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Kip McGrath Education Centres Limited Appendix 4D Half-year report 1. Company details Name of entity: Kip McGrath Education Centres Limited ABN: 73 003 415 889 Reporting period: For the half-year ended 31 December 2016 Previous period: For the half-year ended 31 December 2015 2. Results for announcement to the market $'000 Revenues from ordinary activities down 15.5% to 6,450 Earnings Before Interest, Tax, Depreciation and Amortisation ('EBITDA') up 132.8% to 1,190 Profit from ordinary activities after tax attributable to the owners of Kip McGrath Education Centres Limited up 181.6% to 628 Profit for the half-year attributable to the owners of Kip McGrath Education Centres Limited up 181.6% to 628 Dividends A final dividend for the year ending 30 June 2016 of 1.0 cents per ordinary share, unfranked, was paid on 27 September 2016. On 17 February 2017, the directors declared an unfranked interim dividend of 0.6 cents per ordinary share for the year ending 30 June 2017 and will be paid on 31 March 2017 to those shareholders on the register at 5pm on 29 March 2017. The total dividend is estimated to be $270,206. Comments The profit for the consolidated entity after providing for income tax amounted to $628,000 (31 December 2015: $223,000). Core revenue from franchisee fees and student lessons fees, net of direct costs of student lessons has risen during the period by 12% to $4,496,000 (compared to $3,996,000 in the prior period). Headline revenue is down 15% to $6,450,000 as income from franchise fees replaces earnings from older lesson fee based contracts which were accounted for on a gross basis. Consolidated 31/12/2016 31/12/2015 $'000 $'000 Revenue from franchise fees 4,220 3,308 Revenue from student lesson fees 1,455 3,607 Direct costs of student lessons (1,179) (2,919) 4,496 3,996 Refer to Chairman's report for further commentary. For personal use only

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Page 1: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Appendix 4D Half-year report

1. Company details Name of entity: Kip McGrath Education Centres Limited ABN: 73 003 415 889 Reporting period: For the half-year ended 31 December 2016 Previous period: For the half-year ended 31 December 2015

2. Results for announcement to the market $'000 Revenues from ordinary activities down 15.5% to 6,450 Earnings Before Interest, Tax, Depreciation and Amortisation ('EBITDA') up 132.8% to 1,190 Profit from ordinary activities after tax attributable to the owners of Kip McGrath Education Centres Limited up 181.6%

to

628

Profit for the half-year attributable to the owners of Kip McGrath Education Centres Limited up 181.6%

to

628

Dividends A final dividend for the year ending 30 June 2016 of 1.0 cents per ordinary share, unfranked, was paid on 27 September 2016. On 17 February 2017, the directors declared an unfranked interim dividend of 0.6 cents per ordinary share for the year ending 30 June 2017 and will be paid on 31 March 2017 to those shareholders on the register at 5pm on 29 March 2017. The total dividend is estimated to be $270,206. Comments The profit for the consolidated entity after providing for income tax amounted to $628,000 (31 December 2015: $223,000). Core revenue from franchisee fees and student lessons fees, net of direct costs of student lessons has risen during the period by 12% to $4,496,000 (compared to $3,996,000 in the prior period). Headline revenue is down 15% to $6,450,000 as income from franchise fees replaces earnings from older lesson fee based contracts which were accounted for on a gross basis. Consolidated 31/12/2016 31/12/2015 $'000 $'000 Revenue from franchise fees 4,220 3,308 Revenue from student lesson fees 1,455 3,607 Direct costs of student lessons (1,179) (2,919) 4,496 3,996

Refer to Chairman's report for further commentary.

