Announcement PDF Spacetalk Limited Appendix 4E Preliminary Final Report for the year ended 30 June 2025 1. Company Details Name of entity Spacetalk Limited ACN 091 351 530 Reporting period Year ended 30 June 2025 Previous period Year ended 30 June 2024 2. Results for Announcement to the Market Revenues from ordinary activities ($‘000) Up Loss from ordinary activities after tax attributable to owners of Spacetalk Limited ($‘000) Loss for the year attributable to owners of Spacetalk Limited ($‘000) Down Down 2025 2024 Change 19,609 17,480 12.2% (4,544) (5,696) (20.2%) (4,544) (6,236) (27.1%) Dividends There were no dividends paid, recommended or declared during the current or previous financial periods. Comments Spacetalk Limited grew revenue by 12.2% to $19.6 million in FY25 (FY24: $17.5 million), led by recurring mobile subscriptions and device sales. The statutory net loss after tax attributable to shareholders reduced to $4.5 million (FY24: loss of $6.2 million) due to higher gross profit and operating efficiencies, despite increased investment in product development and international expansion. No dividend was declared for the year. 3. Net Tangible Liabilities Net tangible liabilities per ordinary security 4. Control Gained Over Entities Not applicable. No control gained over any entities during the period. 5. Loss of Control Over Entities Not applicable. No loss of control over any entities during the period. 1 Reporting Period (cents) Previous Period (cents) (5.8) (14.1) 6. Dividends There were no dividends paid, recommended or declared within the reporting or previous periods. 7. Dividend Reinvestment Plans Not applicable. 8. Details of Associates and Joint Venture Entities Not applicable. Spacetalk Limited had no associates or joint ventures during the reporting period. 9. Foreign Entities The Group includes subsidiaries incorporated in the United States, the United Kingdom and New Zealand. Please refer to Note 24 of the financial statements. The consolidated financial statements are prepared in accordance with Australian Accounting Standards, which comply with International Financial Reporting Standards (IFRS). No separate accounting policies or reconciliations to foreign accounting standards have been required for these subsidiaries. 10. Audit Qualification or Review The Audit Report is unmodified and contains a Material Uncertainty Related to Going Concern paragraph. 11. Attachments The Annual Report of Spacetalk Limited for the year ended 30 June 2025, including the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including material accounting policy information, the consolidated entity disclosure statement and the directors' declaration. 12. 2025 Annual General Meeting The Company advises that the 2025 Annual General Meeting is expected to be held on Thursday, 20 November 2025. Further details relating to the meeting and how shareholders may participate will be advised in the Notice of Meeting, which will be made available to all shareholders and lodged with the ASX. In accordance with the Company’s constitution and ASX Listing Rule 3.13.1, the closing date for receipt of nominations of persons to be considered for election as a director at the AGM is 5.00pm (Sydney Time) on Thursday, 2 October 2025. 2 Corporate Directory Registered Office Level 2 104 Frome Street Adelaide SA 5000, Australia Principal place of business Level 2 104 Frome Street Adelaide SA 5000, Australia Email: investors@spacetalk.co Share Registry Boardroom Pty Ltd Level 8, 210 George Street, Sydney NSW 2000, Australia Telephone: 1300 737 760 Overseas Callers: +61 2 9290 9600 Email: enquiries@boardroomlimited.com.au Auditor RSM Australia Partners Stock Exchange listing Spacetalk Ltd shares are listed on the Australian Securities Exchange (ASX code: SPA) Website https://spacetalk.co https://investorhub.spacetalk.co 3 Directors’ Report The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'Group or Company') consisting of Spacetalk Limited (referred to hereafter as the 'company' or 'parent entity') and the entities it controlled at the end of, or during, the year ended 30 June 2025. DIRECTORS The following persons were directors of Spacetalk Limited during the whole of the financial year and up to the date of this report, unless otherwise stated: • Georg Chmiel - Chair • Michael Rann • Simon Crowther • Martin Pretty PRINCIPAL ACTIVITIES Spacetalk Limited is a software services and wearables hardware product developer. As a package, our technology platform provides a complete digital communication solution that supports safety and security for families across their life stages and for employees working in remote settings. Our unique proprietary ecosystem, which has continued to evolve over time, is today recognised as a leader in family safety and the connected wearables industry. The Spacetalk technology platform comprises both market-leading hardware and a trusted, client-controlled software platform that provides safety and security to users