ALEXIUM INTERNATIONAL GROUP LIMITED
For the Year Ended 30 June 2025
ABN 90 064 820 408
Presented in US Dollars
TABLE OF CONTENTS
ALEXIUM INTERNATIONALGROUP LIMITED
Company Directory
1
Letter from the Chair and CEO
2
Directors’ Report
3
Declaration of Independence
16
Consolidated Statement of Profit or Loss and Other Comprehensive Income
17
Consolidated Statement of Financial Position
18
Consolidated Statement of Changes in Equity
19
Consolidated Statement of Cash Flows
20
Notes to the Consolidated Financial Statements
21
Consolidated Entity Disclosure Statement
42
Directors’ Declaration
43
Independent Auditor’s Report
44
Shareholder Information
48
COMPANY DIRECTORY
ALEXIUM INTERNATIONALGROUP LIMITED
1
DIRECTORS
Mr Simon Moore
Dr Paul Stenson
Mr Martyn Strickland
Mr Randall Lane
Mr James Williamson
Dr Robert Brookins
Mr William Blackburn
COMPANY SECRETARY
Mark Licciardo
REGISTERED OFFICE
Acclime Corporate Services Australia Pty Ltd
Level 3, 62 Lygon Street
Carlton VIC 3053
Telephone: +61 3 8689 9997
AUDITORS
Grant Thornton Audit Pty Ltd
Grosvenor Place, Level 26
225 George Street
Sydney NSW 2000
SHARE REGISTRY
Automic Registry Services
Level 5, 126 Phillip St
Sydney NSW 2000
Telephone: +61 1300 288 664
BANKERS
Macquarie Bank Limited
Level 4, 235 St Georges Terrace
Perth WA 6000
SOLICITORS
Steinepreis Paganin
Level 14, QVI Building
250 St Georges Terrace
Perth WA 6000
ABN
91 064 820 408
DOMICILE AND COUNTRY OF INCORPORATION
Australia
LEGAL FORM OF ENTITY
Listed Public Company
SECURITY EXCHANGE
Australian Securities Exchange Limited
Home Exchange: Sydney
ASX Code: AJX
LETTER FROM THE CHAIR AND CEO
ALEXIUM INTERNATIONALGROUP LIMITED
2
Dear Shareholders,
The 2025 Financial Year proved to be a challenging one for all Alexium International stakeholders. However, it was also a year in which much progress
was made.
The primary frustration for the Board, Management and Shareholders was undoubtedly the continued weak sales and earnings performance of the
business. While prolonged weakness in our core United States mattress market contributed to this outcome, the result was further impacted by the
cost-cutting response of mattress manufacturers and their Tier One supply partners who reduced the application levels of Alexium International's
product and reduced risk by postponing new product launches, many of which were to incorporate Alexium International’s products.
Despite the challenges, the Company made significant advances throughout the financial year, which we are confident will result in significant sales
in future periods. First, our Research and Development Team achieved significant breakthroughs with our base Phase Change Material ("PCM")
technology. This development has already generated post-year-end sales and opened a sizeable new market for selling microencapsulated PCM to
foam formulators and foam formulations to mattress brands. Second, regulatory changes in large U.S. states, specifically California and New York,
introduced regulations which effectively banned critical raw materials widely used in major flame retardant solutions in the mattress and furniture
industries. Alexium International's core flame retardant technologies, which are free from the chemicals driving these bans, are well positioned to
capture strong demand as mattress and furniture manufacturers transition to safer and compliant flame retardant solutions. We expect significant
flame retardant product sales in the coming financial year. Finally, the United States military's search for a new treated fabric for its combat uniforms
continued during the financial year and Alexium International was included in a second round of paid trials in FY26 Q1 with its chosen fabric partner,
a long-term supplier to the United States military.
Together, these areas of progress position the Company extremely well for the coming financial year where we expect to convert our undisputed
technology leadership into meaningful commercial outcomes.