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Page 2: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Appendix 4D Half-year report

The earnings before interest, tax, depreciation and amortisation ('EBITDA') amounted to $1,190,000 (2015: $511,000). The following table summarises key reconciling items between statutory profit after tax attributable to the shareholders of Kip McGrath Education Centres and EBITDA. Consolidated 31/12/2016 31/12/2015 $'000 $'000 Revenue 6,450 7,634 EBITDA 1,190 511 Less: Depreciation and amortisation (303) (213)Less: Interest expense (20) (37)Add: Interest income 1 3 Profit before income tax expense 868 264 Income tax expense (240) (41) Profit after income tax expense 628 223

3. Net tangible assets

Reporting

period Previous

period Cents Cents Net tangible assets per ordinary security (1.77) (2.10)

4. Control gained over entities Not applicable.

5. Loss of control over entities Not applicable.

6. Dividend reinvestment plans Not applicable.

7. Details of associates and joint venture entities Not applicable.

8. Foreign entities Details of origin of accounting standards used in compiling the report: Not applicable.

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Page 3: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Appendix 4D Half-year report

9. Audit qualification or review Details of audit/review dispute or qualification (if any): The financial statements were subject to a review by the auditors and the review report is attached as part of the Interim Report.

10. Attachments Details of attachments (if any): The Interim Report of Kip McGrath Education Centres Limited for the half-year ended 31 December 2016 is attached.

11. Signed Signed ___________________________ Date: 17 February 2017 Kip McGrath Chairman Newcastle

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Page 4: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Chairman's letter 31 December 2016

Dear Shareholders, The company recorded a net profit after tax of $628,000 for the half year, in line with my update on 25 November 2016. This is an increase of 182% over the previous corresponding period. In addition, EBITDA of $1,190,000 is an increase of 133% from $511,000. Even though it appears our headline revenue was down, the reality is core franchise revenue was up. From January 2015 we no longer account for gross student fees for gold partners in Australia. This is in transition at the moment as we recruit new students and the old ones graduate. Core revenue from franchise fees is shown in the below table for the past three half years. 6 months to

31 December 2016 6 months to

31 December 2015 6 months to

31 December 2014

Core revenue from franchise fees $4,496,000 $3,996,000 $3,495,000 What pleases me the most is the growth in lesson numbers over the 12 months to 31 December 2016. One of the major factors responsible for the growth in lesson numbers is our national advertising strategies. The company has developed and implemented national advertising in Australia, UK and New Zealand. This consists of Google AdWords, social media, programmatic media and television. The results from advertising campaigns in Australia have been excellent, resulting in a significant increase in leads and students being taught. The early results in the UK have been even better after running the campaign for just a few weeks. Advertising in New Zealand commenced on February 5. Our expectation is the advertising in UK and New Zealand will be just as successful as in Australia. This ability to attract students using the new media directed to today’s parents will be one of the key factors in increasing student numbers and indirectly increasing centre numbers as we go forward. Gold partner numbers globally continue to rise, with over 200 operational in Australia and the United Kingdom. As I’ve mentioned in previous reports Gold Partners, where we provide back office support, generally do better than other centres resulting in better run and more profitable operations for the franchisees and the company. We are launching the Gold Partner system into New Zealand this quarter. Online tutoring is an exciting opportunity for the company. We expect solid growth as we move through 2017. The product has been rebranded as “Kip at Home” and we are currently rolling it out to students and parents. The unique software will allow us to tutor tens of thousands of students each week around the world. The only down side to the half year’s result was the UK exchange rate. The decline in the pound significantly impacted earnings, resulting in revenue being lower by $350,000 and EBITDA being down by an estimated $200,000, however this has been more than off-set by the increased students numbers in Australia. In December, we purchased back our area developer territory for Queensland to allow better focus on the overall Australian business, which will further steam line and increase profit from the Australian operation. Growth will continue to come from the core business in centres and online. The company’s marketing efforts this next 12 to 18 months will be focussed on building lesson numbers in both these areas. The second half is always more profitable than the first half and this trend will continue. It is the Board’s view the full year’s profit after tax will see an increase on the previous year. Today the Board declared an unfranked interim dividend of 0.6 cents per share payable on 31 March 2017 to those shareholders on the register at 5pm on 29 March 2017. Kip McGrath Chairman 17 February 2017

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Page 5: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited

ABN 73 003 415 889

Interim Report - 31 December 2016

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Page 6: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Directors' report 31 December 2016

