Aankondiging • Sep 18
K2fly's Takeover By Argyle Now Effective and K2fly's Shares to be Delisted from Australian Bourse By September 30, 2024 K2fly Limited's takeover by Argyle Bidco via a scheme of arrangement is now legally effective, following the filing of the court orders for a scheme implementation deed with the Australian Securities and Investments Commission, according to a September 17, 2024 filing with the Australian bourse. Argyle is an entity controlled by technology-focused investment firm Accel-KKR Capital Partners. Shareholders will receive AUD 0.19 per share held in the company on the record date of September 19, the filing stated. The enterprise resource governance firm's shares are expected to be suspended from trading by the end of the trading day on September 17, 2024. They will be delisted from the Australian bourse by September 30. Reported Earnings • Aug 05
Full year 2024 earnings released: AU$0.028 loss per share (vs AU$0.013 loss in FY 2023) Full year 2024 results: AU$0.028 loss per share (further deteriorated from AU$0.013 loss in FY 2023). Revenue: AU$12.5m (down 2.7% from FY 2023). Net loss: AU$5.10m (loss widened 130% from FY 2023). Over the last 3 years on average, earnings per share has increased by 15% per year but the company’s share price has fallen by 13% per year, which means it is significantly lagging earnings. Aankondiging • Jun 22
Accel-KKR LLC signed a letter of intent to acquire K2fly Limited (ASX:K2F) for AUD 36 million. Accel-KKR LLC signed a letter of intent to acquire K2fly Limited (ASX:K2F) for AUD 36 million on June 20, 2024. A cash consideration valued at AUD 0.19 per share and will be paid by Accel-KKR LLC.
The transaction is subject to approval by regulatory board / committee, approval of offer by target shareholders and subject to court approval. The expected completion of the transaction is October 2024
Argonaut PCF Limited acted as financial advisor for K2fly Limited. Atrico Pty Ltd. acted as financial advisor for K2fly Limited. Steinepreis Paganin acted as legal advisor for K2fly Limited. DLA Piper LLP acted as legal advisor for Accel-KKR LLC. Torch Partners Corporate Finance Inc. acted as financial advisor for Accel-KKR LLC. New Risk • Mar 13
New major risk - Market cap size The company's market capitalization is less than US$10m. Market cap: AU$13.4m (US$8.86m) This is considered a major risk. Companies with a small market capitalization are most likely businesses that have not yet released a product to market or are simply a very small company without a wide reach. Either way, risk is elevated with these companies because there is a chance the product may not come to fruition or the company's addressable market or demand may not be as large as expected. In addition, if the company's size is the main factor, it is less likely to have many investors and analysts following it and scrutinizing its performance and outlook. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-AU$2.6m free cash flow). Shares are highly illiquid. Earnings have declined by 5.5% per year over the past 5 years. Market cap is less than US$10m (AU$13.4m market cap, or US$8.86m). Minor Risk Shareholders have been diluted in the past year (6.1% increase in shares outstanding). Reported Earnings • Feb 20
First half 2024 earnings released: AU$0.016 loss per share (vs AU$0.011 loss in 1H 2023) First half 2024 results: AU$0.016 loss per share (further deteriorated from AU$0.011 loss in 1H 2023). Revenue: AU$6.79m (up 25% from 1H 2023). Net loss: AU$2.81m (loss widened 41% from 1H 2023). Over the last 3 years on average, earnings per share has increased by 18% per year but the company’s share price has fallen by 37% per year, which means it is significantly lagging earnings. New Risk • Feb 16
New major risk - Financial position The company has less than a year of cash runway based on its current free cash flow trend. Free cash flow: -AU$2.6m This is considered a major risk. With less than a year's worth of cash, the company will need to raise capital or take on debt unless its cash flows improve. This would dilute existing shareholders or increase balance sheet risk. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-AU$2.6m free cash flow). Earnings have declined by 5.5% per year over the past 5 years. Minor Risks Shareholders have been diluted in the past year (6.7% increase in shares outstanding). Market cap is less than US$100m (AU$17.1m market cap, or US$11.2m). New Risk • Dec 18
New minor risk - Shareholder dilution The company's shareholders have been diluted in the past year. Increase in shares outstanding: 6.5% This is considered a minor risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risk Earnings have declined by 1.7% per year over the past 5 years. Minor Risks Share price has been volatile over the past 3 months (13% average weekly change). Shareholders have been diluted in the past year (6.5% increase in shares outstanding). Market cap is less than US$100m (AU$20.4m market cap, or US$13.7m). Aankondiging • Dec 16
K2fly Limited has completed a Follow-on Equity Offering in the amount of AUD 1 million. K2fly Limited has completed a Follow-on Equity Offering in the amount of AUD 1 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 10,000,000
Price\Range: AUD 0.1
Discount Per Security: AUD 0.002
Transaction Features: Subsequent Direct Listing Aankondiging • Nov 02
K2fly Limited has filed a Follow-on Equity Offering in the amount of AUD 1 million. K2fly Limited has filed a Follow-on Equity Offering in the amount of AUD 1 million.
