Management Discussion and Analysis
for the three months ended December 31, 2016
Management’s Discussion and Analysis
The following management discussion and analysis (“MD&A”) dated February 14, 2017 presents the financial condition,
changes in financial condition and results of operations for the LOGiQ Asset Management Inc. group (“LOGiQ” or the “Group”)
and should be read in conjunction with the unaudited condensed consolidated interim financial statements and
accompanying notes of the Group for the three months ended December 31, 2016, as well as the audited consolidated
financial statements and accompanying notes of LOGiQ Inc. for the year ended September 30, 2016. The historical
information of LOGiQ can be found on SEDAR under LOGiQ Asset Management Inc. Unless otherwise indicated, all dollar
amounts in this MD&A are expressed in Canadian dollars.
Forward-looking statements
This MD&A may contain forward‐looking information and statements relating, but not limited to, anticipated or prospective
financial performance and results of operations of the Group. Forward-looking information involves known and unknown
risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different
from any future results, performance or achievements expressed or implied by the forward‐looking information. For this
purpose, any statements that are contained herein that are not statements of historical fact may be deemed to be forward‐
looking information. Without limiting the foregoing, the words "believes", "anticipates", "plans", "intends", "will", "should",
"expects", "projects", and similar expressions are intended to identify forward‐looking information. These statements may
include, without limitation, statements regarding future AUM, the Group’s profitability, growth in equity, and ability of the
Group to maintain sufficient capital resources. Although the Group believes it has a reasonable basis for making the
forecasts or projections included in this MD&A, readers are cautioned not to place undue reliance on such forward‐looking
information. By its nature, the forward‐looking information involves numerous assumptions, inherent risks and uncertainties,
both general and specific that contributes to the possibility that the predictions, forecasts and other forward‐looking
statements will not occur. Many factors could cause the Group’s actual results, performance or achievements to be
materially different from any future results, performance or achievements that may be expressed or implied by such forward
looking statements.
Factors that could cause actual results to differ materially from expectations include, among other things, general economic
and market conditions, including interest rates, global financial markets, changes in government regulations, industry
competition, technological developments and other factors described under “Risk Management” or discussed in other
materials filed with applicable securities regulatory authorities from time to time. The material factors and assumptions
applied in reaching the conclusions contained in these forward-looking statements include that the investment fund industry
will remain stable. The reader is cautioned against undue reliance on these forward-looking statements.
The forward-looking information is given as of the date of this MD&A and the Group undertakes no obligation to update
publicly or revise any forward‐looking information, whether as a result of new information, future events or otherwise.
Non-IFRS Financial Measures
The Group uses several non-IFRS financial measures that do not have any standardized meaning prescribed by International
Financial Reporting Standards (“IFRS”) and may not be comparable to similar measures presented by other companies.
Management believes that these measures are useful to most shareholders, creditors, other stakeholders and investment
analysts in analyzing the Group’s results. These non-IFRS financial measures should not be considered as an alternative to
the consolidated net and comprehensive income (loss) or any other measure of performance under IFRS.
Assets Under Management and Average Assets Under Management
Assets Under Management (“AUM”) refers to the total net assets managed by the Group through its various investment
product offerings, brokerage accounts, and sub‐advised accounts. Average AUM refers to the three-month average of AUM
balance, and can be used to facilitate the understanding of the revenue trend in the period.
Investment performance
Investment performance is a key driver of AUM. Growth in AUM resulting from positive investment performance increases the
value of the assets managed for clients and, in turn, the Group benefits from higher management fees and the potential for
performance fees.
Net Sales (Redemptions)
Sales, net of redemptions, is another key performance indicator as the amount of new assets being added to the total AUM
of the Group will lead to higher management fees and can potentially lead to increased performance fees.
2 EBITDA
The Group uses EBITDA (earnings before interest, tax, depreciation and amortization) as a measure of operating performance
to derive a more meaningful measure of its core operations and cash generating ability.
Adjusted EBITDA
In addition to EBITDA as described above, the Group further adjusts EBITDA (“Adjusted EBITDA”) by excluding share based
compensation, restructuring costs, impairment losses, and net losses (gains) on investments in order to derive a measure of
earnings before non-cash and non-recurring transactions, which management considers to be a meaningful measure of its
core operations.
EBITDA Margin and Adjusted EBITDA Margin
Calculated as EBITDA, or Adjusted EBITDA, as applicable, as a percentage of total revenue for the period.
Material Contracts
This MD&A may, from time to time, refer to material contracts. Material contracts can be found on SEDAR (www.sedar.com)
under LOGiQ Asset Management Inc.
Business Overview
The primary business focus of the Group is to provide investment management services through a diverse range of
investments, including growth, income and tax-minded portfolios offered as mutual funds, hedge funds, and flow-through
limited partnerships. These investment funds are primarily distributed through financial advisors. In addition, LOGiQ’s services
include high net worth investment management, institutional investment management, portfolio advisory services,
brokerage, institutional advisory, and other fee-based investment products in Canada.
On December 8, 2016, the businesses formerly named Aston Hill Financial Inc. (“Aston Hill”), Front Street Capital 2004 (“Front
Street Capital”), and Tuscarora Capital Inc. (“TCI”) were combined to form the LOGiQ Asset Management group of companies
(the “Group”). Aston Hill acquired all of the partnership interests in Front Street Capital and all of the issued and
outstanding voting shares and non-voting shares of the capital of TCI. Front Street Capital and TCI were under common
control. In connection with the transaction, the names of the businesses were changed to better reflect the combined name
under the “LOGiQ” brand.
Current business name
LOGiQ Asset Management Inc.
LOGiQ Capital 2016
Former business name
Aston Hill Financial Inc.
Front Street Capital 2004
Legal and accounting status
Legal parent / accounting acquiree
Legal subsidiary / accounting acquirer
For accounting purposes, LOGiQ Capital 2016, a partnership, is the acquirer and as such, the financial statements for the
three months ended December 31, 2016 are a continuation of the financial statements of Front Street Capital with one
adjustment, which is to adjust retroactively the Group’s legal capital to reflect the legal capital of Front Street Capital.
The transactions and balances of the subsidiaries of Logic Inc., the legal parent, and its subsidiaries, are included in the
condensed consolidated interim financial statements from the effective date of the acquisition, being December 8, 2016.
Group Entities
LOGiQ Asset Management Inc., formerly Aston Hill Financial Inc., (“LOGiQ Inc.”) is the legal parent of the Group and holds
99.9% of the partnership interests in LOGiQ Capital 2016, formerly Front Street Capital 2004. LOGiQ Inc. is a publicly traded
corporation listed on the Toronto Stock Exchange (the “TSX”) under the symbol “LGQ” and is incorporated under the Business
Corporations Act of Alberta.
LOGiQ Asset Management Ltd. (“LOGiQ Ltd.”) manages the Aston Hill Group of Funds and has sub-advisory relationships with
Newport Private Wealth Inc. (“Newport”), and BMO Nesbitt Burns (“BMO”). Two registered portfolio managers, including Barry
A. Morrison and Vivian Lo, are responsible for managing the portfolios of the Financial Portfolio Management and Advisory
division of LOGiQ Ltd. as of December 31, 2016.
LOGiQ Capital 2016 (“LOGiQ Capital”) is a general partnership formed under the laws of the Province of Ontario on September
23, 2004. Four registered portfolio managers, including Norm Lamarche, Frank Mersch, Craig Porter and Greg Taylor, are
responsible for managing the portfolios of the Financial Portfolio Management and Advisory division of LOGiQ Capital as of
December 31, 2016.
LOGiQ Capital Partners (“LOGiQ CP”) manages one fund and provides sub-advisory services for three funds included in LOGiQ
Inc.’s AUM. LOGiQ CP has one registered portfolio manager, Alexander (Sandy) Liang. LOGiQ CP is 49% owned by RJT Capital
Inc., a related party that represents the non-controlling interest.
3 Breakdown of Managed and Sub-Advised Funds, Assets Under Administration, and Flow Through Limited Partnerships
Managed - Open end (Mutual) funds
Front Street Balanced Monthly Income Class
Front Street Global Balanced Income Class
Front Street Global Opportunities Class
Front Street Growth & Income Class
Front Street Growth Class
Front Street MLP & Infrastructure Income Class
Front Street Money Market Class
Front Street Resource Growth & Income Class
Front Street Special Opportunities Class
Front Street Tactical Bond Fund & Class
Front Street Tactical Equity Class
Front Street Growth Fund
Aston Hill Canadian Total Return Fund & Class
Aston Hill Global Resource & Infrastructure Fund & Class
Aston Hill Global Resource Fund
Aston Hill High Income Fund & Class
Aston Hill Millennium Fund
Aston Hill Strategic Yield Fund & Class
Aston Hill Total Return Fund & Class
Aston Hill US Conservative Growth Fund & Class
Aston Hill Voya Floating Rate Income Fund
Managed – Closed end Funds
Aston Hill Advantage Bond Fund
Aston Hill Advantage Oil & Gas Income Fund
Aston Hill Advantage VIP Income Fund
Aston Hill VIP Income Fund
Australian Banc Income Fund
Canadian 50 Advantaged Preferred Share Fund