1

The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'consolidated entity') consisting of Kip McGrath Education Centres Limited (referred to hereafter as the 'company' or 'parent entity') and the entities it controlled at the end of, or during, the half-year ended 31 December 2016. Directors The following persons were directors of Kip McGrath Education Centres Limited during the whole of the financial half-year and up to the date of this report, unless otherwise stated: Kip McGrath - Chairman Ian Campbell Trevor Folsom Di Pass (appointed on 1 February 2017) Principal activities The principal activities of the consolidated entity during the course of the financial half-year continued to be the sale of franchises and providing services to franchisees in the education field. The consolidated entity operates in Australia and overseas, principally in the United Kingdom and New Zealand. Dividends A final dividend for the year ended 30 June 2016 of 1.0 cents per ordinary share, unfranked, was paid on 27 September 2016. On 17 February 2017, the directors declared an unfranked interim dividend of 0.6 cents per ordinary share for the year ending 30 June 2017 and will be paid on 31 March 2017 to those shareholders on the register at 5pm on 29 March 2017. The total dividend is estimated to be $270,206. Review of operations The profit for the consolidated entity after providing for income tax amounted to $628,000 (31 December 2015: $223,000). Refer to Chairman's report for further commentary on the results. The earnings before interest, tax, depreciation and amortisation ('EBITDA') amounted to $1,190,000 (2015: $511,000). The following table summarises key reconciling items between statutory profit after tax attributable to the shareholders of Kip McGrath Education Centres and EBITDA. Consolidated 31/12/2016 31/12/2015 $'000 $'000 Revenue 6,450 7,634 EBITDA 1,190 511 Less: Depreciation and amortisation (303) (213)Less: Interest expense (20) (37)Add: Interest income 1 3 Profit before income tax expense 868 264 Income tax expense (240) (41) Profit after income tax expense 628 223

Significant changes in the state of affairs There were no significant changes in the state of affairs of the consolidated entity during the financial half-year. Rounding of amounts The company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance with that Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.

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Page 7: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Directors' report 31 December 2016

2

Auditor's independence declaration A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors' report. This report is made in accordance with a resolution of directors, pursuant to section 306(3)(a) of the Corporations Act 2001. On behalf of the directors ___________________________ Kip McGrath Chairman 17 February 2017 Newcastle

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Page 8: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

AUDITOR’S INDEPENDENCE DECLARATION TO THE DIRECTORS OF KIP MCGRATH EDUCATION CENTRES LIMITED

In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following declaration of independence to the directors of Kip McGrath Education Centres Limited. As lead audit partner for the review of the financial statements of Kip McGrath Education Centres Limited for the half-year ended 31 December 2016, I declare that to the best of my knowledge and belief, there have been no contraventions of: (i) the auditor independence requirements of the Corporations Act 2001 in relation to the review; and (ii) any applicable code of professional conduct in relation to the review. PKF Martin Matthews Chartered Accountants Partner Newcastle, NSW Dated: 17 February 2017

PKF(NS) Audit & Assurance Limited Partnership is a member firm of the PKF International Limited family of legally independent firms and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm or firms.For office locations visit www.pkf.com.au

Sydney

Level 8, 1 O’Connell StreetSydney NSW 2000 Australia GPO Box 5446 Sydney NSW 2001

p +61 2 8346 6000 f +61 2 8346 6099

PKF(NS) Audit & Assurance Limited PartnershipABN 91 850 861 839

Liability limited by a scheme approved under Professional Standards Legislation

Newcastle

755 Hunter Street Newcastle West NSW 2302 Australia PO Box 2368 Dangar NSW 2309

p +61 2 4962 2688 f +61 2 4962 3245

3

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Page 9: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Contents 31 December 2016

4

Statement of profit or loss and other comprehensive income 5Statement of financial position 6 Statement of changes in equity 7 Statement of cash flows 8 Notes to the financial statements 9 Directors' declaration 12 Independent auditor's review report to the members of Kip McGrath Education Centres Limited 13  General information The financial statements cover Kip McGrath Education Centres Limited as a consolidated entity consisting of Kip McGrath Education Centres Limited and the entities it controlled at the end of, or during, the half-year. The financial statements are presented in Australian dollars, which is Kip McGrath Education Centres Limited's functional and presentation currency. Kip McGrath Education Centres Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is: Level 3 6 Newcomen Street Newcastle NSW 2300 A description of the nature of the consolidated entity's operations and its principal activities are included in the directors' report, which is not part of the financial statements. The financial statements were authorised for issue, in accordance with a resolution of directors, on 17 February 2017. The directors have the power to amend and reissue the financial statements.