Security Name: Ordinary Shares
Security Type: Common Stock
Securities Offered: 10,000,000
Price\Range: AUD 0.1
Discount Per Security: AUD 0.002
Transaction Features: Subsequent Direct Listing Aankondiging • Oct 06
K2fly Limited, Annual General Meeting, Nov 27, 2023 K2fly Limited, Annual General Meeting, Nov 27, 2023. Reported Earnings • Aug 30
Full year 2023 earnings released: AU$0.013 loss per share (vs AU$0.032 loss in FY 2022) Full year 2023 results: AU$0.013 loss per share (improved from AU$0.032 loss in FY 2022). Revenue: AU$12.8m (up 28% from FY 2022). Net loss: AU$2.22m (loss narrowed 52% from FY 2022). Over the last 3 years on average, earnings per share has increased by 16% per year but the company’s share price has fallen by 38% per year, which means it is significantly lagging earnings. New Risk • Aug 24
New minor risk - Financial data availability The company's latest financial reports are more than 6 months old. Last reported fiscal period ended December 2022. This is considered a minor risk. If the company has not reported its earnings on time, it may have been delayed due to audit problems or it may be finding it difficult to reconcile its accounts. Currently, the following risks have been identified for the company: Major Risk Earnings have declined by 2.0% per year over the past 5 years. Minor Risks Latest financial reports are more than 6 months old (reported December 2022 fiscal period end). Market cap is less than US$100m (AU$17.4m market cap, or US$11.2m). Reported Earnings • Feb 21
First half 2023 earnings released: AU$0.011 loss per share (vs AU$0.012 loss in 1H 2022) First half 2023 results: AU$0.011 loss per share. Revenue: AU$5.45m (up 19% from 1H 2022). Net loss: AU$1.99m (loss widened 16% from 1H 2022). Revenue is forecast to grow 44% p.a. on average during the next 2 years, compared to a 12% growth forecast for the Software industry in Australia. Board Change • Nov 16
Less than half of directors are independent Following the recent departure of a director, there are only 2 independent directors on the board. The company's board is composed of: 2 independent directors. 4 non-independent directors. Independent Non-Executive Chairman Jenny Cutri was the last independent director to join the board, commencing their role in 2017. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Aankondiging • Oct 07
K2fly Limited, Annual General Meeting, Nov 28, 2022 K2fly Limited, Annual General Meeting, Nov 28, 2022. Reported Earnings • Oct 02
Full year 2022 earnings: EPS and revenues miss analyst expectations Full year 2022 results: AU$0.032 loss per share (further deteriorated from AU$0.028 loss in FY 2021). Revenue: AU$10.0m (up 44% from FY 2021). Net loss: AU$4.62m (loss widened 56% from FY 2021). Revenue missed analyst estimates by 1.8%. Earnings per share (EPS) also missed analyst estimates. Revenue is forecast to grow 38% p.a. on average during the next 2 years, compared to a 16% growth forecast for the Software industry in Australia. Over the last 3 years on average, earnings per share has increased by 9% per year whereas the company’s share price has increased by 5% per year. Breakeven Date Change • Sep 01
Forecast breakeven date pushed back to 2024 The analyst covering K2fly previously expected the company to break even in 2023. New forecast suggests the company will make a profit of AU$2.60m in 2024. Average annual earnings growth of 150% is required to achieve expected profit on schedule. Aankondiging • Aug 22
K2fly Limited to Launch New Resource Governance Platform K2fly Limited announced the launch of its updated Resource Governance Platform which is already used extensively for Mineral Resource and Reserve reporting by public companies globally. In its new form the platform can now be used to address multiple resource governance use cases such as Tailings governance, heritage, ground disturbance and rehabilitation. In addition, K2fly will collaborate with provider of global software and hardware services to the mining industry, Maptek, integrating with its Vulcan software. The new Mineral Resource Governance Platform is due to be released in December quarter 2022. The Platform is a new cloud first solution which leverages the experience gained across K2fly's extensive Tier 1 and Tier 2 global customer base. K2fly Resource Reporting: The first available solution on the new Platform will replace the globally successful RCubed software (being the original underlying software product name used