via the benefits of mobile technology. The multi-functional SaaS Spacetalk App can be customised, giving clients the ability to enable or disable individual features. Parents are empowered to block their kids access to the open internet, social media, and inappropriate adult content while simultaneously blocking calls and messages from unknown senders. The app can also monitor the location of vulnerable family members, including children and seniors, bringing enhanced peace of mind for the entire family. DIVIDENDS There were no dividends paid, recommended or declared during the current or previous financial year. 4 Information on Directors As of the date of this report GEORG CHMIEL Independent Non-Executive Chair MBA (INSEAD), Master equiv. in Computer Science (Technical University of Munich), FAICD, ICDM(F) Georg is a business leader, company director and senior advisor with more than 3 decades of experience in rapidly growing companies and disruptive technologies. Georg has strong knowledge of the capital markets and technology business expertise with extensive global exposure in Asia, Australia, New Zealand, and Europe. Georg is currently Non-Executive Chair and Co-Founder of Juwai-IQI, ASEAN’s leading prop-tech group. He is also a Non-Executive Chair of Centrepoint Alliance (ASX: CAF), Non-Executive Director of Kinatico (ASX: KYP) and Xamble Ltd (ASX:XGL). Non-Executive Director of Proptech Group (ASX: PTG), BUTN (ASX:BTN) and Executive Chair of iCar Asia (ASX:ICQ) 1 July 2022 Member of the Audit and Risk Committee Member of the Remuneration and Nomination Committee 1,774,034 shares (directly and indirectly held) 600,379 Listed options (directly and indirectly held) Nil performance rights Former directorships (last 3 years): Frist Appointed: Special responsibilities: Interests in shares: Interests in options Interests in rights: HON MIKE RANN, AC CNZM Independent Non-Executive Director Master’s degree in politics (University of Auckland) Mike was Premier of South Australia for almost ten years from 2002 to 2011. While Premier, he also served as Minister for Economic Development, the Arts, Sustainability and Climate Change and Social Inclusion. In late 2012 Mike was appointed as Australian High Commissioner to the United Kingdom and was a Governor of the Commonwealth Secretariat. In 2014 he was appointed as Australia’s Ambassador to Italy, San Marino, Albania and Libya, and Permanent Representative to the UN’s World Food Programme and to the Food and Agricultural Organisation. In the 2016 Australia Day Honours List he was appointed as a Companion of the Order of Australia (AC). Mike was Chair of the Power of Nutrition (UK) between 2017 and 2022 and was also an Independent Director of Health House International (Australia) until 2023. Mike is currently the UK and Global Chair of the Climate Group. He is Chair of the South Australia Film Corporation, CEO of Rann Strategy Group and Adjunct Professor at the University of Technology Sydney. Mike was Chair of the Power of Nutrition (UK) between 2017 and 2022 and was also an Independent Director of Health House International (Australia) until 2023. 1 July 2022 Chair, Remuneration and Nomination Committee Member, Audit and Risk Committee 87,029 shares (directly and indirectly held) 15,889 options (directly and indirectly held) 88,245 performance rights Other current directorships: Former directorships (last 3 years): First Appointed: Special responsibilities: Interests in shares: Interests in options: Interests in rights: 5 SIMON CROWTHER CEO and Managing Director BA (Hons) Business Studies & Media from Leeds University (UK) and Master of Business & Enterprise from the University of Melbourne. Simon Crowther is a serial entrepreneur and CEO with over 20 years of commercial success rooted in the technology sector in the UK, US, Cananda and Australia. Simon had his first profitable exit in 2000 which paved the way for increased leadership roles and exits in subsequent years. He is comfortable at transitioning businesses at different operating stages and leading teams from startup, scale up and turnaround across international markets. Simon was CEO with AirMap, Managing Director with Yamaha Motor Ventures & Laboratory Silicon Valley and CEO of Nearmap, which he built from a start up into a leading spatial data business. He devised the core subscription model that delivered exponential growth for shareholders, culminating in a $1B+ acquisition. Other current directorships: Dubber Corp Ltd (ASX DUB) Former directorships (last 3 years): None Interests in shares: 1,292,334 shares (directly indirectly held) 103,610 options (directly indirectly held) 1,000,000 performance rights Interests in options: Interests in rights: 6 and and MARTIN PRETTY Independent Non-Executive Director Bachelor of Arts (Honours) from The University of Melbourne Graduate Diploma of Applied Finance from Finsia CFA charter holder Graduate of the Australian Institute of Company Directors Martin brings over 24 years of