Appendix 4C

Quarterly report for entities

admitted on the basis of commitments

For personal use only

ACN 120 394 194

201 Adelaide Terrace

Perth Western Australia 6000
Phone (08) 9463 4340
Facsimile (08) 9325 5999
www.ilh.com.au

Rule 4.7B

Appendix 4C
Quarterly report
for entities admitted
on the basis of commitments

Name of entity

Integrated Legal Holdings Limited

ABN

Quarter ended (current quarter)

20 120 394 194

30 September 2007

Consolidated statement of cash flows

Cash flows related to operating activities
1.1

Receipts from customers

1.2

Payments for

1.3
1.4
1.5
1.6
1.7

(a) staff costs

(b) advertising and marketing
(c) research and development
(d) leased assets
(e) other working capital
Dividends received
Interest and other items of a similar nature
received
Interest and other costs of finance paid
Income taxes paid
Other (provide details if material)
Net operating cash flows

Appendix 4C

Current
Quarter
$A000

Year to Date
(3 months)
$A000
692
(559)
(11)
(11)
(13)
-

692
(559)
(11)
(11)
(13)
-

135
(2)
-

135
(2)
-

231

231

Page 1

For personal use only

Appendix 4C
Quarterly report for entities
admitted on the basis of commitments

Current
Quarter
$A000
1.8

231

231

(6,699)
(52)
-

(6,699)
(52)
-

Net investing cash flows

(6,751)

(6,751)

1.14

Total operating and investing cash flows

(6,520)

(6,520)

1.15
1.16
1.17
1.18
1.19
1.20

Cash flows related to financing activities

Proceeds from issues of shares, options, etc.
Proceeds from sale of forfeited shares
Proceeds from borrowings
Repayment of borrowings
Dividends paid
Other (IPO capital raising expenses)

3,984
225
(215)
(1,939)

3,984
225
(215)
(1,939)

2,055

2,055

(4,465)

(4,465)

9,428
-

9,428
-

4,963

4,963

1.9

1.10

1.11
1.12
1.13

Net operating cash flows (carried forward)

Year to Date
(3 months)
$A000

Cash flows related to investing activities

Payment for acquisition of:
(a) businesses (item 5)
(b) equity investments
(c) intellectual property
(d) physical non-current assets
(e) other non-current assets
Proceeds from disposal of:
(a) businesses (item 5)
(b) equity investments
(c) intellectual property
(d) physical non-current assets
(e) other non-current assets
Loans to other entities
Loans repaid by other entities
Other (provide details if material)

Net financing cash flows

Net increase (decrease) in cash held
1.21
1.22

Cash at beginning of quarter/year-to-date

Exchange rate adjustments to item 1.20

1.23

Cash at end of quarter

Appendix 4C

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Appendix 4C
Quarterly report for entities
admitted on the basis of commitments

Payments to directors of the entity and associates of the directors

For personal use only

Payments to related entities of the entity and associates of the related entities
Current quarter
$A'000
118

1.24

Aggregate amount of payments to the parties included in item 1.2(a)

1.25

Aggregate amount of loans to the parties included in item 1.11

1.26

Explanation necessary for an understanding of the transactions

Executive directors of Integrated Legal Holdings Limited and its
subsidiaries.

118

Non-cash financing and investing activities

2.1

Details of financing and investing transactions which have had a material effect on consolidated
assets and liabilities but did not involve cash flows
Refer Appendix A

2.2

Details of outlays made by other entities to establish or increase their share in businesses in which
the reporting entity has an interest
Nil

Financing facilities available

Add notes as necessary for an understanding of the position. (See AASB 1026 paragraph 12.2).

Amount available
$A000
3.1

Loan facilities

3.2

Credit standby arrangements

Appendix 4C

Amount used
$A000
8

850

332

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Appendix 4C
Quarterly report for entities
admitted on the basis of commitments

For personal use only

Reconciliation of cash
Reconciliation of cash at the end of the quarter (as
shown in the consolidated statement of cash flows) to
the related items in the accounts is as follows.
4.1

Cash on hand and at bank

4.2

Current quarter
$A000

Previous quarter
$A000

867

Deposits at call

4,428

4.3

Bank overdraft

(332)

4.4

Other (provide details)

4,963

Total: cash at end of quarter (item 1.23)

Acquisitions and disposals of business entities

Acquisitions
(Item 1.9(a))
5.1

Name of entity

Refer Appendix A

5.2

Western Australia

5.4

Place of incorporation
or registration
Consideration for
acquisition or disposal
Total net assets

5.5

Nature of business

Refer Appendix A

5.3

Refer Appendix A
Refer Appendix A

Disposals
(Item 1.10(a))
Nil
Nil
Nil
Nil
Nil

Compliance statement
1

This statement has been prepared under accounting policies which comply with accounting
standards as defined in the Corporations Act (except to the extent that information is not required
because of note 2) or other standards acceptable to ASX.