Subsequent to year-end, the Company announced an important leadership transition. After more than a decade of service with the Company, in
critical roles such as Chief Executive Officer and Chief Technology Officer, Dr Bob Brookins will step down at the end of October. We would like to
take this opportunity to sincerely thank Dr Bob Brookins for his many contributions to the business. He has been the driving force behind the core
technologies in the business over this period and he was instrumental in developing a culture of technical excellence behind Alexium’s products. We
thank him for his outstanding contribution and are pleased he will remain involved as a consultant. We also congratulate Nick Leitner on his
appointment to lead our world-class R&D team, ensuring continuity and momentum.
On behalf of the Board, we would like to thank all our stakeholders, customers, suppliers, management, employees and shareholders for their
support and commitment. We are confident that the progress made this year will underpin stronger performance in the year ahead, and we look
forward to reporting on these advances in due course.
Yours sincerely,
Simon Moore
Billy Blackburn
Interim Chairman
Chief Executive Officer
ALEXIUM INTERNATIONALGROUP LIMITED
3
DIRECTORS’ REPORT
The Directors present their report on Alexium International Group Limited and its subsidiaries (‘Company’ or ‘Group’) for the period ended 30 June
2025.
DIRECTORS
The Directors of the Company in office at any time during the fiscal year are set out below. Directors were in office for the entire
period unless otherwise stated.
Mr William Blackburn
Dr Robert Brookins
Mr Simon Moore
Dr Paul Stenson
Mr Carl Dennis (resigned 20 November)
Mr James Williamson (joined 21 November)
Mr Martyn Strickland
Mr Randall Lane
RESULTS AND REVIEW OF OPERATIONS
PRINCIPAL ACTIVITIES
The principal activity of the Company during the financial year was the development of high-performance materials where there is a market
opportunity for commercialisation. During the period, activities included:
Research and development in consultation with end customers;
Obtaining patents in relation to new products developed; and
Manufacturing, sales, and distribution of the products.
DIVIDENDS
No dividend was paid during the period, and the Board has not recommended the payment of a dividend (2024: Nil).
SHARE CAPITAL
The following were on issue for the years ended:
Type
30-Jun-25
30-Jun-24
Ordinary shares
1,586,428,671
1,562,058,469
Share appreciation rights
124,885,281
60,416,295
OPERATING AND FINANCIAL REVIEW
Operations and Technology Review
The Company’s corporate and operating activities are performed from our single facility located in Greer, South Carolina, USA. The Company utilises
contract manufacturers to produce finished goods; this creates a variable cost model for manufacturing and allows the Company to focus its efforts
on product development and commercialisation of high-performance products. The main product families are phase change materials (“PCM”) and
cooling products for bedding, flame-retardant (“FR”) technologies for markets such as bedding, military, and workwear and thermal management
materials (using heat dissipation and/or moisture management products) for bedding, athletic shoes and body armour.
During FY25, the Company focused on executing its Grow and Diversify Strategy with an emphasis on aggressive revenue growth within its Core
Markets. The organisational structure was aligned to deliver across five strategic focus areas:
1.
Retention of Key Accounts in North America
The Company successfully retained supply to most of its existing North American bedding customers. However, volumes remained under
pressure due to ongoing market conditions.
2.
Product and Customer Diversification in North America
Significant progress was made in diversifying both the product portfolio and customer base in the North American bedding market. Late-
stage pipeline opportunities advanced for PCM+, the new AlexiCool®, DelCool™, and AlexiShield with new customers.
3.
International Expansion
Efforts to penetrate new bedding accounts in Asia Pacific, Latin America, and Europe are ongoing. While progress has been made,
particularly with late-stage opportunities for DelCool™ and AlexiCool® in APAC and AlexiCool® in Europe, global trade tariff uncertainties
have recently delayed momentum.
4.
Expansion into Adjacent Markets
Activities in adjacent market segments were deprioritised in FY25 H2 to focus on closing late-stage opportunities in the U.S. bedding
sector.
ALEXIUM INTERNATIONALGROUP LIMITED
4
DIRECTORS’ REPORT
5.