Global Capital Securities Trust
Low Volatility Canadian Equities Income Fund
Macquarie Emerging Markets Infrastructure Income Fund
Macquarie Global Infrastructure Income Fund
North American Financials Capital Securities Trust
Voya Diversified Floating Rate Senior Loan Fund
Voya Floating Rate Senior Loan Fund
Voya Global Income Solutions Fund
Voya Global Income Solutions Fund
Voya High Income Floating Rate Fund
Managed – Hedge funds
Front Street Canadian Energy Resource Fund
Front Street Energy Opportunities Fund
Front Street Hedge Fund
Front Street Select Equity Fund
Aston Hill Opportunities Fund
AHF Credit Opportunities Fund
Sub-advised – Open end funds
Lonsdale Balanced Tactical Fund
Marquest Monthly Pay Fund
Sub-advised – Closed end funds
Star Yield Trust
Newport Yield Fund
US Housing Recovery Fund
4 Business Highlights
The Group’s results are primarily driven by the level of its AUM, which is in turn driven by fund performance and the net sales
of its funds. The margin earned on these assets under management determines, to a large extent, the Group’s profitability.
During the three month period ended December 31, 2016, financial results were impacted by the following:
 Closing of reverse acquisition transaction between Front Street Capital and Aston Hill to form LOGiQ Inc. and the Group
on December 8, 2016 and subsequently commencing trading on the Toronto Stock Exchange under the ticker symbol
“LGQ” on December 14, 2016.
 Concurrent with closing the reverse acquisition on December 8, 2016, amending the terms of former Aston Hill’s
convertible debentures, which, as amended, commenced trading on the Toronto Stock Exchange on December 14, 2016,
under the ticker symbol “LGQ.DB”. Such amendments included:
 amending the maturity date from January 31, 2019 to June 30, 2021;
 reducing (in part by virtue of a partial repayment through the issuance of Common shares) the aggregate principal
amount of the debentures from $33.7 million to $20.2 million;
 increasing the interest rate on the Debentures from 6.50% to 7.00% and changing the corresponding interest
payment dates from January 31 and July 31 to June 30 and December 31 of each year;
 changing the conversion price for each Common Share to be issued upon the conversion of the Debentures from
the existing $0.65 per share to $0.30 per share;
 removing the ability of LOGiQ Inc. to repay the redemption price, principal amount or accrued interest in Common
Shares; and
 introducing certain negative covenants in respect of LOGiQ Inc. that will provide added protection to the holders of
the Debentures.
 Completion, on December 20, 2016, of a non-brokered private placement consisting of the issuance of an aggregate of
34.4 million common shares in the capital of LOGiQ Inc. (each, a "Common Share") at a price of $0.15 per Common Share
for gross proceeds of $5.2 million. Finder’s fees of 6% cash and 6% in broker warrants exercisable for 24 months from the
date of closing of the private placement at $0.15 per common share were paid in connection with the private placement.
 The acquisition of certain Global Advisory agreements from Integra Capital Limited on December 22, 2016.
Market and Business Outlook
Market Outlook
What was a politically surprising fiscal first quarter was also largely a positive one for equity markets, particularly those in
the U.S. and Canada. The November election of Donald Trump as President of the United States coincided with a very brief
interlude of market volatility, followed by strong gains. The S&P 500 was up 8.7% in local currency terms while Canada’s
S&P/TSX index was up 4.5%. European and Asian developed markets were up slightly, with the MSCI EAFE index up 1.3% in
Canadian-dollar terms.
The election of Trump represented a second major populist victory in 2017 to affect developed markets, with the first being
the narrow vote in favour of Brexit in June. The U.K. economy has defied expectations and delivered decent growth, in part
because of significant depreciation of the British pound.
If the U.S. president is able to bring about significant corporate tax reform and facilitate the repatriation of offshore cash by
U.S. companies, this could be a significant positive for investment and future growth. The prospect of much-needed stimulus
plan would also be positive for growth, though there is longer-term concern that a combination of a reduced tax rate and
higher spending would increase future debt burdens. In addition, trade protectionism could create unintended consequences,
disrupting supply chains and potentially increasing inflation and dampening consumer spending.
Beyond the election results, a number of factors came into play to influence the investing environment in the first quarter.
Staying with the U.S., there is less slack in the economy. Unemployment ended 2017 at 4.7% after the country added 156,000
jobs in December. Hourly pay rose 2.9% for the year. In spite of the Fed’s 25 basis-point increase in its benchmark rate in
December, and the prospect of more increases signaled for 2017, the developed world overall remains in low-rate mode.
The oil price outlook improved with the OPEC decision to cut production by 1.2 million barrels per day in November. Potential
upside is somewhat limited by unused shale oil capacity in the U.S., which can be ramped up in response to higher prices.
Overall, oil price recovery (or at least, the absence of a major oil price correction) has been helpful to markets.
5 A more positive outlook for oil has been a slight positive for Canada’s oil-dependent provinces, though they are still
underperforming. One outcome of the general weakness in resources has been a weaker Canadian dollar, which has had
some positive effects on Canadian exporters.
As 2016 progressed, China’s economy stabilized somewhat, with improvement in trade and consumption. As China has
accounted for approximately one-third of the world’s growth in recent years, its fortunes are key to global prospects. While
Japan’s GDP growth has remained low, there have been some signs of progress. Consumer prices have increased, indicating
a break or even an end to that country’s deflationary cycle. On the other hand, Trump’s opposition to the Trans-Pacific
Partnership poses a challenge to Japan’s structural reforms.
Overall, our broader stance has not changed. While we foresee continued growth, with minimal risk of recessions, we
continue with a degree of caution, given our assessment that markets are fairly fully valued. Investors should keep in mind
the principles of diversification and balance sheet strength. While the financial markets have proven resilient in recent
months, the global geopolitical environment remains complicated and potentially unstable. Management is of the view that
such periods of market uncertainty may create opportunities for investment fund managers who have experienced such
cycles before and are able to deliver value through active management over passive strategies alone.
Business Outlook
The notable highlight of Q1 2017 was the completion of the transaction between Aston Hill and Front Street Capital. The
result of this combination brought to bear a new company branded “LOGiQ Asset Management” or “LOGiQ”. The new firm
brings together the best of Aston Hill and Front Street Capital under new leadership and highly defined and disciplined
operating structure.
A capital infusion of $5,165,000 from a private placement, combined with significant cost reductions and synergies, product
rationalization and portfolio manager realignment contributed to a healthier balance sheet.
LOGiQ’s move toward fewer, specialized investment strategies, purpose-built for volatile markets, uniquely positions the firm
to compete in challenging markets where passive strategies may experience difficulties. LOGiQ’s distribution strategy and
sales force also expanded in Q1 with the hiring of new sales staff and sales leadership. Increased revenue and access to
additional exceptional portfolio managers was made possible through the acquisition of certain Global Advisory agreements
from Integra Capital Limited to form the foundation for the LOGiQ Institutional Advisory platform.
In conclusion, early progress made in the first quarter of 2017 positions the firm for a stronger balance sheet and growth
trajectory, both organically and through acquisition.
6 Operating Highlights
Assets under Management, Advisory, and Other
December 31, September 30,
(in millions of Canadian dollars)
2016
December 31,
2016
2015
Assets Under Management, Advisory, Brokerage and Other
Managed funds
Open end funds
Closed end funds
$
Hedge funds
Total LOGiQ managed funds
$
Sub-advised funds
Open end funds
Closed end funds
1,135
688
197
2,020
$
566
-
$
175
14
Total sub-advised funds
$
Other assets
189
$
224
790 $
175
738
-
87
$
-
-
256
Total Assets under Management, Advisory, Brokerage and Other
490
73
87
-
321
Brokerage
$
-
-
$
2,786
$
Assets for which institutional sales-related fee earning contracts apply
$
2,465
Total Fee earning assets
$
5,251
-
877
$
738
$
-
$
-
$
877
$
738
Average Assets under Management, Advisory, and Other
(in millions of Canadian dollars)
D e c e mbe r 31 ,
September 30,
December 31,
2 01 6
2016
2015
Average Assets Under Management, Advisory, Brokerage and Other
Managed funds
Open end funds
$
749
$
562
$
518
Closed end funds
229
-
87
Hedge funds
182
218
176
Total LOGiQ managed funds
$
1,161
$
781
$
781
Sub-advised funds
Open end funds
Closed end funds
Total sub-advised funds
$
Other assets
96
95
-
5
-
-
100
$
107
Brokerage
95
$
-
85
-
-
-
Total Average Assets under Management, Advisory, Brokerage and Other
$
1,453
$
876
$
781
Assets for which institutional sales-related fee earning contracts apply
$
822
$
-
$
-
Total Fee earning assets
$
2,275
$
876
$
781
7 AUM Reconciliation
Open end funds, closed end funds, and hedge funds
(in millions of Canadian dollars)
Assets Under Management - September 30, 2016
$
Hedge
funds
funds
funds
566 $
-
$
224
Subscriptions
16
-
1
(43)
-
(4)
578
688
-
-
(1)
(2)
Sale of funds
Investment performance
18
Assets Under Management - End of Period
(2)
Closed end
Redemptions
Merger/Acquisitions
(1)
Open end
$
1,135
22
(52)
$
688
6
$
197
AUM acquired from mergers/acquisitions represents the December 31, 2016 AUM in respect of AUM acquired from Aston Hill on December 8, 2016.
Jemekk Long/Short Fund LP and Jemekk Total Return Fund LP were sold to J2 Capital Management Inc. on November 15, 2016.
Other Assets
The increase in the AUM of other assets of $321 million was attributable to the acquisition of Aston Hill.
Assets under Management - Commentary
December 31, 2016 compared to September 30, 2016 and December 31, 2015