by existing customers). It will provide existing and new customers with strengthened scale and improved workflow capabilities. This is supported by new additional complementary modules K2fly Model Manager and K2fly Mine Reconciliation. These solutions are the world's first and only Commercial off the Shelf (COTS) comprehensive Resource Reporting Solution used for public disclosures. The new solution will be available for customers to upgrade to during Fiscal Year 2023. The core of K2fly's Mineral Resource Governance solution area allows companies to confidently report and disclose mineral resource and reserve (MRR) data that is compliant with the codes and regulations of the jurisdictions in which they operate and the stock exchanges they are listed on. Reporting of Resources and Reserves is a compulsory disclosure required of listed mining companies globally and is a cornerstone to any mining companies' valuation. Benefits of K2fly Resource Reporting are strengthening of governance outcomes for clients by reducing errors and person dependency risk within an organisation, generating an audit trail and significantly improved workflows creating ease to capture raw data, capability to track data ownership and accurately adhere to reporting requirements. New features will include performance improvements and a new data model, making it easier to access more data and address more industry use cases. There are additional improvements to the system and reporting and analytics functions. The solution will include interactive reporting, new workflows, and simplified configuration. K2fly Maptek Collaboration; K2fly and Maptek are working together to connect Vulcan (supplying modelling input data) and the Resource Reporting Solution. As such, data generated in Maptek Vulcan can be seamlessly uploaded to solutions avoiding the need to manually handle text files and strengthening the governance from Vulcan geological block models to the reporting process in K2fly Resource Reporting. Vulcan will be integrated with K2fly Resource Reporting in the December quarter of 2022. Vulcan 3D geological modelling and mine design software now has more than 22,000 users worldwide. It is supported by specialist tools for visualising, validating, and modelling data to enable analysis and support decisions. Breakeven Date Change • Jul 26
Forecast breakeven date pushed back to 2024 The analyst covering K2fly previously expected the company to break even in 2023. New forecast suggests the company will make a profit of AU$2.60m in 2024. Average annual earnings growth of 120% is required to achieve expected profit on schedule. Aankondiging • Jun 29
K2fly Limited Announces Director Changes K2fly Limited advised of changes to the role of Mr. Brian Miller who will retire from his executive position and become a Non-Executive Director of the Company, with effect from 1 July 2022. In addition, Mr. Miller has been engaged pursuant to a consultancy agreement with One Track Mind (an entity related to Mr. Miller) to provide advisory services to assist K2fly with business and relationship management. Board Change • Apr 27
Less than half of directors are independent Following the recent departure of a director, there are only 2 independent directors on the board. The company's board is composed of: 2 independent directors. 3 non-independent directors. Independent Non-Executive Chairman Jenny Cutri was the last independent director to join the board, commencing their role in 2017. The company's minority of independent directors is a risk according to the Simply Wall St Risk Model. Breakeven Date Change • Apr 13
Forecast breakeven date moved forward to 2023 The analyst covering K2fly previously expected the company to break even in 2024. New forecast suggests losses will reduce by 49% to 2022. The company is expected to make a profit of AU$400.0k in 2023. Average annual earnings growth of 118% is required to achieve expected profit on schedule. Reported Earnings • Oct 04
Full year 2021 earnings released: AU$0.028 loss per share (vs AU$0.041 loss in FY 2020) The company reported a solid full year result with reduced losses, improved revenues and improved control over expenses. Full year 2021 results: Revenue: AU$6.95m (up 24% from FY 2020). Net loss: AU$2.96m (loss narrowed 11% from FY 2020). Over the last 3 years on average, earnings per share has increased by 38% per year but the company’s share price has only increased by 1% per year, which means it is significantly lagging earnings growth. Reported Earnings • Sep 03