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Page 10: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Statement of profit or loss and other comprehensive income For the half-year ended 31 December 2016

Consolidated Note 31/12/2016 31/12/2015 $'000 $'000

The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes

5

Revenue 3 6,450 7,634 Expenses Royalties, commissions and other direct expenses 4 (2,592) (4,181)Employee expenses (1,430) (1,452)Marketing expenses (310) (177)Administration expenses (727) (1,049)Merchandising expenses (158) (203)Depreciation and amortisation expense (303) (213)Net foreign exchange (losses)/gain (42) (58)Finance costs (20) (37) Profit before income tax expense 868 264 Income tax expense (240) (41) Profit after income tax expense for the half-year attributable to the owners of Kip McGrath Education Centres Limited

628 223

Other comprehensive income Items that may be reclassified subsequently to profit or loss Foreign currency translation (82) (55) Other comprehensive income for the half-year, net of tax (82) (55) Total comprehensive income for the half-year attributable to the owners of Kip McGrath Education Centres Limited

546 168

Cents Cents Basic earnings per share 9 1.40 0.50 Diluted earnings per share 9 1.34 0.48

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Page 11: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Statement of financial position As at 31 December 2016

Consolidated Note 31/12/2016 30/06/2016 $'000 $'000

The above statement of financial position should be read in conjunction with the accompanying notes 6

Assets Current assets Cash and cash equivalents 5 2,948 3,530 Trade and other receivables 696 636 Other 212 153 Total current assets 3,856 4,319 Non-current assets Trade receivables 49 80 Property, plant and equipment 106 45 Intangibles 10,496 9,969 Deferred tax 585 711 Total non-current assets 11,236 10,805 Total assets 15,092 15,124 Liabilities Current liabilities Trade and other payables 2,511 3,259 Borrowings 350 350 Employee benefits 318 297 Total current liabilities 3,179 3,906 Non-current liabilities Trade payables - 40 Borrowings 700 300 Deferred tax 1,513 1,339 Total non-current liabilities 2,213 1,679 Total liabilities 5,392 5,585 Net assets 9,700 9,539

Equity Issued capital 6 8,838 8,774 Reserves 586 667 Retained profits 276 98 Total equity 9,700 9,539

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Page 12: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Statement of changes in equity For the half-year ended 31 December 2016

The above statement of changes in equity should be read in conjunction with the accompanying notes 7

Issued AccumulatedTotal equity capital Reserves losses

Consolidated $'000 $'000 $'000 $'000 Balance at 1 July 2015 8,774 738 (442) 9,070 Profit after income tax expense for the half-year - - 223 223 Other comprehensive income for the half-year, net of tax - (55) - (55) Total comprehensive income for the half-year - (55) 223 168 Transactions with owners in their capacity as owners: Share-based payments - 11 - 11 Dividends paid (note 7) - - (442) (442) Balance at 31 December 2015 8,774 694 (661) 8,807

Issued Accumulated

Total equity capital Reserves losses

Consolidated $'000 $'000 $'000 $'000 Balance at 1 July 2016 8,774 667 98 9,539 Profit after income tax expense for the half-year - - 628 628 Other comprehensive income for the half-year, net of tax - (82) - (82) Total comprehensive income for the half-year - (82) 628 546 Transactions with owners in their capacity as owners: Contributions of equity, net of transaction costs (note 6) 64 - - 64 Share-based payments - 1 - 1 Dividends paid (note 7) - - (450) (450) Balance at 31 December 2016 8,838 586 276 9,700

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Page 13: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Statement of cash flows For the half-year ended 31 December 2016