Open end funds AUM increased by $569 million compared to September 30, 2016. Of the total net increase, $578 million
was due to the reverse acquisition of Aston Hill. Excluding the effect of the reverse acquisition, open end AUM decreased
slightly by $9 million in comparison to September 30, 2016, and has increased by $67 million in comparison to December
31, 2015.

Compared to AUM as at September 30, 2016, the increase in closed end fund AUM of $688 million was wholly
attributable to the reverse acquisition of Aston Hill. Compared to AUM as at December 31, 2015 and excluding the impact
of the reverse acquisition of Aston Hill, closed end fund AUM decreased by $73 million. This was due to the merger of the
closed end Front Street US MLP Income Fund with the Front Street MLP & Infrastructure Income Class in January 2016
and the rollover of Front Street Flow Through 2014- I and Front Street Flow Through- II Limited Partnerships into the
Front Street Resource Growth and Income Class in March 2016.

Hedge fund AUM decreased by $27 million since September 30, 2016. Of the total net decrease, $52 million was
attributable to the sale of the Jemekk Long/Short Fund LP and Jemekk Total Return Fund LP. Partially offsetting this
was the $22 AUM acquired on the reverse acquisition of Aston Hill. Excluding the effect of the sale of Jemekk Funds and
the reverse acquisition, hedge fund AUM slightly increased by $3 million compared to September 30, 2016, and increased
by $52 million compared to December 31, 2015.
8 Financial Highlights
Net Income, EBITDA, and Adjusted EBITDA
(in thousands of Canadian dollars, except per share amounts)
Thr ee months ended
December 31, September 30,
December 31,
2016
2016
2015
Net (loss ) income before and after income taxes, Net (loss) income to
controlling interest
Total revenues
Total expenses excluding finance expense
$
Total finance expense
6,819 $
8,088
138
3,925 $
4,008
4,025
3,994
-
-
Loss before income taxes
Income tax expense (recovery)
$
(1,407) $
(140)
(83) $
-
31
-
Net loss after income taxes
$
(1,267) $
(83) $
31
$
3
(1,270) $
(83) $
31
$
(1,270) $
Net income to non-controlling interest
Net loss to controlling interest
EBITDA, Adjusted EBITDA, Pre-tax operating earnings, and EBITDA Margin
Net loss to controlling interest
(83) $
31
Add: Finance expense
138
-
-
Add: Income tax expense (recovery)
Add: Amortization of intangible assets - finite life
(140)
225
-
100
Add: Amortization of deferred sales commissions
222
721
263
Add: Depreciation of property and equipment
Total of interest, taxes, depreciation, and amortization
721
$
363
638
$
394
(83) $
31
$
23
468 $
EBITDA
$
(802) $
Net loss to controlling interest
$
(1,270) $
Add: Total of interest, taxes, depreciation and amortization
$
Add: Restructuring costs
Add: Net losses (gains) on investments
Add: Fair value adjustment on assets and liabilities held for sale
Add: Share based compensation
Adjusted EBITDA
468 $
721
2,690
28
-
-
350
132
-
$
2,048
$
$
988
$
363
(1)
-
$
393
(0.008) $
(0.001) $
0.000
(0.005)
0.004
0.002
0.013
0.006
0.002
Per share results
Net loss per share - basic and diluted
EBITDA per share - basic and diluted
Adjusted EBITDA per share - basic and diluted
EBITDA Margin and Adjusted EBITDA Margin
EBITDA Margin (as a % of revenue)
-11.8%
16.3%
9.8%
Adjusted EBITDA Margin (as a % of revenue)
30.0%
25.2%
9.8%
9 Summary of Quarterly Financial Results
(in thousands of Canadian dollars)
Three months ended,
December 31, September 30,
2016
2016
June 30,
March 31,
December 31,
2016
2016
2015
Revenues
Management fees and other
$
Performance fees
Other income
Total revenues
4,624 $
3,892
$
3,937
$
3,268 $
2,156
-
-
-
39
33
24
57
$
6,819
$
$
2,270 $
3,925
$
3,961
$
1,061
$
1,523
$
3,325
3,612
388
25
$
4,025
Expenses
Salaries and wages
878 $
1,159
1,116
1,362
768
1,111
1,251
Restructuring costs
2,690
-
-
-
-
Trailer fees
1,039
1,048
1,046
1,014
1,172
343
155
146
97
50
General and administrative
Sub-advisory expense
Share based compensation
132
-
-
Amortization of deferred sales commissions
222
32
265
267
263
-
Amortization of intangible assets - finite life
100
225
-
100
100
Depreciation of property and equipment
23
-
-
-
-
Net losses (gains) on investments
28
-
1
(6)
(1)
138
-
-
-
-
-
350
-
-
-
Finance expense
Loss on sale of subsidiary
Total expenses
$
Income (loss) before income taxes
$
Net income to controlling interest
Net (loss) income to controlling interest
$
(1,407)
Income tax expense
Net (loss) income for the period
8,226
$
4,008
$
(83)
(140)
-
(1,267) $
(83) $
3
-
(1,270) $
(83) $
3,849
$
112
$
112
$
(136)
112
3,461
(136) $
-
$
(136) $
3,994
31
31
31
For the three month period ended December 31, 2016 compared to the prior quarter:

Total revenue increased by $2.9 million compared to the prior quarter, mainly due to the $2.2 million in performance
fees earned in calendar year 2016 that were realized in Q1 of 2017 as well as the $1.2 million earned relating to 24 days
of operations from the former Aston Hill business post reverse acquisition.

Total expenses excluding finance expense increased by $4.1 million compared to the prior quarter. In the current quarter,
$1.1 million of incremental salaries and wages were incurred on account of performance fees that are to be paid out to
certain portfolio managers according to contractual obligations. In addition, the Group incurred certain one-time
contractual employee obligations related to the restructuring and integration of the former Front Street and Aston Hill
entities, which resulted in $2.7 million of additional expenses during the quarter.

EBITDA decreased by $1.4 million from the prior quarter. The decrease can mostly be attributed to restructuring costs
related to the $2.7 million one-time employee obligations resulting from the reverse acquisition as well as $1.1 million in
performance fee payments that are to be made to certain portfolio managers offset by the increases in revenues from
performance fees of $2.2 million and to a lesser extent the incremental revenues resulting from 24 days of operations
post reverse acquisition.

EBITDA as a percentage of total revenues (EBITDA margin) for the quarter was -12%, compared to 16% from the prior
quarter. The decrease in the EBITDA margin was mainly due to the one-time restructuring costs incurred in the quarter.
Had the $2.7 million restructuring costs related to certain one-time employee obligations not been incurred, the Group
EBITDA margin would have been 28%.
10 
Adjusted EBITDA increased by $1.1 million to Adjusted EBITDA of $2.0 million. The net change in Adjusted EBITDA can be
attributed to the incremental $2.2 million of revenue from performance fees as well as the 24 days of operating post
reverse acquisition offset by the performance fee payments due to certain portfolio managers as well as fluctuations in
assets under management between periods.

Adjusted EBITDA margin for the quarter was 30% compared to 25% in the prior quarter. The increase in Adjusted EBITDA
margin is reflective of the increase in revenues resulting from operating the combined Group businesses without a
proportionate increase in costs as one-time costs are excluded from Adjusted EBITDA and therefore, to an extent, reflect
synergies that were realized in the first 24 days of operations post reverse acquisition.
For the three month period ended December 31, 2016 and the same period in the prior year:

Total revenue increased by $2.8 million, with $1.8 million of the increase as a result of performance fees; $1.2 million as a
result of 24 days of operations from the former Aston Hill business post reverse acquisition; and $0.1 million attributable
to 10 days of revenue earned in respect of the acquired global advisory management contracts. These increases were
slightly offset by fluctuations in assets under management year over year.

Total expenses excluding finance expense increased by $4.1 million compared to the same period in the prior year. In the
current quarter, $1.1 million of incremental salaries and wages were incurred on account of performance fees that are to
be paid out to certain portfolio managers according to contractual obligations. In addition, the Group incurred certain
one-time contractual employee obligations related to the restructuring and integration of the former Front Street
Capital and Aston Hill entities, which resulted in $2.7 million of additional expenses during the quarter.

EBITDA was $1.2 million lower compared to the same period in the prior year. The increases in revenues due to the 24
day post reverse merger operations and increase in performance fees were more than offset by the increase to the
performance fee payout obligation to certain portfolio managers combined with the restructuring costs related to onetime employee obligations resulting from the reverse acquisition. As a result of the foregoing, EBITDA Margin between
the current period and the same period in the prior year decreased from 10% to -12%.

Adjusted EBITDA increased by $1.7 million to Adjusted EBITDA of $2.0 million. The net change in Adjusted EBITDA can be
attributed to the incremental $1.8 million increase in revenue from performance fees and the 24 days of operating post
reverse acquisition offset by the performance fee payments due to certain portfolio managers as well as fluctuations in
assets under management between periods.