experience in the investment and financial services industry and has had deep involvement over that time in investing in and supporting growing Australian technology businesses. Martin currently manages a boutique investment business and was previously an investment manager with Thorney Investment Group and held management roles at ASX-listed companies Hub24, Bell Financial Group and IWL Limited. Martin also previously worked as a finance journalist with The Australian Financial Review. Other current directorships: Former directorships (last 3 years): Non-executive chairman of ASX-listed home security technology company Scout Security (ASX: SCT), and a non-executive director of ASXlisted financial services group Centrepoint alliance (ASX: CAF). None Chair, Audit and Risk Committee Member, Remuneration and Nomination Committee 1,021,779 shares (directly and indirectly held) 312,252 options (directly and indirectly held) Nil performance rights Special responsibilities: Interests in shares: Interests in options Interests in rights: COMPANY SECRETARY Hasaka Martin, the founder of Singleton Co Sec, has over 15 years of experience working with listed companies across various industries. He has held in-house roles and has also worked with several corporate service providers. Hasaka is an appointed Company Secretary for several listed entities and is a Fellow of the Governance Institute of Australia. He is also a Chartered Secretary and holds postgraduate qualifications in corporate and securities law. 7 MEETINGS OF DIRECTORS Nomination and Remuneration Committee Attended Held Full Board Attended Held Georg Chmiel 9 9 3 Michael Rann 9 9 Simon Crowther 9 Martin Pretty 9 Audit and Risk Committee Attended Held 3 3 3 3 3 3 3 9 - - - - 9 3 3 3 3 The number of meetings of the company's Board of Directors ('the Board') and of each Board committee held during the year ended 30 June 2025, and the number of meetings attended by each director were: Held: represents the number of meetings held during the time the director held office or was a member of the relevant committee. 8 Directors’ declaration The directors of the company declare that, in the opinion of the directors: (a) the attached financial statements and notes thereto are in accordance with the Corporations Act 2001, including (i) giving a true and fair view of the financial position and performance of the consolidated entity; and (ii) complying with Australian Accounting Standards, including the Interpretations, and the Corporations Regulations 2001; (b) the financial statements and notes thereto also comply with International Financial Reporting Standards, as disclosed in Note 1; and (c) the directors have been given the declarations required by s.295A of the Corporations Act 2001. (d) 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 the directors made pursuant to s.295(5) of the Corporations Act 2001. On behalf of the Directors ________________ Georg Chmiel Chair 29 August 2025 9 RSM Australia Partners Level 7, 1 Martin Place Sydney NSW 2000 Australia T +61 (02) 8226 4500 F +61 (02) 8226 4501 rsm.com.au INDEPENDENT AUDITOR’S REPORT To the Members of Spacetalk Limited REPORT ON THE AUDIT OF THE FINANCIAL REPORT Opinion We have audited the financial report of Spacetalk Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 30 June 2025, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including material accounting policy information, the consolidated entity disclosure statement and the directors' declaration. In our opinion the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Group's financial position as at 30 June 2025, and of its financial performance for the year then ended; and (ii) complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for Opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board's APES 110 Code of Ethics for Professional Accountants (including independence standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. 10 RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036 Liability limited by a scheme approved under Professional Standards Legislation Material Uncertainty Related to Going Concern We draw attention to Note 3 in the financial report, which indicates that the Group incurred a net loss of $4,544,000 and from operating and investing activities of $2,681,000 and $1,658,000 respectively for the year ended 30 June 2025. As of that date, the Group's current liabilities exceeded its current assets by $3,664,000, the Group's total liabilities exceeded its total assets by $4,263,000. As stated in Note 3.2, these events or conditions, along with other matters as set forth in Note 3.2, indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our opinion is not modified in respect of this matter. Key Audit Matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. Key Audit Matter How our audit addressed this matter Recognition of Revenue - Refer to Note 5 in the financial statements The Group generates revenue from multiple sources, including: Our audit procedures in relation to the recognition of revenue included, among others:  Sale of goods (devices).   