This statement does /does not* (delete one) give a true and fair view of the matters disclosed.

Brett Davies
Company Secretary
31 October 2007

Appendix 4C

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Appendix 4C
Quarterly report for entities
admitted on the basis of commitments

For personal use only

Notes
1.

The quarterly report provides a basis for informing the market how the entitys activities have
been financed for the past quarter and the effect on its cash position. An entity wanting to
disclose additional information is encouraged to do so, in a note or notes attached to this report.

2.

The definitions in, and provisions of, AASB 1026: Statement of Cash Flows apply to this
report except for the paragraphs of the Standard set out below.

3.

6.2

- reconciliation of cash flows arising from operating activities to

operating profit or loss
9.2
- itemised disclosure relating to acquisitions
9.4
- itemised disclosure relating to disposals
12.1(a) - policy for classification of cash items
12.3 - disclosure of restrictions on use of cash
13.1 - comparative information

Accounting Standards. ASX will accept, for example, the use of International Accounting
Standards for foreign entities. If the standards used do not address a topic, the Australian
standard on that topic (if any) must be complied with.

Appendix 4C

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Appendix 4C
Quarterly report for entities
admitted on the basis of commitments

For personal use only

APPENDIX A
Item 2.1

Details of financing and investing transactions which have had a material effect on
consolidated assets and liabilities but did not involve cash flows

Item 1.9(a)

Business Acquisitions

i) Acquired legal firms

Talbot Olivier
On 11 January 2006, the company (through its agent, Law Central Co Pty Ltd) and the foundation
partners of Talbot Olivier entered into an Option Agreement whereby an option was granted to
Integrated Legal Holdings Limited, exercisable through its wholly owned subsidiary Talbot Olivier Pty
Ltd, to acquire the Talbot Olivier business assets. This agreement was subsequently varied by an
agreement dated 19 September 2006 and was further amended by agreements between the same
parties dated 12 March 2007 and 15 May 2007.
The option was exercised on 10 August 2007 and the purchase price agreed to be paid in cash upon
the exercise of the option was $3,194,648.
Talbot Olivier Pty Ltd, trading as Talbot Olivier, was incorporated on 10 August 2007 and is a wholly
owned subsidiary of Integrated Legal Holdings Limited.
The following constitutes the calculation of the consideration given and the fair value of net assets
acquired in Talbot Oliver:
$
Consideration
Cash
Deferred cash consideration
Costs associated with acquisition paid post 30/09/07
Total cash consideration
Shares issued as consideration
Total acquisition cost

Net assets acquired

Assets
Plant and equipment
Work in progress
Other assets
Total assets acquired
Net assets acquired
Goodwill on acquisition

3,194,648
166,294
3,360,942
3,360,942
Fair
Value
$

Carrying
Amount
$

174,169
200,000
374,169
374,169
2,986,773

174,169
200,000
374,169
374,169

As the integration of the business is still occurring there may be some movement in the provisional
calculation.

Appendix 4C

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For personal use only

Appendix 4C
Quarterly report for entities
admitted on the basis of commitments

Brett Davies Lawyers

On 30 March 2007, Integrated Legal Holdings Limited (through its agent, Law Central Co Pty Ltd)
and Brett Davies, owner of the Brett Davies Lawyers business assets, entered into an Option
Agreement whereby an option was granted to the company, exercisable through its wholly owned
subsidiary Tax Lawyers Australia Pty Ltd, to acquire the Brett Davies Lawyers business assets.
The option was exercised on 10 August 2007 and the purchase price agreed to be paid in cash upon
the exercise of the option was $804,000.
Tax Lawyers Australia Pty Ltd, trading as Brett Davies Lawyers, was incorporated on 8 August 2007
and is a wholly owned subsidiary of Integrated Legal Holdings Limited.
The following constitutes the calculation of the consideration given and the fair value of net assets
acquired in Brett Davies Lawyers:
$
Consideration
Cash
Deferred cash consideration
Costs associated with acquisition paid post 30/09/07
Total cash consideration
Shares issued as consideration
Total acquisition cost