Adjusted EBITDA margin for the quarter was 30% compared to 10% in the comparable prior year period. The increase in
Adjusted EBITDA margin is reflective of the increase in revenues resulting from operating the combined Group
businesses without a proportionate increase in costs as one-time costs are excluded from Adjusted EBITDA and
therefore partially reflect the synergies that were realized in the first 24 days of operations post reverse acquisition.
11 REVENUE
(in thousands of Canadian dollars)
December 31, September 30,
2016
December 31,
2016
2015
Revenue
Management fees
Open end funds
$
Closed end funds
Hedge funds
Total management fees
$
3,179
$
2,712
$
2,490
455
656
4,291
-
165
780
3,492
$
802
3,457
$
Sub-advisory fees
Open end funds
102
Closed end funds
119
3
Total Sub-advisory fees
$
105
Performance fees
$
$
Other revenue and income
Brokerage
Total revenue
-
-
-
$
119
$
2,156
-
388
205
62
6,819
$
314
3,925
180
4,025
$
-
(in thousands of Canadian dollars)
Fees as a percentage of total revenue (excluding performance fees and low load redemption fees)
Management fees
Open end funds
68.8%
Closed end funds
Hedge funds
Total management fees
Sub-advisory fees
Open end funds
Closed end funds
Total Sub-advisory fees
O the r r e ve nue and i nc ome
B r oke r age
Total revenue
69.7%
68.9%
9.8%
14.2%
92.8%
0.0%
20.0%
89.7%
4.6%
22.2%
95.7%
2.2%
0.1%
2.3%
3.6%
3.1%
0.0%
3.1%
7.2%
0.0%
0.0%
0.0%
4.3%
1.3%
100.0%
0.0%
100.0%
0.0%
100.0%
Revenue as a percentage of average AUM
Management fees
Open end funds
Closed end funds
Hedge funds
Total management fees
1.7%
1.9%
1.9%
0.8%
0.0%
0.8%
1.4%
3.9%
1.4%
3.4%
1.8%
4.5%
Sub-advisory fees
Open end funds
0.4%
0.5%
0.0%
Closed end funds
Total Sub-advisory fees
0.3%
0.7%
0.0%
0.5%
0.0%
0.0%
O the r r e ve nue and i nc ome
0.8%
0.0%
0.0%
B r oke r age
Total revenue
0.3%
1.3%
0.0%
3.9%
0.0%
4.5%
* Other revenue and total revenue percentages do not include the effect of low load redemption fees classified as other income
** Brokerage fees are not directly driven by average AUM
12 Revenue for the quarter ended December 31, 2016 compared to the prior quarter and the same period in the prior year
Total revenue for the quarter ended December 31, 2016 includes 24 days of revenue earned pursuant to the reverse
acquisition of Aston Hill and TCI, and 10 days of revenue earned consequent to the acquisition of global advisory contracts.
There were two main contributing factors to the increase in revenue of $2,894,000 compared to the prior quarter, and
$2,794,000 compared to the quarter ended December 31, 2015. Revenue earned pursuant to the acquisition of Aston Hill, TCI,
and the global advisory management contracts made up $1,296,000 of the change in total revenue. In addition, the Group
earned performance fees on two of its hedge funds during the current period, totaling $2,119,000.
The inclusion of 24 days of Aston Hill revenue in the current quarter had a significant impact on the breakdown of the
Group’s revenue in percentage terms. Open-end mutual funds and hedge funds remain the focus of the Group, with 81.9% of
revenue derived from these types of funds in total. In addition, the Group’s suite of products now includes closed end funds,
institutional advisory, and revenue from brokerage operations.
Total management fees are driven by the average AUM in the quarter as well as the management fee rate. The
management fees as a percentage of average AUM remained relatively consistent in respect of open end funds, hedge
funds, and open-end funds. As a result of certain product suites and lines of business acquired in the business combination
with Aston Hill and TCI, and the acquisition of the global advisory management contracts, compared to the comparative
periods, the Group is now earning fees from managed closed end funds, institutional account advisory, sub-advised open
end funds, and brokerage services.
LIQUIDITY AND CAPITAL RESOURCES
Financial Position at (stated in thousands of Canadian dollars)
December 31, 2016 September 30, 2016
Working capital
(6,133) $
1,293
Total assets
$
92,337
7,747
Long term debt (convertible debentures)
14,232
-
Liquidity risk is the risk that the Group cannot meet a demand for cash or fund its obligations as they come due. In addition
to LOGiQ’s current balance of cash and cash equivalents, other potential sources of liquidity include the Group’s marketable
securities and accounts receivable. The Group’s continued ability to access capital markets to raise funds is dependent on
market conditions that are subject to change.
Three of the Group’s subsidiaries are subject to externally imposed capital requirements. LOGiQ Asset Management Ltd,
LOGiQ Capital 2016, and LOGiQ Capital Partners Inc. are registered with the Ontario Securities Commission (“OSC”) as
Investment Fund Managers, amongst other registrations. These entities are each currently required to maintain minimum
working capital of $100,000, plus $100,000 deductible under their respective bonding insurance policies. In the event of noncompliance, these subsidiaries are required to file additional financial information and to review their policies and procedures
for compliance with securities law and to file a compliance report.
At December 31, 2016, the Group and its subsidiaries were in compliance with all externally imposed capital requirements.
Working capital as at December 31, 2016 includes the $6,699,000 promissory note payable pursuant to the purchase of the
global advisory management contracts from Integra Capital Limited. The principal amount of the promissory note is
$6,889,000, with the difference between the carrying amount and face value representing the effect of discounting the note
at a market rate of 9.0%. The Group has the ability to defer the maturity date, on this note, for up to two successive 6
month periods upon additional payment to the vendor of $250,000 in cash for each six month period. Excluding the
promissory note from working capital but including the $250,000 additional payment in its place indicates that the Group
has sufficient liquidity to meet its financial obligations within the year.
For the three months ended December 31, 2016, the Group made cash distributions to the former partners of Front Street
Capital of $1,122,000.
During the period, the Group paid $90,000 in financing costs on its convertible debentures, representing interest for the
period from December 8, 2016 to December 31, 2016.
13 The following table outlines the future cash outflows that the Group has committed to:
(in thousands of Canadian dollars)
As at September 30, 2016
Total
2 01 7
2 01 8
2 01 9
2 02 0
2 02 1 The r e af te r
Financial liabilities
Trade and other payables
Promissory note - principal & interest
Convertible debentures - principal
$
8,523
$
8,523
$
-
$
-
$
-
$
-
$
-
7,302
7,302
-
-
-
-
-
20,226
-
-
-
-
20,226
-
Convertible debentures - interest
6,372
1,416
1,416
1,416
1,416
708
-
Operating leases
5,563
1,925
1,007
986
821
741
83
SUMMARY BALANCE SHEET DATA
(in thousands of Canadian dollars)
December 31, 2016
Current assets
$
Non current assets
September 30, 2016
32,088 $
6,155
60,249
1,592
Total Assets
$
92,337
$
7,747
