Table of contents

Fees charged from related parties
Tailored Investments Limited 353 805 317 530
Sunblaze Investment Holdings Limited 156 778 174 437
Carcharias Holdings 54 063 15 565
Mylesland Investments 108 127 124 521
IBMOC (Proprietary) Limited 179 092 -
851 864 632 053
43. Directors’ and key management emoluments
The amounts below include emoluments paid to key management.
2016 Share options Emoluments Total
Executive directors 259 020 1 330 278 1 589 298
Non-executive directors - 95 266 95 266
2015 Share options Emoluments Total
Executive director’s - 1 174 698 1 174 698
Non-executive directors - - -
Share Options
100,000 Share options were granted to directors under the employee share option plan as
disclosed in note 21. 66,666 shares have vested in the current financial year.
Emoluments
Emoluments include all executive as well as non-executive directors across the Group and
not just the directors of MyBucks S.A..
44. Comparative figures
Where necessary, comparative figures within notes have been reclassified to conform to
changes in presentation in the current year.
Consolidated Combined Statement of
2015
Financial Position
Loans from related parties Carcharias Holdings Limited (471 130)
Other financial borrowings Carcharias Holdings Limited 471 130
Loans to related parties Serengeti Capital 11 163
Loans to shareholders Serengeti Capital (11 163)
Loans to related parties Botswana Teachers Union 514 591
Loans to shareholders Botswana Teachers Union (514 591)
Loans to related parties Mike Hodgkiss 16 970
Other financial assets Mike Hodgkiss (16 970)
Consolidated Combined Statement
2015
of Profit or Loss and comprehensive
income
Operating expenses Funding origination costs (377 428)
Finance costs Funding origination costs 377 428
45. Events after the reporting period Post balance
sheet acquisitions
Exercise of Greenshoe Options
On 22 July 2016, Hauck & Aufhauser Privatbankiers KGaA exercised the green shoe option in
full, acquiring further 150,000 shares from the Company and transferring proceeds of EUR
2,025,000 to the Group. The Greenshoe option was exercised in full as Hauck & Aufhauser
carried out no Stabilisation Transactions on the Frankfurt Stock Exchange Entry Standard.
Post balance sheet acquisitions
Opportunity International
The Group successfully completed the acquisition of Opportunity Kenya, Mozambique
and Tanzania from Opportunity International. Because of this Transaction, MyBucks paid a
consideration to Opportunity International of US$ 1,766,807 and 16,667 shares in MyBucks
S.A. MyBucks is currently completing a purchase price allocation for the entities, which will be
fully incorporated in its June 2017 financials. Total consideration based on 30 June exchange
rate and a MyBucks share price of EUR 15.88 equates to EUR 1,856,069. The purchase price
on these entities has been finalized based on closing accounts and does not include any
contingent consideration.
In September 2016, the Group received regulatory approval to take a 49% stake in
Opportunity Bank of Uganda Limited and subsequently completed this acquisition on
1 October 2016 against a consideration of US$ 1,684,654 in cash and 133,333 shares in
MyBucks. Total consideration based on 30 June exchange rate and a MyBucks share price
of EUR 18.80 equates to EUR 4,005,229. This purchase price is still subject to an adjustment
based on the audited closing accounts for 30 September 2016. Management does not
expect this adjustment to be material; no other contingent consideration exists.
MyBucks will initiate the process of issuing the total of 150,000 shares as newly issued
shares to Opportunity International upon the completion of the audited closing accounts
of Opportunity Bank of Uganda Limited and expects this process to be completed by
31 March 2017.
'The acquisitions will give the group access to more affordable funding lines through local
deposits and allow the group to control the bank accounts of all loan clients and thus
improve collections processes. It will also offer the group various new revenue streams.
As a result, based on the current estimates, a bargain purchase existed on the acquisitions
of Opportunity Kenya, Mozambique and Tanzania which could result in a gain of EUR
2,914,481.
Fair Go Finance (Pty) Ltd
The Group entered into agreements on 18 October 2016 to acquire a 75% stake in Fair Go
Finance (Pty) Ltd and subsequently completed this acquisition on 12 January 2017 against a
consideration of 117,613 shares in MyBucks. Total consideration based on exchange rate of
(AUD/EUR) 1.44 and a MyBucks share price of EUR 17.70 equates to EUR 2,081,751.
MyBucks will initiate the process of issuing the total of 117,613 shares as newly issued
shares to the shareholders of Fair Go Finance (Pty) Ltd upon the completion of all conditions
precedent and expects this process to be completed by 31 January 2017.
The acquisition will give the group access to the Australasian market through an already
established Australian business, a dedicated client base and operational know how of the
market. Fair Go Finance is well respected with access to affordable hard currency funding
lines through local fund management partnerships and is well positioned to spring board
MyBucks into the rest of Australasia. It will also offer the group various new revenue streams
denominated in hard currency and thus reducing potential foreign exchange exposure.
Summary of post balance sheet acquisitions
€
Acquisition
date
Purchase
price
Holding
€ € %
Banco Oportunidade de Mocambique. SA 01/07/2016 1 268 553 84.29%
Opportunity Kenya Limited 01/07/2016 448 508 89.11%
Opportunity Tanzania Limited 01/07/2016 139 008 100.00%
Opportunity Bank of Uganda Limited 01/10/2016 4 005 229 49.00%
Fair Go Finance (Pty) Ltd 12/01/2017 2 081 752 75.00%
Note: Exchange rate applied of USD/EUR 1.11 as of 1 July 2016, USD/EUR 1.12 as of 1 October 2016 and
AUD/EUR 1.44 as of 12 January 2017.
Currently the accounts of all five entities are still being audited. MyBucks expects to complete
the purchase price allocation for the above five acquisitions prior to 30 June 2017, being fully
reflective in next year’s audited accounts.
As per the requirements of IFRS 3 the fair values presented for these acquisitions are
incomplete due to the following key factors:
»»
The valuation of certain loans and advances have not been completed. This is since
management believes there may facts and circumstances that existed at the acquisition
date that have not been factored into the impairment calculations of these loans.
»»
The identification of intangible assets and valuation of property, plant and equipment
has not yet been completed as at the date of this report.
»»
Establishment of restructuring provisions and identification of contingent liabilities has
not yet been completed as at the date of this report.
The Group has measured the Non-controlling interest as a proportion of the fair value of the
total net assets acquired.
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MyBucks Annual Report 2016 144
145 MyBucks Annual Report 2016