Consolidated Note 31/12/2016 31/12/2015 $'000 $'000

The above statement of cash flows should be read in conjunction with the accompanying notes 8

Cash flows from operating activities Receipts from customers (inclusive of GST) 6,627 7,794 Payments to suppliers and employees (inclusive of GST) (6,217) (7,314) 410 480 Interest received 1 3 Interest and other finance costs paid (20) (37) Net cash from operating activities 391 446 Cash flows from investing activities Payments for property, plant and equipment (76) (49)Payments for intangibles (911) (438) Net cash used in investing activities (987) (487) Cash flows from financing activities Proceeds from issue of shares 6 64 - Proceeds from borrowings 500 - Dividends paid 7 (450) (442)Repayment of borrowings (100) (100) Net cash from/(used in) financing activities 14 (542) Net decrease in cash and cash equivalents (582) (583)Cash and cash equivalents at the beginning of the financial half-year 3,530 3,337 Cash and cash equivalents at the end of the financial half-year 5 2,948 2,754

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Page 14: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Notes to the financial statements 31 December 2016

9

Note 1. Significant accounting policies These general purpose financial statements for the interim half-year reporting period ended 31 December 2016 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'. These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2016 and any public announcements made by the company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001. The principal accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, unless otherwise stated. New or amended Accounting Standards and Interpretations adoptedThe consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the consolidated entity during the financial half-year ended 31 December 2016 and are not expected to have any significant impact for the full financial year ending 30 June 2017. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. Note 2. Operating segments Identification of reportable operating segments The consolidated entity has only one operating segment based on the internal reports that are reviewed and used by the Chief Executive Officer, the Chief Financial Officer and the Board of Directors (collectively referred to as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining the allocation of resources. The operating segment information is as disclosed throughout these financial statements. The information reported to the CODM is on at least a monthly basis. Geographical information The geographical information of non-current assets below is exclusive of financial instruments, deferred tax assets, post-employment benefits assets and rights under insurance contracts. Geographical information

Sales to external customers Geographical non-current

assets 31/12/2016 31/12/2015 31/12/2016 30/06/2016 $'000 $'000 $'000 $'000 Australasia 3,932 5,004 9,855 9,172 United Kingdom and Europe 2,075 2,274 796 922 Overseas other 382 344 - - 6,389 7,622 10,651 10,094

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Page 15: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Notes to the financial statements 31 December 2016

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Note 3. Revenue Consolidated 31/12/2016 31/12/2015 $'000 $'000 Sales revenue Franchise fees 4,220 3,308 Student lesson fees 1,455 3,607 Sale of franchisee centres 527 344 Direct sales 187 363 6,389 7,622 Other revenue Interest 1 3 Other revenue 60 9 61 12 Revenue 6,450 7,634

Note 4. Royalties, commissions and other direct expenses Consolidated 31/12/2016 31/12/2015 $'000 $'000 Direct costs of students lessons 1,179 2,919 Direct costs of franchise fees 1,413 1,262 Royalties, commissions and other direct expenses 2,592 4,181

Note 5. Current assets - cash and cash equivalents Consolidated 31/12/2016 30/06/2016 $'000 $'000 Cash at bank 1,104 1,209 Restricted cash 1,844 2,321 2,948 3,530

Restricted cash represents amounts held on behalf of franchisees and is not available for general use by the consolidated entity. The corresponding liability is recognised in other payables and accruals.

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Page 16: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Notes to the financial statements 31 December 2016

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Note 6. Equity - issued capital Consolidated 31/12/2016 30/06/2016 31/12/2016 30/06/2016 Shares Shares $'000 $'000 Ordinary shares - fully paid 45,034,331 44,184,331 8,838 8,774

Movements in ordinary share capital Details Date No of shares Issue price $'000 Balance 1 July 2016 44,184,331 8,774 Conversion of options 31 August 2016 850,000 $0.075 64 Balance 31 December 2016 45,034,331 8,838