Current liabilities
$
38,221
$
4,862
Non current liabilities
25,303
Total Liabilities
$
Non-controlling interest
Shareholders' equity
Total Liabilities & Equity
$
63,524
$
4,862
96
-
28,717
2,885
92,337
$
7,747
The unaudited consolidated interim statement of financial position for the Group at December 31, 2016, reflects total assets
of $92.3 million, an increase of $84.6 million from September 30, 2016. Total liabilities increased by $58.7 million to $63.5
million at December 31, 2016, from $4.9 million on September 30, 2016.
The significant increase in the assets and liabilities presented in the unaudited consolidated interim statement of financial
position is mainly attributable to the two business combination transactions that occurred during the period. The following
reconciliation presents a reconciliation of the movement in the assets and liabilities. The assets acquired and liabilities
assumed presented for each business combination, reflects the acquisition date fair values as determined in the purchase
accounting. Refer to note 3 of the condensed consolidated interim financial statements for further information.
14 (in thousands of Canadian dollars)
Non current
Current assets
Opening - October 1, 2017
$
Acquired pursuant to reverse acquisition of Aston Hill on December 8
Acquired pursuant to reverse acquisition of TCI on December 8
Acquired pursuant to acquisition of global advisory contracts on December 22
Remaining movement
6,155
Assets
$
$
46,019
51,964
335
20,351
30
13,274
13,304
32,088
(971)
$
Current
$
7,747
5,945
4,862
60,249
(1,029)
$
92,337
Non current
liabilities
Opening - October 1, 2017
Total assets
$
20,016
(58)
Closing - December 31, 2016
1,592
liabilities Total liabilities
$
-
$
4,862
Assumed pursuant to reverse acquisition of Aston Hill on December 8
6,219
20,708
26,927
Liabilities assumed from Front Street Capital on December 8 (i)
1,556
800
2,356
Assumed pursuant to reverse acquisition of TCI on December 8
19,092
70
19,162
6,699
3,451
10,150
274
67
Assumed pursuant to acquisition of global advisory contracts on December 22
Remaining movement
(207)
Closing - December 31, 2016
$
38,221
$
25,303
$
63,524
Excluding the effect of the acquisition date fair value of assets acquired pursuant to the business combinations entered into
by the Group during the three months ended December 31, 2016, total assets decreased by $1,029,000, being made up of a
$58,000 decrease in current assets and a $971,000 decrease in non-current assets.
Excluding the impact of cash acquired in business combinations, cash and cash equivalents decreased by $1,883,000. Cash
proceeds of $5,665,000 were raised on the issuance of shares pursuant to the private placement and equity issuance to a
member of key management personnel, both completed during the period. The completion of the sale of the Jemekk
Long/Short Fund LP and the Jemekk Total Return Fund LP during the period provided another $450,000 in cash to the
Group. Offsetting these positive cash inflows, was net cash used in operating activities of the Group of $3,232,000, cash of
$3,234,000 applied to the purchase of the global advisory management contracts, net cash distributions to the former
partners of Front Street Capital totaling $1,122,000; and cash paid for share issue costs of $310,000.
Excluding the effect of the acquisition date trade and other receivables, the increase to trade and other receivables was
$2,586,000 compared to September 30, 2016. The increase in the level of trade receivables is primarily attributable to the
increased operations activity and revenue post reverse acquisition as well as performance fees and to receivable for a
harmonized sales tax (“HST”) input tax credit directly attributable to the purchase of the global advisory management
contracts. Also affecting the change in current assets was the effect assets held for sale reducing from $746,000 to $nil
during the quarter as the sale of the assets was finalized prior to the reverse acquisition transaction closing.
Excluding (1) the effect of the acquisition date fair value of assets acquired pursuant to the business combinations entered
into by the Group during the three months ended December 31, 2016; and (2) the effect of certain liabilities assumed from
the former partners of Front Street Capital as more fully described in note 3(A) of the condensed consolidated interim
financial statements, total liabilities decreased by $67,000. The net decrease in current liabilities of $207,000 was impacted
by the following:
 Trade and other payables decreased by $2,477,000, mainly attributable to payment of accrued bonuses and transaction
costs accrued by Aston Hill that were paid subsequent to December 8.
 The current portion of provisions increased by $2,690,000 in respect of the Group’s estimate of benefits payable arising
from the termination of employees of the Group as a result of the acquisition of Aston Hill. Also affecting the decrease
net decrease
 Liabilities related to assets held for sale decreased by $296,000 as the sale transaction was finalized on November 15,
2016.
The net increase in non-current liabilities of $274,000 was mainly due to the initial recognition of deferred tax liabilities in
respect of taxable temporary differences in respect of Front Street Capital’s deferred sales commissions.
15 Controls and Procedures
LOGiQ’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge
to support the representations they are making in this certificate. Investors should be aware that inherent limitations on the
ability of certifying officers of an issuer to design and implement on a cost effective basis disclosure controls and procedures
and internal controls over financial reporting as defined in NI 52-109 in the first financial period following completion of a
reverse takeover in the circumstances described in s. 5.4 of NI 52-109 may result in additional risks to the quality, reliability,
transparency and timeliness of interim and annual filings and other reports provided under securities legislation.
Although these limitations on the implementation of disclosure controls exist following the completion of a reverse takeover,
management has continued certain controls and procedures over financial reporting from predecessor entities, which the
Group believes provide enhanced reliability of financial reporting and the preparation of financial statements for external
purposes in accordance with IFRS than would otherwise be expected following a reverse takeover. However, such
assurances are not as extensive as would be had the certifying officers designed the disclosure controls and procedures and
internal controls over financial reporting for the Group, following the reverse takeover.
RISK MANAGEMENT
For a full understanding of the risks that impact LOGiQ, the following discussion should be read in conjunction with Front
Street Capital’s audited consolidated financial statements for the year ended September 30, 2016 as well as the Joint
Management Information Circular of Aston Hill dated October 14, 2016.
LOGiQ is exposed to a number of risks through the pursuit of our strategic objectives as listed below:



















