Announcement PDF Adisyn Ltd and its controlled entities Appendix 4E Preliminary final report 1. Company details Name of entity: Adisyn Ltd ABN: 30 155 473 304 Reporting period: For the year ended 30 June 2026 Previous period: For the year ended 30 June 2025 - The comparative figures for the year ended 30 June 2025 have been restated. Refer to item 2.6 and to Note 3 of the attached preliminary financial report. 2. Results for announcement to the market 30 June 2026 (Restated) 30 June 2025 Change Change Change $ $ $ % Revenues from continuing ordinary activities 4,236,485 3,261,168 975,317 30% Increase Loss from ordinary activities after tax attributable to the owners of Adisyn Ltd (7,736,692) (4,886,854) 2,849,838 58% Increase Dividends There were no dividends paid, recommended or declared during the current financial period or the previous financial period. Comments Restatement of comparatives. During the year ended 30 June 2026 management completed its assessment of the acquisition of 2D Generation Ltd, completed on 9 January 2025, and concluded that the transaction is an asset acquisition and not a business combination under AASB 3. The error has been corrected retrospectively in accordance with AASB 108. The effect on the figures previously reported for the year ended 30 June 2025 is to derecognise goodwill of $36,110,873, capitalise $1,567,512 of acquisition-related costs previously expensed, and reduce reported net assets by $11,568,633 to $34,068,776. The reported loss before income tax from continuing operations for that year reduces from $6,454,366 to $4,886,854. All comparative figures in this report are presented on the restated basis. Full details are in Note 3 of the attached preliminary financial report. The loss for the Group after providing for income tax from continuing operations amounted to $7,736,692 (30 June 2025 restated: loss of $4,886,854). Revenue from ordinary activities increased $975,317, or 29.9%, to $4,236,485. The increase arose in the Adisyn Services segment. The 2D Generation segment generated no external revenue in the period, its activitiesSyntax Error: Unknown form type remaining pre-commercial. Segments. Adisyn Services generated total revenue of $4,271,113 (30 June 2025: $3,362,821). 2D Generation generated no revenue in the period (30 June 2025: $116,595 of other revenue) and remains pre-commercial. Segment results are set out in Note 4 of the attached preliminary financial report. 3. Net tangible assets Reporting period (Restated) Previous period Cents Cents Net tangible assets per ordinary security 1.46 1.25 4. Control gained over entity Name of entities (or group of entities) 2D Radar Absorbers Ltd Date control gained 11 March 2026* Adisyn Ltd and its controlled entities Appendix 4E Preliminary final report * The Company was incorporated and registered in Israel as a limited liability company according to Companies Laws of the State of Israel. 5. Loss of control over entities Name of entities (or group of entities) Attained Group Limited Date control lost 4 August 2026* * The Company was struck off in the UK Companies Register and ceased to exist as a legal entity after the end of the reporting period. It was controlled throughout the period and at 30 June 2026 and is disclosed as an event after the reporting period. 6. Dividends Current period There were no dividends paid, recommended or declared during the current financial period. Previous period There were no dividends paid, recommended or declared during the previous financial period. 7. Details of associates and joint venture entities The Group did not hold an interest in any associate or joint venture entity during the current period or the previous corresponding period. 8. Foreign entities Adisyn Ltd is incorporated and domiciled in Australia and the financial information in this report is prepared in accordance with Australian Accounting Standards. 9. Audit qualification or review The financial statements are in the process of being audited. Audited financial statements will be released in September 2026. 10. Attachments The Preliminary Report of Adisyn Ltd for the year ended 30 June 2026 is attached. 11. Signed Signed ___________________________ Date: 31 August 2026 Blake Burton Executive Director Adisyn Ltd ABN 30 155 473 304 Appendix 4E Preliminary Final Report - 30 June 2026 Adisyn Ltd and its controlled entities Preliminary Consolidated statement of profit or loss and other comprehensive income For the year ended 30 June 2026 (Restated) Note 30 June 2026 30 June 2025 $ $ The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes 1 Revenue from continuing operations Revenue 4,236,485 3,261,168 Other income 34,628 119,083 Interest revenue calculated using the effective interest method 259,904 99,165 Expenses Cost of goods sold (2,255,814) (1,616,824) Selling and distribution expenses (339,207) (283,818) Research and development expenses (2,188,873) (886,106) Share-based payments (2,325,333) (559,748) Administrative expenses (1,274,124) (1,198,956) Other operating expenses (3,663,655) (3,411,341) Impairment of assets - (301,769) Finance costs (28,155) (107,708) Loss on