Strategic Alliances and Co-Development
Notable progress was achieved with key supply chain partners. Co-development efforts focused on major new revenue opportunities:
mPCM manufacturing improvements (high solids slurries and dry powder mPCM)
DelCool™ for mattress applications
AlexiShield for FR barrier solutions
Product Highlights
Microencapsulated Phase Change Materials (mPCM)
AlexiCool® Products
AlexiCool® represents the Company’s original and widely adopted mPCM cooling technology, designed for textile and foam applications. Renowned
for its class-leading cooling performance, reliability, and ease of integration, AlexiCool® remains a core solution across the bedding sector. It delivers
measurable value to customers by enabling differentiated product offerings, strengthening their competitive positioning.
BioCool® Products
BioCool® is a proprietary, biobased mPCM range developed for use in textile and foam applications. Certified under the USDA BioPreferred Program,
BioCool® aligns with growing market demand for sustainable solutions. It currently stands as the Company’s top-selling mPCM product.
In late FY24, the Company implemented a strategic shift in its mPCM market approach, commencing in-house production of petroleum-based
microcapsules—complementing its existing capability in biobased microcapsule manufacturing. This vertical integration has enhanced
manufacturing efficiency, improved product performance and quality, and unlocked new opportunities. Notably, Alexium can now supply
microcapsules directly to other formulators in the phase change materials sector, potentially doubling the addressable market for its mPCM products.
The sales pipeline includes a significant number of qualified opportunities for AlexiCool®, positioning the Company for substantial revenue growth.
BioCool+ Products
BioCool+ is the first product in Alexium’s new “PCM+” line—a next-generation mPCM formulation derived from biobased components. This
enhanced product offers a step-change improvement in cooling capacity, surpassing both legacy Alexium offerings and competitive products
currently available in the bedding industry. Initial trials have produced strong results, and a major US mattress brand is targeting commercial launch
in late calendar year 2025.
Eclipsys® Fabrics
Eclipsys® is Alexium’s proprietary, IP-protected perpetual cooling technology for textiles and foam-based products. Unlike mPCM, which absorbs
heat, Eclipsys® operates by continuously dissipating heat away from the body, mitigating the insulative effects of traditional materials. It is
lightweight, adaptive and non-flammable, making it an ideal solution for advanced comfort applications.
DelCool™ Materials
DelCool™ delivers enhanced comfort through targeted dehumidification, reducing perceived temperature by regulating the microclimate around
the body. The technology is built into a proprietary composite fabric, offered either as a roll good or in finished, cut-and-sewn formats.
Mattress Applications: The Company has secured multiple, qualified opportunities with major mattress brands, with prototype builds
already meeting or exceeding all thermal performance benchmarks.
Pillow Applications: A premium, high-technology pillow is under development, integrating DelCool™ and mPCM technologies. This product
will be offered under a private-label model to branded consumer goods companies. Unlike previous models, where technology was
licensed to upstream manufacturers, Alexium will now control production via contracted partners and sell finished products directly,
resulting in significantly higher revenue per unit.
AlexiFlam®
AlexiFlam® remains the Company’s primary flame-retardant (FR) solution for military and industrial workwear. Ongoing development is focused on
delivering a cost-effective, warm-weather FR uniform kit made from nylon-cotton (NyCo) blends for the US Military. The project is currently in Phase
2, addressing aesthetic refinements and retesting for heat signature management (NIR & SWIR compliance).
AlexiGuard®
AlexiGuard® is a flame-retardant emulsion tailored for 100% polyester fabrics. While regulatory constraints limit its use in bedding and furniture, it
remains a high-performance, cost-effective FR finish for other applications requiring durable flame resistance without compromising fabric softness.
AlexiShield
AlexiShield represents the latest advancement in FR coatings from Alexium. Developed in early FY24, this formulation is free from all currently
banned and soon-to-be banned substances, including organophosphorus compounds. The product was rapidly brought to market in anticipation of
regulatory changes—such as recent legislation in New York banning organophosphorus in bedding and furniture. AlexiShield is highly effective on
substrates including cotton, rayon, polyester, and foam. It has several qualified sales opportunities in the pipeline, with forecasted annual revenues
that could potentially quadruple current sales.