Note 7. Equity - dividends A final dividend for the year ended 30 June 2016 of 1.0 cents per ordinary share, unfranked, was paid on 27 September 2016. On 17 February 2017, the directors declared an unfranked interim dividend of 0.6 cents per ordinary share for the year ending 30 June 2017 and will be paid on 31 March 2017 to those shareholders on the register at 5pm on 29 March 2017. The total dividend is estimated to be $270,206. Note 8. Contingent liabilities There were no contingent liabilities at 31 December 2016. The consolidated entity has entered into arrangements to provide a guarantee to the consolidated entity's lessor over its operating lease of the head office premises amounting to $48,800 (30 June 2016: $48,000). Note 9. Earnings per share Consolidated 31/12/2016 31/12/2015 $'000 $'000 Profit after income tax attributable to the owners of Kip McGrath Education Centres Limited 628 223

Number Number Weighted average number of ordinary shares used in calculating basic earnings per share 44,752,537 44,184,331 Adjustments for calculation of diluted earnings per share:

Options over ordinary shares 1,960,599 2,550,000 Weighted average number of ordinary shares used in calculating diluted earnings per share 46,713,136 46,734,331

Cents Cents Basic earnings per share 1.40 0.50 Diluted earnings per share 1.34 0.48 Note 10. Events after the reporting period Apart from the dividend declared as disclosed in note 7, no other matter or circumstance has arisen since 31 December 2016 that has significantly affected, or may significantly affect the consolidated entity's operations, the results of those operations, or the consolidated entity's state of affairs in future financial years.

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Page 17: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Kip McGrath Education Centres Limited Directors' declaration 31 December 2016

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In the directors' opinion: ● the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard

AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professionalreporting requirements;

● the attached financial statements and notes give a true and fair view of the consolidated entity's financial position as

at 31 December 2016 and of its performance for the financial half-year ended on that date; and ● there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due

and payable. Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001. On behalf of the directors ___________________________ Kip McGrath Chairman 17 February 2017 Newcastle

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Page 18: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

INDEPENDENT AUDITOR’S REVIEW REPORT TO THE MEMBERS OF KIP MCGRATH EDUCATION CENTRES LIMITED

Report on the Half-Year Financial Report We have reviewed the accompanying half-year financial report of Kip McGrath Education Centres Limited, which comprises the statement of financial position as at 31 December 2016, 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, a summary of significant accounting policies, other explanatory notes and the directors’ declaration. Directors’ responsibility for the 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 Australian Auditing Standard on Review Engagements ASRE 2410 Review of Interim 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 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 2016 and its performance for the half-year ended on that date; and complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001. As the auditor of Kip McGrath Education Centres Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report. A review of 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.

PKF(NS) Audit & Assurance Limited Partnership is a member firm of the PKF International Limited family of legally independent firms and does not accept any responsibility or liability for the actions or inactions of any individual member or correspondent firm or firms.For office locations visit www.pkf.com.au

Sydney

Level 8, 1 O’Connell StreetSydney NSW 2000 Australia GPO Box 5446 Sydney NSW 2001

p +61 2 8346 6000 f +61 2 8346 6099

PKF(NS) Audit & Assurance Limited PartnershipABN 91 850 861 839

Liability limited by a scheme approved under Professional Standards Legislation

Newcastle

755 Hunter Street Newcastle West NSW 2302 Australia PO Box 2368 Dangar NSW 2309

p +61 2 4962 2688 f +61 2 4962 3245

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Page 19: Kip McGrath Education Centres Limited-Interim Report ... · Kip McGrath Education Centres Limited Chairman's letter 31 December 2016 Dear Shareholders, The company recorded a net

Independence In conducting our review, we have complied with the independence requirements of the Corporations Act 2001. Conclusion Based on our review, which is not an audit, we have not become aware of any matter that makes us believe that the half-year financial report of Kip McGrath Education Centres Limited is not in accordance with the Corporations Act 2001, including:

(i) giving a true and fair view of the of the consolidated entity’s financial position as at 31 December 2016 and of its performance for the half-year ended on that date; and

(ii) complying with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001.

PKF Martin Matthews Chartered Accountants Partner Newcastle, NSW Dated: 17 February 2017

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