Exposure to the securities market
Credit risk
Concentration risk
Investment performance of the funds
Competitive pressures
Rapid growth or decline in our AUM
Sufficiency of insurance
Changes to the investment management industry regulations
Dependence on senior management
Commitment of key personnel
Employee errors or misconduct
Capital requirements
Litigation risks
General business risk and liability
Failure by LOGiQ Inc. to implement effective information security policies, procedures and capabilities
Failure by LOGiQ Inc. to implement effective and efficient technologies
Failure to develop effective business resiliency plans and information technology recovery plans
Failure to comply with government regulations
Integration risk
The foregoing risk factors are mitigated to the extent possible and practical from a cost and perceived benefit perspective
by senior management’s direct involvement in the day-to-day operation of the business. Senior management meets on a
regular basis to address any concerns with the risks discussed above as well as managing any new risks which may arise
through business. Financial information as well as in-depth analysis are reviewed by management on a monthly and
quarterly basis and therefore mitigate risks in employee and reporting errors. LOGiQ Inc. maintains appropriate internal
controls and procedures to safeguard assets, control expenses and ensure that financial reporting is accurate and reliable.
Some of these risks impact the investment industry as a whole, and others are unique to our operations. Actively managing
these risks improves our ability to effectively execute our business strategy. Our risks have not changed substantially since
September 30, 2016. A more in-depth discussion of material risk factors affecting LOGiQ Inc. can be found in the audited
consolidated financial statements of Front Street Capital for the year ended September 30, 2016 as well as the Joint
Management Information Circular of Aston Hill dated October 14, 2016.
16 Related Party Transactions
In addition to those disclosed elsewhere in the financial statements, the Group had the following related party transactions:
a)
The funds under management are considered to be related parties to the group entities who manage them. As such,
the managers of the funds receive management fees and pay for expenses incurred by its various funds under
management in accordance with the terms outlined in the applicable prospectus. These expenses are then charged
back to the funds and are recovered under non-interest bearing, normal credit terms in accordance with the
prospectus of the funds.
Accounts receivable as at December 31, 2016 include $4,728,000 (September 30, 2016: $3,160,000 in management fees,
and other amounts due from funds under management. Trade and other payables as at December 31, 2016 includes
$1,319,000 (September 30, 2016: $498,000) in amounts due to funds under management.
For the three months ended December 31, 2016, $3,510,000 (December 31, 2015: $2,657,000) of revenue from
management and other fees and $2,156,000 (December 31, 2015: $388,000) of revenue from performance fees, was
from funds under management by the entites within the Group. In addition, for the period ended December 31, 2016,
LOGiQ Inc. absorbed $17,000 (September 30, 2016: $209,000), of expenses incurred by funds under management.
b)
RJT Capital Inc. (“RJT”) is a company which owns 49% of the outstanding shares of LOGiQ Capital Partners. RJT is paid
a consulting fee for management services performed for LOGiQ Capital Partners.
In addition, payments of expenses are centralized and paid out of LOGiQ Inc., and as such RJT reimburses LOGiQ Inc for
any expenses paid on behalf of LOGiQ Capital Partners which were paid by LOGiQ Inc. As at December 31, 2016 $136,000
(December 31, 2015: $nil) of trade and other payables related to the consulting fee payable to RJT. Total consulting
fees to RJT incurred to date as of December 31, 2016 were $50,000.
c)
As at December 31, 2016, the investments at fair value through profit or loss balance of $127,000 related to seed capital
investments by the Group. As these funds are managed by subsidiaries in the Group, they are considered to be related
parties. For the three months ended December 31, 2016, a net loss of $28,000 (December 31, 2015: net gain of $1,000)
related to funds under management was recorded within net losses (gains) on investments.
d)
Prior to the acquisition of TCI as described in note 3(A), TCI was controlled by FS Group Holdings Ltd., and as a result
was considered to be under the common control of the former partners of Front Street Capital. For the period ended
December 31, 2016, management fees and other includes $16,000 in respect of servicing fees earned from TCI prior to
the business combination date (December 31, 2015: $87,000).
All related party transactions are in the normal course of operations and have been measured at the agreed to exchange
amounts, which is the amount of consideration established and agreed to by the related parties.
Significant Accounting Policies & Estimates
The unaudited condensed consolidated interim financial statements for the period ended December 31, 2016, have been
prepared in accordance with IFRS. The accounting policies followed are the same as those applied in LOGiQ Inc.’s audited
consolidated financial statements for the period ended September 30, 2016. For a discussion of all significant accounting
policies, please refer to note 3 of the September 30, 2016. For accounting policies adopted by the Group as a result of assets
and liabilities acquired in business combinations during the period ended December 31, 2016, please refer to the unaudited
condensed consolidated interim financial statements for the period ended December 31, 2016.
Management assesses operating and reportable segments on an annual basis. This assessment follows the principles of
IFRS 8 and involves judgment on the type of internal reporting reviewed by management to make strategic operational
decisions for the Group, whether discrete financial information is available and whether revenues and expenses that are
incurred are allocated or aggregated. In December 2016 the Group acquired Aston Hill and TCI in a reverse acquisition, and
acquired global advisory management contracts. As the Group finalizes the integration of the businesses involved in the
reverse acquisition as well as the management contracts acquired with respect to the Institutional Advisory Group, it is also
finalizing its assessment for operating segments.
Management judgment is required for the classification of Intangible assets as either indefinite life or finite life. The
assessment of the useful life of intangible assets is based on the guidance provided in IAS 38.90. The main factors that are
considered are: i. intangible assets during the year can be managed efficiently by another management team; ii. there are
no fixed termination dates that can be foreseen; and iii. the rights to the intangible assets acquired by LOGiQ Inc. do not
17 expire. If the Group assesses that an intangible asset has a finite life, LOGiQ Inc. must estimate the useful life of the
intangible asset based on fixed termination dates and rights to the intangible assets.
The Group completes a cash generating unit analysis and identification process annually in accordance with IAS 36, which
defines a cash generating unit as the smallest group of assets that includes the asset and generates cash inflows that are
largely independent cash inflows from other assets or groups of assets. The identification involves judgment and the
following four criteria are assessed: i. Operations; ii. Regulatory regime; iii. Management; and iv. Revenue. As the Group
finalizes the integration of the businesses involved in the reverse acquisition as well as the management contracts acquired
with respect to the Institutional Advisory Group, it is also finalizing its assessment for cash generating units.
The Group’s indefinite life intangible assets are reviewed for impairment annually or more frequently if changes in
circumstances indicate that the carrying value may be impaired. The values associated with the valuation of LOGiQ Inc.’s
indefinite life intangibles involve significant estimates and assumptions. The Group uses the higher of fair value less cost to
sell and the value in use method in order to calculate the recoverable amount of the CGU. Significant estimates require
considerable judgment regarding the underlying AUM associated with the CGUs and available AUM multiples from recent
transactions for similar assets within the same industry. The intangible assets and goodwill reflected in the Group’s balance
sheet as at December 31, 2016 was acquired as a result of two business combinations that were completed in December
2016. Since the respective acquisition dates, there have been no significant changes in the recoverable amounts or
indicators for potential impairment of the Group’s intangible assets.
Investments held at fair value through profit or loss, largely consist of seed capital in the Group’s funds under management.
Management uses judgment in its assessment for control, significant influence or joint control as well as for the appropriate
disclosures at each reporting period based on the principles of IFRS 10, IAS 28 and IFRS 12.
Management judgment is required for the calculation of performance fees as in many cases the fair values of the underlying
investments in the funds that generate performance fees are significant estimates themselves. Management uses its best
judgment in assessing all of the underlying factors and assumptions before assessing the performance fees.
New standards and interpretations adopted October 1, 2016
On October 1, 2016, LOGiQ Inc. adopted the following new standards and amendments to standards, with no significant
impact on LOGiQ Inc.’s financial statements.