ALEXIUM INTERNATIONALGROUP LIMITED
5
DIRECTORS’ REPORT
Capital Management and Funding
During FY24, the Company completed a capital raising and refinancing transaction (the "Transaction"), generating $3.0 million in new funds. As part
of the Transaction, the Company’s existing convertible note, with a face value of $4.8 million (A$7.0 million), together with accrued interest, was
converted into ordinary shares. Further information is provided in Note 20 of the Consolidated Financial Statements.
The Company maintains an asset-based line of credit ("LOC") with Alterna Capital Solutions to support working capital requirements and facilitate
growth initiatives. The facility provides $3.0 million in funding, with an option to increase to $5.0 million subject to approval by Alterna Capital
Solutions. The LOC bears interest at a variable rate comprising a fixed base of 3.0% plus the US Prime Lending Rate as published in the Wall Street
Journal, which was 7.5% at 30 June 2025, resulting in a total annual interest rate of 10.5% at that date.
The borrowing base of the facility includes 90% of eligible accounts receivable and a calculated portion of eligible inventory, subject to several
factors, one of which is a maximum of 50% of eligible inventory cost. The term of the facility, as amended in August 2024, extends through to
February 2026 with automatic one-year renewal terms thereafter.
Prior to year-end, Alexium was advised by Alterna Capital Solutions—following its acquisition by Paychex, Inc.—that it had revised its lending criteria
and would no longer include inventory as collateral. While this change did not formally alter the maximum facility limit, it has reduced the Company's
practical access to funding under the LOC, as current eligible accounts receivable do not meet the threshold to fully utilise the facility. This change
took effect subsequent to year-end on 7 July 2025.
To address the reduction in available funding and to provide additional working capital, the Company secured two shareholder loans during FY25
with Colinton Capital Partners Pty Ltd and Wentworth Williamson Management Pty Limited. The total committed funding under these arrangements
was $1.7 million (A$2.55 million), of which $131,000 (A$200,000) remained undrawn at 30 June 2025. Both loans mature on 1 September 2026.
Refer to Note 15 of the Consolidated Financial Statements for further details.
Skilled Labour: United States unemployment remained low throughout the year. The skills needed for positions within the Company are typically
related to the sciences and administrative functions. The Company did not have any issues filling vacancies throughout the year.
Environmental, Social and Governance (ESG)
Alexium is committed to providing innovative, sustainable, and ecofriendly solutions to our customers and end consumers. We take responsibility
for our impact on the environment and human welfare seriously and are dedicated to exceeding industry standards for safety and environmental
sustainability. The Board recognises the importance of formally integrating Environmental, Social and Governance (ESG) principles into our daily
operations and as such, is committed to implementing a transparent, data driven program to help identify opportunities to align our business
activities with these values. Entities preparing annual reports under Chapter 2M of the Corporations Act 2001 that meet certain minimum financial
thresholds are required to include a Sustainability Report in accordance with AASB S2 Climate-related Disclosures. While Alexium is currently below
these thresholds, the Company will continue to consider the requirements and will implement appropriate policies and reporting frameworks to
ensure future compliance with ESG standards.
An integral part of Alexium’s ESG strategy is supporting our customers in achieving their own ESG objectives. Two key products play a significant role
in this effort:
BioCool® mPCM product - meets the USDA’s criteria for biobased products and is registered in the USDA BioPreferred program with 94%
biobased content.
AlexiShield – AlexiShield represents the Company’s most recent advancement in flame retardant (FR) coatings. Developed in early FY24,
this innovative formulation is free from several restricted substances, including halogens, antimony, formaldehyde, PFAS, fiberglass, and
organophosphorus compounds. The initiative was expedited in anticipation of proposed regulatory bans on organophosphorus in states
such as California and New York. Since then, New York has enacted legislation prohibiting the use of organophosphorus in FR products for
bedding and furniture (effective 1 December 2024). AlexiShield demonstrates high performance across a range of materials, including
cotton, rayon, polyester, and foam.