Full year 2021 earnings released: AU$0.028 loss per share (vs AU$0.041 loss in FY 2020) The company reported a solid full year result with reduced losses, improved revenues and improved control over expenses. Full year 2021 results: Revenue: AU$6.95m (up 24% from FY 2020). Net loss: AU$2.96m (loss narrowed 11% from FY 2020). Over the last 3 years on average, earnings per share has increased by 38% per year but the company’s share price has fallen by 5% per year, which means it is significantly lagging earnings. Aankondiging • Apr 20
K2fly Limited announced that it has received AUD 7.25 million in funding K2fly Limited (ASX:K2F) announced a private placement of 25,000,000 ordinary shares at a price of AUD 0.29 per share for gross proceeds of AUD 7,250,000 on April 19, 2021. The transaction will include participation from professional and sophisticated investors. Pursuant to the deal over 80% of the new shares were placed with institutional investors. The issue price of AUD 0.29 per new shares represented a discount of 10.8% to its last close (15 April) and 9.0% discount to 15 trading day VWAP of AUD 0.3188 per share. The new shares issued under the deal will be issued under the company’s existing capacity under ASX listing Rules 7.1 and 7.1A. The new shares will rank equally with existing fully paid ordinary shares in K2F. The deal is expected to be completed on or around Tuesday, 27 April 2021. Aankondiging • Mar 09
K2fly Limited Signs 5-Year Resource Inventory Management SaaS Contract with Coeur Mining Inc K2fly Limited (K2F or the Company) announced that Coeur Mining Inc. (Coeur) has signed a 5-year Resource Inventory Management SaaS contract to roll out to 5 sites. Aankondiging • Feb 26
K2fly Limited, Annual General Meeting, Mar 29, 2021 K2fly Limited, Annual General Meeting, Mar 29, 2021, at 10:00 W. Australia Standard Time. Location: Level 1, Grand Central, 26 Railway Road Subiaco Western Australia Australia Agenda: To consider and approve to issue shares in consideration for the acquisition of the decipher business; to consider and approve to issue performance shares in consideration for the acquisition of the decipher business; to consider and ratify prior issue of shares; to consider and ratify prior issue of zero exercise price options; to consider and ratify prior issue of shares; and to consider and ratify prior issue of options. Aankondiging • Feb 04
Rio Tinto Heritage Management Contract with K2fly As first announced in K2fly Limited's (K2F or the Company) quarterly report on 29 January, K2F has signed a 3 year SaaS contract with Rio Tinto Iron Ore (Rio Tinto) for its Heritage Management solution. The solution will deliver an integrated platform for management of heritage information for Rio Tinto Iron Ore operations in the Pilbara of Western Australia. The Heritage Database is an accessible repository of Aboriginal site information collected over more than 30 years of heritage surveys. The database contains detailed attribute information and is a valuable tool for background research for managing cultural heritage & preparing for new surveys in partnership with Traditional Owners. The contract amount per annum is not material, however it demonstrates K2F's land and expand strategy with existing clients and continued demand for K2F's range of software solutions across technical assurance and governance that assist mining customers fulfill their Environmental, Social and Governance (ESG) ambitions and obligations. Aankondiging • Feb 03
K2fly Limited (ASX:K2F) entered into business sale agreement to acquire Mining solutions business of Decipher from CSBP Limited and Wesfarmers Chemicals, Energy & Fertilisers Limited. K2fly Limited (ASX:K2F) entered into business sale agreement to acquire Mining solutions business of Decipher from CSBP Limited and Wesfarmers Chemicals, Energy & Fertilisers Limited for AUD 5.7 million on February 1, 2021. Under the terms of agreement, consideration comprising 11.37 million ordinary K2fly shares valued at AUD 3.7 million plus up to 5.35 million performance shares, both subject to voluntary escrow periods. Consideration Shares are to be held in voluntary escrow for 2 years. The performance shares issued will convert on an annual basis into a number of fully paid ordinary shares to a value equal to 22% of the annual revenues attributable to the Decipher business, over a 4 year period following completion. Each tranche of