disposal of assets (192,548) - Loss before income tax expense from continuing operations (7,736,692) (4,886,854) Income tax expense - - Loss after income tax expense from continuing operations (7,736,692) (4,886,854) Loss after income tax expense from discontinued operations (49,020) (3,147,587) Loss after income tax expense for the year attributable to the owners of Adisyn Ltd (7,785,712) (8,034,441) Other comprehensive income Items that may be reclassified subsequently to profit or loss Foreign currency translation 2,086,179 854,970 Other comprehensive income for the year, net of tax 2,086,179 854,970 Total comprehensive income for the year attributable to the owners of Adisyn Ltd (5,699,533) (7,179,471) Total comprehensive income for the year is attributable to: Continuing operations (5,650,513) (4,031,884) Discontinued operations (49,020) (3,147,587) (5,699,533) (7,179,471) Adisyn Ltd and its controlled entities Preliminary Consolidated statement of profit or loss and other comprehensive income For the year ended 30 June 2026 The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes 2 Cents (Restated) Cents Earnings per share for loss from continuing operations attributable to the owners of Adisyn Ltd Basic earnings per share (0.95) (1.04) Diluted earnings per share (0.95) (1.04) Earnings per share for loss from discontinued operations attributable to the owners of Adisyn Ltd Basic earnings per share (0.01) (0.67) Diluted earnings per share (0.01) (0.67) Earnings per share for loss attributable to the owners of Adisyn Ltd Basic earnings per share (0.95) (1.71) Diluted earnings per share (0.95) (1.71) Adisyn Ltd and its controlled entities Preliminary Consolidated statement of financial position As at 30 June 2026 (Restated) Note 30 June 2026 30 June 2025 $ $ The above consolidated statement of financial position should be read in conjunction with the accompanying notes 3 Assets Current assets Cash and cash equivalents 15,488,326 6,959,562 Trade and other receivables 785,090 337,331 Inventory 3,885 4,513 Other assets 189,100 86,467 16,466,401 7,387,873 Assets of disposal groups classified as held for sale - 209,803 Total current assets 16,466,401 7,597,676 Non-current assets Right-of-use assets 559,013 274,789 Plant and equipment 2,012,783 2,449,638 Intangibles 42,258,548 25,044,060 Other assets 23,305 23,305 Total non-current assets 44,853,649 27,791,792 Total assets 61,320,050 35,389,468 Liabilities Current liabilities Trade and other payables 742,618 514,951 Contract liabilities 380,031 259,189 Lease liabilities 94,688 202,048 Provisions 159,721 132,899 1,377,058 1,109,087 Liabilities directly associated with assets classified as held for sale - 64,712 Total current liabilities 1,377,058 1,173,799 Non-current liabilities Lease liabilities 518,922 78,230 Provisions 37,279 68,663 Total non-current liabilities 556,201 146,893 Total liabilities 1,933,259 1,320,692 Net assets 59,386,791 34,068,776 Equity Issued capital 77,691,504 46,730,520 Reserves 9,457,542 7,341,863 Accumulated losses (27,762,255) (20,003,607) Total equity 59,386,791 34,068,776 Adisyn Ltd and its controlled entities Preliminary Consolidated statement of changes in equity For the year ended 30 June 2026 The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes 4 Issued Share-based payment Translation Accumulated Total equity capital reserve reserve losses $ $ $ $ $ Balance at 1 July 2024 11,324,454 2,729,414 (11,230) (11,969,166) 2,073,472 Loss after income tax expense for the year - - - (8,034,441) (8,034,441) Other comprehensive income for the year, net of tax - - 854,970 - 854,970 Total comprehensive income for the year - - 854,970 (8,034,441) (7,179,471) Transactions with owners in their capacity as owners: Contributions of equity, net of transaction costs 10,994,647 2,619,793 - - 13,614,440 Share-based payments 896,148 1,148,916 - - 2,045,064 Conversion of performance rights 37,500 - - - 37,500 Issue of shares to KMP 267,146 - - - 267,146 Issue of shares related to asset acquisition - 2DG acquisition(Note 5) 23,100,000 - - - 23,100,000 Exercise of options 110,625 - - - 110,625 Balance at 30 June 2025 - restated 46,730,520 6,498,123 843,740 (20,003,607) 34,068,776 Issued Share-based payment Translation Accumulated Total equity capital reserve reserve losses $ $ $ $ $ Balance at 1 July 2025 - restated 46,730,520 6,498,123 843,740 (20,003,607) 34,068,776 Loss after income tax expense for the year - - - (7,785,712) (7,785,712) Other comprehensive income for the year, net of tax - - 2,086,179 - 2,086,179 Total comprehensive income for the year - - 2,086,179 (7,785,712) (5,699,533) Transactions with owners in their capacity as owners: Contributions of equity, net of transaction costs 12,931,311 - - - 12,931,311 Share-based payment - 17,725,333 - 27,064 17,752,397 Conversion of options 333,840 - - - 333,840 Conversion of performance rights 17,695,833 (17,695,833) - - - Balance at 30 June 2026 77,691,504 6,527,623 2,929,919 (27,762,255) 59,386,791 Adisyn Ltd and its controlled entities Preliminary Consolidated statement of cash flows For the year ended 30 June 2026 Note 30 June 2026 30 June 2025* $ $ The above consolidated statement of cash flows should be read in conjunction with the accompanying notes 5 Cash flows from operating activities Receipts from customers (inclusive of GST) 4,387,844 3,460,326 Payments to suppliers and employees (inclusive of GST) (8,959,548) (7,221,246) Receipts from other income 164,542 218,249 Interest and other finance costs paid (28,153) (107,708) Net cash used in operating activities (4,435,315) (3,650,379) Cash flows from investing activities Net of cash acquired from assets acquisition 5 - 894,744 Payments for investments - (1,783,595) Payments for plant and equipment (198,896) (1,006,820) Proceeds from disposal of plant and equipment 77,000 - Net cash used in investing activities (121,896) (1,895,671) Cash flows from financing activities Proceeds from issue of shares 14,133,841 14,628,625 Share issue transaction costs (868,689) (887,065) Repayment of borrowings - (808,156) Repayment of lease liabilities (179,389) (726,933) Net cash from financing activities 13,085,763 12,206,471 Net increase in cash and cash equivalents 8,528,552 6,660,421 Cash and cash equivalents at the beginning of the financial year 6,959,562 299,141 Effects of exchange rate changes on cash and cash equivalents 212 - Cash and cash equivalents at the end of the financial year 15,488,326 6,959,562 *The correction of error described in Note 3 had no effect on net cash flows from operating, investing or financing activities for the comparative period, as the acquisition consideration was settled in equity instruments. Adisyn Ltd and its controlled entities Notes to the consolidated financial statements 30 June 2026 6 Note 1. Material accounting policies These preliminary consolidated financial statements covers Adisyn Ltd (the Company) and its controlled entities (referred to as the Group). Adisyn Ltd is a listed public company limited by shares, incorporated and domiciled in Australia. The Group is a for-profit entity. The Group’s financial statements are presented in Australian dollars (AUD), which is also the Company’s functional currency. The accounting policies that are material to the Group are set out either in the respective notes or below. The accounting policies adopted are consistent with those of the previous financial year, unless otherwise stated. a) Basis of preparation The financial report is a preliminary financial report which: ● has been prepared in accordance with ASX Listing Rule 4.3A. ● has been derived from the unaudited consolidated Annual Report which has been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB'). ● has been prepared on historical basis, unless otherwise stated. ● is presented with values rounded to the nearest dollars in accordance with ASIC Legislative Instrument 2016/191, unless otherwise stated. ● is presented in Australian dollars, which is the functional currency of the Group. The Group has subsidiaries operating in United Kingdom and Israel. ● adopts all new and amended Accounting Standards and Interpretations issued by the AASB that are relevant to the Group and effective for reporting periods starting on or before 1 July 2025. The preliminary financial report does not include all the disclosures of the type normally included in the Annual Report. Accordingly, the unaudited Preliminary Financial Report should be read in combination with the Annual Report for the year ended 30 June 2025 and any public announcements issued by the Company in accordance with the continuous disclosure requirements of the Corporations Act 2001. Historical cost convention The financial statements have been prepared under the historical cost convention. Critical accounting estimates The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 2. b) Going concern The un-audited Preliminary Financial Report has been prepared on the going concern basis, which contemplates continuity of normal business activities and the realisation of assets and discharge of liabilities in the normal course of business. As disclosed in the financial statements, the Group incurred a loss of $7,785,712 (30 June 2025 restated: $8,034,441) and had net cash outflows from operating of $4,435,315 (30 June 2025: $3,650,379) and investing activities outflow of $121,896 (30 June 2025 : outflow $1,895,671) respectively for the year ended 30 June 2026. As at that date, the Group had net assets of $59,386,791 (30 June 2025 restated: $34,068,776). The Directors have prepared a cash flow forecast covering a period of at least twelve months from the date of this report. Having regard to that forecast, the Group’s existing cash reserves and its ability to moderate discretionary expenditure, the Directors are satisfied that the Group will have sufficient funds to meet its obligations as and when they fall due for at least twelve months from the date of this report. Accordingly, no material uncertainty relating to going concern has been identified. The Directors believe that the Group have prepared the financial report on a going concern basis. At this time, the Directors are of the opinion that no asset is likely to be realised for an amount less than the amount at which it is recorded in the financial report at 30 June 2026. Adisyn Ltd and its controlled entities Notes to the consolidated financial statements 30 June 2026 Note 1. Material accounting policies (continued) 7 c) Principles of consolidation The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Adisyn Ltd ('Company' or 'parent entity') as at 30 June 2026 and the results of all subsidiaries for the year then ended. Adisyn Ltd and its subsidiaries together are referred to in these financial statements as the 'Group'. Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to the Group. They are de-consolidated from the date that control ceases. Intercompany transactions, balances and unrealised gains on transactions between entities in the Group are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent. Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or loss and other comprehensive income, statement of financial position and statement of changes in equity of the Group. Losses incurred by the Group are attributed to the non-controlling interest in full, even if that results in a deficit balance. Where the Group loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The Group recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss. d) New or amended Accounting Standards and Interpretations adopted The Group 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. Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted. Note 2. Critical accounting judgements, estimates and assumptions The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below. Share-based payment transactions The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and equity. Allowance for expected credit losses The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected credit loss rate for each group. These assumptions include recent sales experience and historical collection rates. Adisyn Ltd and its controlled entities Notes to the consolidated financial statements 30 June 2026 Note 2. Critical accounting judgements, estimates and assumptions (continued) 8 Fair value measurement hierarchy The Group is required to classify all assets and liabilities, measured at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date; Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3: Unobservable inputs for the asset or liability. Considerable judgement is required to determine what is significant to fair value and therefore which category the asset or liability is placed in can be subjective. The fair value of assets and liabilities classified as level 3 is determined by the use of valuation models. These include discounted cash flow analysis or the use of observable inputs that require significant adjustments based on unobservable inputs. Asset acquisition The judgements and estimates set out below are those considered most significant to the acquisition of 2DG, accounted for as an asset acquisition (refer Note 5). Note 3. Restatement of comparatives Correction of error During the year ended 30 June 2026, management completed its assessment of the acquisition of 100% of the issued capital of 2D Generation Ltd ("2DG"), which was completed on 9 January 2025. The acquisition was previously accounted for as a business combination in accordance with AASB 3 Business Combinations in the financial statements for the year ended 30 June 2025. On finalising its assessment, management concluded that 2DG did not meet the definition of a business under AASB 3 because the concentration test in AASB 3 Appendix B7B was met where substantially all of the fair value of the gross assets acquired was concentrated in a single identifiable intangible asset, being the intellectual property relating to the process for growing graphene at low temperature. Accordingly, the transaction should have been accounted for as an asset acquisition as 2DG fits squarely within the test and there is no substantive process being acquired that, together with the IP, is capable of producing outputs in substance, the technology. The error has been corrected by restating each of the affected financial statement line items for the prior period in accordance with AASB 108 Accounting Policies, Changes in Accounting Estimates and Errors. The effect of the correction is: Consideration transferred has been allocated to the identifiable assets acquired and liabilities assumed on the basis of their relative fair values at the acquisition date, with no goodwill recognised; - Goodwill of $36,110,873 previously recognised has been derecognised; - Acquisition-related transaction costs of $1,567,512 previously expensed have been capitalised as part of the cost of the assets acquired; -No deferred tax was recognised on the initial recognition of the assets and liabilities, consistent with the initial recognition exemption in AASB 112 Income Taxes. The error has been corrected by restating each of the affected financial statement line items for the comparative period and the opening balances of the earliest period presented, in accordance with AASB 108 Accounting Policies, Changes in Accounting Estimates and Errors. Statement of profit or loss and other comprehensive income (Audited) Adjustment (Restated) Line Item 30 June 2025 30 June 2025 Administrative expenses (1,281,152) 82,196 (1,198,956) Share-based payment expenses (2,045,064) 1,485,316 (559,748) Loss before income tax expense from continuing operations (6,454,366) 1,567,512 (4,886,854) Adisyn Ltd and its controlled entities Notes to the consolidated financial statements 30 June 2026 Note 3. Restatement of comparatives (continued) 9 Statement of financial position at the beginning of the earliest comparative period When there is a restatement of comparatives, it is mandatory to provide a third statement of financial position at the beginning of the earliest comparative period, being 1 July 2024. However, the acquisition was completed on 9 January 2025, as the transaction occurred during the comparative period, the opening balances at 1 July 2024 are not affected by the correction. (Audited) Adjustment (Restated) Line Item 30 June 2025 30 June 2025 Intangibles 351,820 23,818,385 24,170,205 Goodwill 36,260,873 (36,110,873) 150,000 Foreign currency translation - Translation uplift to intangible assets - 723,855 723,855 Total Intangible assets 36,612,693 (11,568,633) 25,044,060 Net assets 45,637,409 (11,568,633) 34,068,776 Share-based payment reserve 20,358,123 (13,860,000) 6,498,123 Foreign currency translation reserve (FCTR) – translation of foreign operation (OCI) 119,885 723,855 843,740 Retained earnings (21,571,119) 1,567,512 (20,003,607) Net assets 45,637,409 (11,568,633) 34,068,776 Statement of cash flows There was no impact on net cash flows from operating, investing or financing activities for the comparative period, as the acquisition was settled in equity instruments. Earnings per share (Audited) Adjustment (Restated) Line Item 30 June 2025 30 June 2025 Basic loss per share (cents) (2.05) 0.34 (1.71) Diluted loss per share (cents) (2.05) 0.34 (1.71) Note 4. Operating segments The Group has identified its operating segments based on the internal reports reviewed by the chief operating decision maker, being the executive management team, for the purposes of assessing performance and allocating resources. Reportable segments are determined in accordance with AASB 8 Operating Segments and reflect the manner in which the Group’s activities are managed and reported internally. The Group aggregates two or more operating segments when they have similar economic characteristics, and the segments are similar in each of the following respects: ● Nature of products and services; ● Nature of the production processes; ● Type of class of customer for the products and services; ● Methods used to distribute the products or provide the services, and if applicable. ● Nature of the regulatory environment. Operating segments are reported separately where they meet the quantitative thresholds in AASB 8 or where separate disclosure is considered useful to users of the financial statements. The Group does not aggregate operating segments unless the segments have similar economic characteristics and are similar in respect of the nature of products and services, production processes, customer type, distribution methods and, where relevant, the regulatory environment. Adisyn Ltd and its controlled entities Notes to the consolidated financial statements 30 June 2026 Note 4. Operating segments (continued) 10 The Company disaggregates revenue from contracts with customers by operating segment where this information is regularly reviewed by the chief operating decision maker. Segment revenue, segment assets and segment liabilities are measured on the same basis as the amounts reported in the consolidated financial statements, except for items that are not allocated to individual operating segments. The “Adisyn Services” segment includes Managed Support Services, Cyber Security Services, Cloud and data centre co-location, Network services and Back Up services. Following the disposal of the “Miner Hosting” business and the acquisition of 2D Generation, the Group reassessed its operating segments based on the internal reporting reviewed by the chief operating decision maker. For the current reporting period, the reportable segments presented are Adisyn Services, and 2D Generation, together with unallocated items and consolidated totals. Segment revenue represents sales to external customers and other revenue attributable to each reportable segment. Adisyn Services 2D Generation Total 30 June 2026 $ $ $ Revenue Sales to external customers from continuing operations 4,228,209 - 4,228,209 Other revenue 8,276 - 8,276 Total sales revenue 4,236,485 - 4,236,485 Other income from continuing operations 34,628 - 34,628 Total revenue 4,271,113 - 4,271,113 Interest revenue 259,904 Adisyn Services 2D Generation Total 30 June 2025 $ $ $ Revenue Sales to external customers from continuing operations 3,261,168 - 3,261,168 Other revenue from continuing operations 101,653 116,595 218,248 Total revenue 3,362,821 116,595 3,479,416 Note 5. Acquisition of 2D Generation Ltd - asset acquisition A. Description of the transaction On 9 January 2025, the Group acquired 100% of the issued capital of 2D Generation Ltd (“2DG”), an Israeli c