Financial Result Overview
The Company’s net loss attributable to members of the Company for the financial year was $3,926,289 (2024: $2,760,710). This represents a 42.2%
increase in net loss over the prior period. If the net loss of both the current year and prior year were adjusted for unusual/non-recurring items such
as the intangible impairment, gain/loss on debt extinguishment, gain/loss on substantial modification of borrowings and gain/loss on embedded
derivative, the normalised net loss would have been $3,300,419 in the current year compared to a net loss of $3,479,205 in the prior year, resulting
in a year-over-year decrease in net loss of $178,786 which is due primarily to lower sales offset by a decrease in interest expense from the conversion
of the convertible note to shares and a decrease in operating expenses.
Revenues from ordinary operating activities decreased 33.4% from the prior year at $3,921,730 (2024: $5,892,824). Revenue continues to be
impacted by a decline in the US retail market conditions which have negatively impacted the bedding market sales as consumer confidence remains
weak amid ongoing inflationary concerns.
Gross profit decreased 36.0% year over year to $1,689,971 (2024: $2,638,738) due to lower sales from a soft bedding market amid inflationary
concerns. The gross margin percentage decreased 1.7 percentage points to 43.1% (2024: 44.8%). This decrease is attributable to unfavorable
customer/product mix.
ALEXIUM INTERNATIONALGROUP LIMITED
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DIRECTORS’ REPORT
Operating expenses decreased 4% to $5,474,596 (2024: $5,700,918). The net change of $226,322 was primarily due to a reduction in amortisation
expense for intangible assets (included in Research and Development Costs in the Consolidated Statement of Profit or Loss) as a result of impairment
adjustments taken in late FY24 and in FY25 (refer to Note 12). The Company continues to remain positive with respect to the business potential of
the intangible assets based on customers’ engagement and market analysis. However, delays in the timing of revenues related to the technology
necessitated the impairment adjustment. Refer to Note 12 of the financial statements for further details. Without the impairment adjustments,
normalised Operating Expenses would have been $4,848,726 (2024: $5,085,562), a decrease in the current year of $236,836 or 4.7%.
Interest expense at $182,406 (2024: $1,058,996) reflects a decrease of $876,590 or 82.8% due primarily to the redemption of the convertible note
(face value $4.8 million) into equity in May 2024 as a part of the capital raise and refinancing transaction (refer to Note 20). In addition, a reduction
in the interest rate applicable to the Alterna LOC further contributed to the reduction in interest expense.
Inventory levels increased in the current year by $0.5 million due to several factors including (a) introduction and ramp up of new product offerings,
(b) timing of raw material purchases with large minimum order quantities and (c) timing of finished goods production and customer orders.
As at the reporting date, the cash position was $662,450 (2024: $2,053,000). There was undrawn availability of $115,000 on outstanding financing
arrangements (2024: $408,804). Cash changes were primarily from normal operating and financing activities.
Material Business Risks
The Board is committed to identifying, monitoring, and managing factors that could influence the Company’s ability to achieve its strategic objectives.
The following key areas have been identified as part of the Company’s ongoing risk management process. These risks are actively managed through
established policies, disciplined operational practices, and regular Board and Risk Committee oversight.
Intellectual property position and product innovation: Innovation remains central to the Company’s business model, with product differentiation a
key competitive advantage. The Company continues to develop next-generation solutions that are inventive, market-responsive, and commercially
attractive. Protecting these innovations is an important focus. The Company maintains a structured patent registration program, filing applications
for each core technology platform and its applications, and ensuring relevant geographic coverage based on market analysis. This program is
designed to safeguard our intellectual property while supporting long-term product and market development.
Competitive landscape: the bedding and performance materials markets are competitive, but the Company maintains a strong understanding of
competitor offerings and market dynamics. Our response strategy includes:
Maintaining effective pricing disciplines through regular cost and margin reviews;
Continuing to innovate in product design and performance;
Providing objective, data-driven demonstrations of product value; and
Targeting areas of the market where current commercial solutions are less effective.