shares issued on conversion of the performance shares will also be subject to voluntary escrow for 12 months. A maximum of 5.35 million fully paid ordinary shares in the K2fly Limited can be issued to CSBP as a result of the conversion of the performance shares. As a result of the transaction, CSBP will hold a 10.13% interest in the K2fly Limited at completion, with the ability for that interest to increase to 14.22% should all of the performance shares convert into ordinary shares. Anthony Walker, the Decipher Chief Executive Officer, will be joining K2fly in a senior executive position as well as the core Decipher team. The transaction is subject to shareholder approval of K2fly Limited and ASX approval of the terms of performance shares. The K2fly Limited expects to dispatch to shareholders shortly a notice of meeting for the purpose of seeking approval of the acquisition, to be held in mid March 2021. The transaction is expected to complete shortly after shareholder approval is received. Steinepreis Paganin acted as legal adviser to K2fly Limited. Is New 90 Day High Low • Feb 02
New 90-day high: AU$0.39 The company is up 12% from its price of AU$0.34 on 03 November 2020. The Australian market is up 11% over the last 90 days, indicating the company outperformed over that time. It also outperformed the Software industry, which is up 6.0% over the same period. Is New 90 Day High Low • Jan 11
New 90-day low: AU$0.33 The company is down 18% from its price of AU$0.40 on 13 October 2020. The Australian market is up 11% over the last 90 days, indicating the company underperformed over that time. It also underperformed the Software industry, which is up 7.0% over the same period. Aankondiging • Nov 26
K2fly Limited Appoints David Glynn as Director for Strategic Partnerships K2fly Limited announced the appointment of David Glynn as Director for Strategic Partnerships based in Brisbane. David has had a long and distinguished career with IBM in senior global product sales and marketing roles before joining K2fly. David will manage the Strategic Partners program with a focus on company's key partnerships with SAP and Esri. He will work directly with the global Account Teams in SAP for major mining companies. Aankondiging • Nov 06
K2fly Limited (ASX:K2F) completed the acquisition of Sateva Pty Ltd and Sateva Development Pty Ltd. K2fly Limited (ASX:K2F) agreed to acquire Sateva Pty Ltd and Sateva Development Pty Ltd for AUD 4 million on October 28, 2020. The consideration includes cash payment of AUD 2 million to be paid on settlement date and any balance or refund to be paid within 20 business days of settlement and 5.6 million shares. In addition, K2fly will pay additional performance-based consideration. For the financial year ended on June 30, 2020, Sateva Pty Ltd and Sateva Development Pty Ltd reported revenue of AUD 1.4 million and EBITDA of AUD 0.181 million. Mark Forster will be joining K2F’s executive team, as its Chief Development Officer.
K2fly Limited (ASX:K2F) completed the acquisition of Sateva Pty Ltd and Sateva Development Pty Ltd on November 5, 2020. K2fly has issued 0.14 unlisted options to SATEVA founder and managing director Mark Forster. Aankondiging • Oct 29
K2fly Limited (ASX:K2F) agreed to acquire Sateva Pty Ltd and Sateva Development Pty Ltd for AUD 4 million. K2fly Limited (ASX:K2F) agreed to acquire Sateva Pty Ltd and Sateva Development Pty Ltd for AUD 4 million on October 28, 2020. The consideration includes cash payment based on the consolidated net assets of SATEVA, excluding any amounts relating to intangible assets, with an amount of AUD 2 million to be paid on settlement date and any balance or refund to be paid within 20 business days of settlement and The issue of fully paid ordinary shares in the capital of K2fly equal to AUD 2 million, to be issued at a deemed issue price of the lower of, 10-day VWAP of K2F Shares calculated for the period ending on the business day before settlement date (10-day VWAP), AUD 0.355 (closing share price on October 23, 2020). The Share Consideration will be subject to a 12-month voluntary escrow period. In addition to the Cash and Share Consideration outlined above, K2fly will pay additional performance-based consideration (Deferred Consideration) to SATEVA. For the financial year ended on June 30, 2020, SATIVA reported revenue of AUD 1.4 million and EBITDA of AUD 0.181 million. Mark Forster will be joining K2F’s executive team, as its Chief Development Officer.