App subscriptions. Obtained a detailed understanding of each of the revenue streams and the process for calculating and recording revenue under AASB 15.  Mobile Virtual Network Operator (“MVNO”) subscriptions.   School messaging services. Assessed whether the Group’s revenue recognition policies were in compliance with Australian Accounting Standards.  Carried out tests of controls over occurrence, completeness and accuracy of revenue, to test the design, implementation and operating effectiveness of controls over the revenue cycle.  Reviewed significant customer contracts and assessing whether the Group’s revenue recognition policies was in compliance with Australian Accounting Standards, including AASB 15.  Performed substantive testing on a sample basis to assess the occurrence, accuracy, completeness and cut-off of revenue, including agreeing selected transactions to sales invoices, proof of delivery, external sales reports, and other supporting documentation, depending on the nature of the revenue streams.  Evaluated the adequacy and appropriateness of the disclosures in the financial statements. Revenue recognition was considered a key audit matter due to the complexity of the Group’s revenue streams and the significant judgements required in applying AASB 15 Revenue from Contracts with Customers. These judgements include:  Identification and assessment of performance obligations within contracts.  Determining whether performance obligations are satisfied over time or at a point in time.  Appropriate allocation of transaction prices in multi-element arrangements (e.g. bundled delivery of goods and services).  Estimation of rebates and other discounts offered to customers. 11 Provisions for stock obsolescence - Refer to Note 21 in the financial statements The provision for stock obsolescence was considered a key audit matter due to:   The Group’s inventory primarily consists of smartwatches. Given the technologydriven nature of the product, there is a risk that stock may become obsolete due to various factors. Judgement is required on the part of Management when the determining the quantum of the provision for stock obsolescence. Our audit procedures included, among others:      Understand and evaluating the Group’s policy of providing for inventory obsolescence. Tested inventory costing by verifying the inputs to the costing calculations to supporting documentation. Evaluated management assumptions and estimates applied to the provision for obsolescence through analysis of historical sales levels by inventory product from the date the product was purchased in conjunction with assessing the quantity of products on hand relative to sales. Verified that inventories are being held at the lower of cost and net realisable value. Reviewed inventory movement reports to identify obsolete and slow-moving inventory. Evaluated the adequacy and appropriateness of the disclosures in the financial statements. Share Base Payments - Refer to Note 13 in the financial statements The share base payment was considered a key audit matter due to: • the complexity of the accounting required to value the instruments. • the judgmental nature of inputs into the valuation models, including the likelihood of vesting conditions being met, and the appropriate valuation methodology to apply. • the non-routine nature of the transactions. • The impact of the 10-to-1 share consolidation on the disclosures in the financial statements. Our audit procedures included, among others: • Made enquiries with management to understand the share-based payment transactions. • Reviewed the terms and conditions of performance rights and options issued. • Reviewed the valuation methodology to evaluate compliance with AASB 2. • Tested the number performance rights and options issued per the Company’s records were in agreement with the ASX announcements and other related documents. • Reviewed management’s accounting treatment to ensure it is in compliance with AASB 2. Reviewed the adequacy of the relevant disclosures in financial report. 12 Other Information The directors are responsible for the other information. The other information comprises the information included in the Group's annual report for the year ended 30 June 2025, but does not include the financial report and the auditor's report thereon. Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the Directors for the Financial Report The directors of the Company are responsible for the preparation of: a. the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001; and b. the consolidated entity disclosure statement that is true and correct in accordance with the Corporations Act 2001, and for such internal control as the directors determine is necessary to enable the preparation of: i. the financial report (other than the consolidated entity disclosure statement) that gives a true and fair view and is free from material misstatement, whether due to fraud or error; and ii. the consolidated entity disclosure statement that is true and correct and is free of misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. Auditor's Responsibilities for the Audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf This description forms part of our auditor's report. 