        2017

Non-current assets

Fixed assets                                             25,130      31,697

Investment property                                     400,343     380,246

Available-for-sale investment                           318,162     318,162

                                                        743,635     730,105

Current assets

Cash and cash equivalents                             1,346,655     869,147

Trade receivables                                       228,577     215,041

Loans and other receivables                              92,168     133,046

Due from related party                                        —          97

Prepaid tax                                                 687           —

Prepayments and other assets                            104,964      96,352

                                                      1,773,051   1,313,683

Total assets                                        $ 2,516,686 $ 2,043,788

Equity

Share capital                                           913,496     913,496

Share-based payment reserve                                   —      10,708

Consolidation reserve                                   405,997     405,997

Translation reserve                                      28,725     (9,317)

Accumulated deficit                                   (135,730)   (372,081)

Total equity attributable to equity holders of the

Parent Company                                        1,212,488     948,803

Equity attributable to non-controlling interests              —    (17,552)

Total equity                                          1,212,488     931,251

Non-current liabilities

Liabilities under finance lease agreements               10,900      18,245

Current liabilities

Trade payables                                        1,194,592     927,954

Due to related parties                                    4,797      59,966

Liabilities under finance lease agreements                7,785       7,017

Deferred revenue                                              —       1,958

Tax payable                                               2,586           —

Other payables and accrued expenses                      83,538      97,397

                                                      1,293,298   1,094,292

Total liabilities                                     1,304,198   1,112,537

Total equity and liabilities                        $ 2,516,686 $ 2,043,788

Consolidated Statement of Comprehensive Income

For the year ended 28 February 2018

Expressed in U.S. Dollars

                                                2018        2017

Revenue

Commission income                          2,160,615   1,517,797

Rental income                                 29,983       9,058

                                           2,190,598   1,526,855

Expenses

Commission expense                         1,327,368     880,977

Professional fees                            323,883     283,976

Directors’ fees                              202,700     218,902

Impairment expense                           106,613      76,188

Travel and entertainment                      54,539      50,058

Office expense                                43,763      40,395

Wages and salaries                            43,253      51,037

Depreciation                                  35,057      20,017

Rent                                          16,417      14,115

Marketing                                     11,422      15,805

Other expenses                                39,911      31,529

                                           2,204,926   1,682,999

Net loss from operations                    (14,328)   (156,144)

Other income/(expenses)

Gain on disposal of fixed assets                   —       5,684

Share of loss of associate company                 —    (29,382)

Gain on disposal of associate company          7,522           —

Impairment of goodwill                             —    (11,815)

Foreign currency exchange (loss)/gain        113,537    (19,387)

Other income                                  44,360     101,986

                                             165,419      47,086

Net income/(loss) before finance costs       151,091   (109,058)

Finance costs

Interest expense                                 973       1,337

Net income/(loss) before taxation            150,118   (110,395)

Taxation                                       3,273           —

Total comprehensive income/(loss)        $   146,845 $ (110,395)

   

                                                          2018        2017

Total comprehensive income/(loss) attributable to:

Equity holders of the Parent Company                         —    (94,104)

Non-controlling interest                                     —    (16,291)

                                                             —   (110,395)

Earnings/(loss) per share attributable to the equity holders
of the Parent Company:

Basic earnings/(loss) per share                      $ 0.01284 $ (0.00823)

Diluted earnings/(loss) per share                    $ 0.01284 $ (0.00812)

Consolidated Statement of Cash Flows

For the year ended 28 February 2018

Expressed in U.S. Dollars

                                                                2018        2017

Operating activities

Total comprehensive income/(loss)                            146,845   (110,395)

Adjustments for:

 Impairment expense                                          106,613      76,188

 Depreciation                                                 35,057      20,017

 Gain on disposal of fixed assets                            (7,522)     (5,510)

 Share of loss of associate company                                —      29,382

 Impairment of goodwill                                            —      11,815

 Foreign currency exchange (gain)/loss                      (28,354)      23,002

Operating income before changes in operating assets and      252,639      44,499
liabilities

Changes in operating assets and liabilities:

 Increase in trade receivables                              (68,214)    (22,401)

 Decrease/(increase) in loans and other receivables           40,878    (87,203)

 Increase in prepaid tax                                       (687)           —

 (Increase)/decrease in prepayments and other assets         (8,612)      14,607

 Increase/(decrease) in trade payables                       266,638     (5,744)

 Decrease in liabilities under finance lease agreements      (6,577)     (8,638)

 (Decrease)/increase in deferred revenue                     (1,958)          47

 Increase in tax payable                                       2,586           —

 (Decrease)/increase in other payables and accrued          (13,859)      34,125
 expenses

Cash flows from/(used in) operating activities               462,834    (30,708)

Investing activities

Disposal of associate                                          7,522           —

Acquisition of associate                                           —    (29,382)

Acquisition of investment property                                 —   (387,939)

Acquisition of fixed assets                                  (6,398)     (2,755)

Disposal of fixed assets                                           —       5,510

Cash flows from/(used in) investing activities                 1,124   (414,566)

Financing activities

Net advances from related party                             (55,072)      48,958

Cash flows (used in)/from financing activities              (55,072)      48,958

Net increase/(decrease) in cash and cash equivalents         408,886   (396,316)

Effects of exchange rate fluctuations on cash and cash        68,622    (16,460)
equivalents

Cash and cash equivalents at beginning of year               869,147   1,281,923

Cash and cash equivalents at end of year                 $ 1,346,655 $   869,147

Cash and cash equivalents comprise cash at banks.