Accounting for Acquisitions of Interests in Joint Operations (Amendments to IFRS 11).
Clarification of Acceptable Methods of Depreciation and Amortization (Amendments to IAS 16 and IAS 38).
Equity Method in Separate Financial Statements (Amendments to IAS 27).
Sale or Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10, IFRS 12,
and IAS 28).
Annual Improvements to IFRSs 2012-2014 Cycle – various standards.
Investment Entities: Applying the Consolidation Exception (Amendments to IFRS 10, IFRS 12 and IAS 28).
Disclosure Initiative (Amendments to IAS 1).
Accounting Standards Issued But Not Yet Applied
Certain new accounting standards and interpretations have been published that are not mandatory for the December 31,
2016 reporting periods and have not been early adopted by the Group. The Group is currently evaluating the impact the
following new standards will have on its financial statements.
In July 2014, the IASB issued the final version of IFRS 9 that replaces IAS 39 Financial Instruments: Recognition and
Measurement. IFRS 9 addresses the classification, measurement and derecognition of financial assets and financial liabilities
and introduces new rules for hedge accounting. In addition, the IASB introduced a new impairment model. The standard
provides a single, principle-based approach for determining the classification of financial assets driven by cash flow
characteristics and the business model in which an asset is held. The impairment model will be an expected credit loss
model, which will apply to all financial instruments and require more timely recognition of expected credit losses. IFRS 9 is
effective for financial years commencing on or after January 1, 2018. Early adoption is permitted. Retrospective application is
required, but providing comparative information is not compulsory. The Group is in the process of assessing the impact of
IFRS 9 and has not yet determined when it will adopt the new standard.
IFRS 15 was issued by the IASB in May 2014 and will replace IAS 18, which covers contracts for goods and services, and IAS 11,
which covers construction contracts. The new standard is based on the principle that revenue is recognized at an expected
amount of consideration in exchange for transferring promised goods or services to a customer.
18 In April 2016, the IASB issued amendments to IFRS 15 to address several implementation issues discussed by the Joint
Transition Resource Group for Revenue Recognition. IFRS 15 is effective for financial years commencing on or after January 1,
2018. Early adoption is permitted. The standard permits a modified retrospective approach for the adoption. Under this
approach, entities will recognize transitional adjustments in retained earnings on the date of initial application without
restating the comparative financial period. Otherwise, a full retrospective approach must be applied. The Group is in the
process of assessing the impact of IFRS 15 on its consolidated financial statements and has not yet determined when it will
adopt the new standard.
IFRS 16 was issued by the IASB in January 2016 and will replace IAS 17. The standard requires lessees to recognize a lease
liability reflecting future lease payments and a ‘right-of-use asset’ for most lease contracts. The standard includes two
recognition exemptions for lessees having leases of ‘low-value’ assets and short-term leases with lease term of 12 months
or less. IFRS 16 is effective for financial years commencing on or after January 1, 2019. Early adoption is permitted, but only
in conjunction with IFRS 15. The standard permits a ‘simplified approach’ that includes certain reliefs related to the
measurement of the right-of-use asset and the lease liability, rather than full retrospective application. The Group is in the
process of assessing the impact of IFRS 16 on its consolidated financial statements and has not yet determined when it will
adopt the new standard.
The IASB issued amendments to IFRS 2 Share-based Payment that address the effects of vesting conditions on the
measurement of a cash-settled share-based payment transaction, the classification of a share-based payment transaction
with net settlement features for withholding tax obligations, and accounting where a modification to the terms and
conditions of a share-based payment transaction changes its classification from cash settled to equity settled. The
amendments are effective for financial years commencing on or after January 1, 2018. The amendments are applied
prospectively, but retrospective application is permitted if certain criteria are met. Early adoption is permitted. The Group is
analyzing the amendments to determine their impact on its consolidated financial statements and has not yet determined
when it will adopt the new standard.
Amendments to IAS 12 were issued by the IASB to clarify the accounting for recognizing deferred income tax assets on
unrealized losses, deferred income taxes where an asset is measured at fair value below the asset’s tax base, and certain
other aspects of accounting for deferred income tax assets. The amendments clarify that an entity needs to consider
whether tax law restricts the sources of taxable profits against which it may make deductions on the reversal of that
deductible temporary difference. The amendments are effective for financial years commencing on or after January 1, 2017.
The Group is analyzing the amendments to determine their impact on its consolidated financial statements.
Amendments to IAS 7 were issued by the IASB to provide disclosures that enable users of financial statements to evaluate
changes in liabilities arising from financing activities, including both changes arising from cash flows and non-cash changes.
The amendment is part of the IASB’s Disclosure Initiative, which continues to explore how financial statement disclosure can
be improved. The amendment is effective for financial years commencing on or after January 1, 2017. The Group is analyzing
the amendments to determine their impact on its consolidated statement of cash flow. There are no other standards that
are not yet effective and that would be expected to have a material impact on the Group in the current or future reporting
periods and on foreseeable future transactions.
Financial Instruments
As of December 31, 2016, the Group’s financial instruments include cash and cash equivalents, funds held in trust, due from
carrying broker, investments at fair value through profit or loss, trade and other receivables, notes receivable, trade and
other payables, due to clients, due to carrying broker, provisions, promissory note payable, contingent consideration payable,
and convertible debentures. For fair value determinations, in addition to the estimation of fair value of financial instruments
as described below, please refer to note 16 of the unaudited condensed consolidated interim financial statements.
As at December 31, 2016, the fair value of cash and cash equivalents, due from carrying broker, funds held in trust, trade and
other receivables, trade and other payables, due to carrying broker, and due to clients, approximated their carrying value
due to their short term nature. Refer to the following notes in the unaudited condensed consolidated interim financial
statements for the fair value determination of the following balances:




Notes receivable - note 3(A)(v)
Provisions – note 8
Promissory note payable – note 4(B)(i)
Contingent consideration payable – note 4(B)(ii)
The Group holds investments at fair value through profit or loss. The marketable securities comprise investments in funds
which have been classified as level 2 investments. As at December 31, 2016, LOGiQ Inc.’s investments at fair value through
profit or loss totaled $0.1 million (September 30, 2016 - $nil).
19 On the reverse acquisition of Aston Hill, the Group determined the fair value of the new debentures. The total fair value of
the new debentures of $16,181,000 was calculated by multiplying the number of debentures outstanding after giving effect
to the debenture amendments, by the opening trading price of the new debentures on December 14, 2016, being the day
that the new debentures commenced trading. The fair value was then allocated to the liability component in the amount of
$14,173,000 using discounted future cash flows at an estimated discount rate of 16.6% and the residual amount,
representing the fair value of the conversion feature, was allocated to equity. To estimate the discount rate, management
obtained an indicative yield to maturity from an index of comparable debt instruments that did not have a conversion
feature. This yield was adjusted upward to reflect the inherent risk of LOGiQ Inc.’s new debentures relative to the index
constituents, with respect to size, liquidity, risk of execution of business plan and synergies, as well as the capitalization
structure of LOGiQ Inc.. The equity component of the debentures was calculated as the residual between the fair value of the
instrument and the fair value of the debt. As at December 31, 2016, the carrying amount of the liability component of the
convertible debentures was $14,232,000.
Outstanding Share Data
Capital
Authorized
Outstandng as at
Common shares underlying
February 14, 2017
convertible securities
Unlimited
327,124,503
Not applicable
Stock options
Not applicable
35,496,338
35,496,338
Warrants
Not applicable
2,066,200
2,066,200
Convertible debentures (face value) maturing 2021
Not applicable
20,226,000
67,420,000
Common shares
ADDITIONAL INFORMATION
Reference is made in this Management Discussion & Analysis to the Group’s Consolidated Financial Statements disclosure
for the relevant periods filed on the SEDAR website at www.sedar.com where additional disclosure relating to the Group can
also be located.
Company Contact:
Company Address:
Company Phone Number:
Company Fax Number:
Derek Slemko, Chief Operating Officer, Chief Financial Officer
Suite 2110, 77 King Street West, Toronto, Ontario, M5K 1G8
(416) 583-2300
1-877-374-7952
20