13 REPORT ON THE REMUNERATION REPORT Opinion on the Remuneration Report We have audited the Remuneration Report included in pages 16 to 23 of the directors' report for the year ended 30 June 2025. In our opinion, the Remuneration Report of Spacetalk Limited., for the year ended 30 June 2025, complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Gary Sherwood Partner RSM Australia Partners Sydney, NSW Dated: 29 August 2025 14 RSM Australia Partners Level 7, 1 Martin Place Sydney NSW 2000 Australia T +61 (02) 8226 4500 F +61 (02) 8226 4501 rsm.com.au AUDITOR’S INDEPENDENCE DECLARATION As lead auditor for the audit of the financial report of Spacetalk Limited for the year ended 30 June 2025, 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 audit; and (ii) any applicable code of professional conduct in relation to the audit. RSM AUSTRALIA PARTNERS Gary Sherwood Partner Sydney, NSW Dated: 29 August 2025 15 RSM Australia Partners is a member of the RSM network and trades as RSM. RSM is the trading name used by the members of the RSM network. Each member of the RSM network is an independent accounting and consulting firm which practices in its own right. The RSM network is not itself a separate legal entity in any jurisdiction. RSM Australia Partners ABN 36 965 185 036 Liability limited by a scheme approved under Professional Standards Legislation The Directors and full-time executives receive a superannuation guarantee contribution as required by law, currently 11.5%. The CEO and full-time executives do not receive any other retirement benefits. Some individuals, however, may choose to sacrifice part of their salary to increase payments towards superannuation. REMUNERATION REPORT (AUDITED) This remuneration report, which forms part of the Director's report, details the nature and amount of remuneration for each Director and other Key Management Personnel of Spacetalk Limited. The information provided in the remuneration report includes remuneration disclosures that are audited as required by section 308(3C) of the Corporations Act 2001. All remuneration paid to Directors and executives is valued at the cost to the Company and expensed. Where necessary, the Board seeks independent third-party expert advice on its remuneration policies and has implemented suitable practices and procedures that are appropriate for an organisation of this size and maturity. No experts were used during the year. For the purposes of this report, Key Management Personnel of the group are defined as those persons having authority and responsibility for planning, directing, and controlling the major activities of the group, directly or indirectly, including any director (whether executive or otherwise) of the parent company. REMUNERATION STRUCTURE In accordance with best practice corporate governance, the structure of non-executive Director and executive compensation is separate and distinct. In respect of the remuneration numeration report, last voted upon by shareholders at the 2024 Annual General Meeting (AGM), less than 25% of the votes were cast against this resolution. Key management personnel included in this report include: NON-EXECUTIVE DIRECTOR COMPENSATION Non-executive and executive directors: • Georg Chmiel • Michael Rann • Simon Crowther • Martin Pretty Objective The board seeks to set aggregate compensation at a level that provides the Company with the ability to attract and retain Directors of the highest calibre, whilst incurring a cost that is acceptable to shareholders. Structure The Constitution and the ASX listing rules specify that the aggregate compensation of non-executive Directors shall be determined from time to time by a general meeting. An amount not exceeding the amount determined is then divided between the Directors as agreed. Other key management personnel: • Craig Boshier – Chief Operating Officer • Gerard Beukes – Chief Financial Officer (until 13 April 2025) The amount allocated for non-executive directors, as approved by the shareholders, remains at $500,000— unchanged from the previous year. • Innocent Ndoda – Chief Financial Officer (appointed 14 April 2025) Principles used to determine the nature and amount of remuneration The Board considers advice from external consultants as appropriate as well as the fees paid to non-executive Directors of comparable companies when undertaking the annual review process. Non-Executive Directors’ remuneration may include an incentive portion consisting of performance rights, as considered appropriate by the Board, which may be subject to Shareholder approval in accordance with ASX listing rules. REMUNERATION POLICY The boar