Net assets acquired

Assets
Plant and equipment
Total assets acquired
Net assets acquired
Goodwill on acquisition

804,000
37,116
841,116
841,116
Fair
Value
$

Carrying
Amount
$

18,676
18,676
18,676
822,440

18,676
18,676
18,676

As the integration of the business is still occurring there may be some movement in the provisional
calculation.
Peter Marks Succession Lawyers
On 19 September 2007, Integrated Legal Holdings Limited, through its wholly owned subsidiary Talbot
Oliver Pty Ltd, acquired the legal practice of the late Peter Marks trading as Peter Marks Succession
Lawyers. This acquisition was merged into the existing practice of Talbot Olivier. The acquisition
promotes the companys business strategy which encourages acquired practices to enhance their own
growth aspirations via the acquisition of complementary practices.
The assets purchased include goodwill and business assets excluding all work in progress and
outstanding debtors.

Appendix 4C

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Appendix 4C
Quarterly report for entities
admitted on the basis of commitments
The following constitutes the calculation of the consideration given and the fair value of net assets
acquired in the practice of Peter Marks Succession Lawyers:

For personal use only

$
Consideration
Cash paid post 30/09/07
Deferred cash consideration
Costs associated with acquisition
Total cash consideration
Shares issued as consideration
Total acquisition cost

Net assets acquired

Assets
Plant and equipment
Total assets acquired
Net assets acquired
Goodwill on acquisition

50,000
75,000
125,000
125,000
Fair
Value
$

Carrying
Amount
$

10,000
10,000
10,000
115,000

10,000
10,000
10,000

As the integration of the business is still occurring there may be some movement in the provisional
calculation.
Shayne Leslie
On 28 September 2007, Integrated Legal Holdings Limited, through its wholly owned subsidiary, Talbot
Olivier Pty Ltd, acquired the legal practice of Shayne Leslie. This acquisition was merged into the
existing practice of Talbot Olivier.
The consideration for the purchase is a combination of cash and shares. The cash component will be
funded from group working capital. The share component is payable progressively over three years,
subject to performance criteria being met.
The following constitutes the calculation of the consideration given and the fair value of net assets
acquired in the practice of Shayne Leslie:
$
Consideration
Cash paid post 30/09/07
Deferred cash consideration
Costs associated with acquisition
Total cash consideration
Shares issued as consideration
Total acquisition cost

Net assets acquired

Goodwill on acquisition

50,000
50,000
250,000
300,000
Fair
Value
$
300,000

Carrying
Amount
$
-

As the integration of the business is still occurring there may be some movement in the provisional
calculation.

Appendix 4C

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For personal use only

Appendix 4C
Quarterly report for entities
admitted on the basis of commitments

ii) Acquisition of Law Central Co Pty Ltd

Under the terms of the Prospectus dated 16 May 2007, Integrated Legal Holdings Limited offered to
acquire 100% of the fully paid ordinary shares in the capital of Law Central Co Pty Ltd. The offer
was conditional upon the acceptance of the offer by at least 90% of the Law Central Co Pty Ltd
shareholders by 15 August 2007.
This condition was satisfied in full and 100% of the Law Central Co Pty Ltd shareholders accepted the
offer.
The consideration offered by Integrated Legal Holdings Limited was 0.105028 fully paid ordinary
shares in the company together with a cash payment of $0.04736011 for every 1 Law Central Co Pty
Ltd share. Settlement took place on 10 August 2007 and Integrated Legal Holdings Limited issued
1,258,096 shares in the company and paid $2,700,000 in cash to the vendors.
The following constitutes the calculation of the consideration given and the fair value of net assets
acquired in Law Central Co Pty Ltd:
$
2,700,000
2,700,000
629,048
3,329,048

Consideration
Cash
Deferred cash consideration
Costs associated with acquisition
Total cash consideration
Shares issued as consideration
Total acquisition cost
Fair
Value
$

Carrying
Amount
$

Net assets acquired

Assets
Plant and equipment
Unlisted entities
Cash
Trade receivables
Other assets
Total assets acquired

23,114
32,500
133,154
531,909
506,872
1,227,549

23,114
32,500
133,154
531,909
506,872
1,227,549

Liabilities
Trade Payables
Provisions
Total liabilities acquired
Net assets acquired
Goodwill on acquisition

60,860
92,256
153,116
1,074,433
2,254,615

60,860
92,256
153,116
1,074,433

As the integration of the business is still occurring there may be some movement in the provisional
calculation.

Appendix 4C

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