These measures position the Company to respond constructively to market competition and to identify new opportunities for growth.
Capital Management: the Company closely monitors its financial position, including capital requirements and cash flow forecasts, to support its path
toward profitability. Management prepares multiple forecast scenarios each month and communicates outcomes to the Board along with the
Company’s revenue pipeline and market expansion initiatives. The Company and the Board work together to ensure the most viable funding options
are utilised to ensure sufficient working capital for the next twelve months.
Market Dynamics and Diversification: changes in underlying market conditions, such as shifts in consumer demand or distribution channels, are
addressed through proactive diversification. The Company continues to broaden its product portfolio, develop customer-driven solutions, and
expand its customer base. In FY26, this includes extending market reach into Australasia, Asia-Pacific, and Europe to complement existing North
American operations.
Inflationary Pressures: while US inflation has eased from prior highs, consumer sentiment in the bedding sector remains below historic levels. The
Company is mitigating these conditions through continued market expansion and by identifying new market segments for future commercialisation.
Maintaining strong relationships with existing customers while entering new regions positions the business to benefit from an eventual recovery in
the North American bedding market.
Likely Developments
The Company’s focus for FY26 includes:
Optimising the mPCM supply chain and manufacturing processes to create new revenue opportunities for bedding formulators;
Growing sales of the Company’s FR technologies in bedding, home furnishings, and workwear;
Expanding the USDA BioPreferred certified BioCool® product line into new markets;
Broadening market penetration for DelCool™ technology in high-volume bedding applications; and
Progressing qualification of FR NyCo technology for US military uniforms.
The Company will pursue these objectives by:
Leveraging its established market position and internal resources;
Strengthening strategic relationships that support its commercial goals;
Applying disciplined management of resources and expenditure relative to sales growth; and
Maintaining a financially strong, transparent, and well-governed operating environment.
ALEXIUM INTERNATIONALGROUP LIMITED
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DIRECTORS’ REPORT
Events since the end of the financial period
On 7 July 2025, Alexium paid off the balance of the inventory facility portion of the LOC with Alterna ($181,133) due to Alterna’s decision to eliminate
inventory-backed financing arrangements. Refer to Note 15 of the financial statements for further details.
On 1 August 2025, Dr Brookins resigned from his position as Executive Director of the Company and its subsidiary, effective on that date. Dr Brookins
also provided notice of his resignation as Chief Technology Officer (CTO) from the Company, effective 27 October 2025.
On 8 August 2025, the Company entered into a third unsecured loan with CCP in the amount of $195,000 (A$300,000). The loan carries an interest
rate of 15% and matures on 1 September 2026.
Other than noted above, there has not arisen any item, transaction, or event of a material and unusual nature, which in the opinion of the Directors
of the Company, is likely to significantly affect the operations of the Company, the results of those operations, or the state of affairs of the Company
in future financial years.
Environmental Reporting
The Company’s operations are currently located solely in the United States, and as such are not regulated by any significant environmental regulation
under a law of the Commonwealth or of a State or Territory in Australia.
United States Laws concerning the environment that affect or could affect our operations include, among others, the Clean Water Act, the Resource
Conservation and Recovery Act, the Occupational Safety and Health Act, the National Environmental Policy Act, the Toxic Substances Control Act,
regulations promogulated under these Acts, and other federal, state, and local laws or regulations governing environmental matters. We believe
that the Company complies with these laws and that future compliance will not materially affect our earnings or competitive position.
The BioCool® product line has a USDA BioPreferred Certification based on its biobased content which has a positive impact on the environmental
standing of our customers whenever they choose to use the Company’s products as part of their ultimate products. Additionally, the Company’s
vendors are selected in part based on their adherence to established environmental standards as well as compliance with manufacturing standards
such as ISO 9001.
For the reporting period, the Board is not aware of any breach of applicable environmental regulations by the Company.
Corporate Governance Statement
The documents that govern the Company’s corporate governance framework, including its Constitution, charters and polices are available in the
Corporate Governance section on the Company’s website - www.alexiuminternational.com/about/#corpGov
Information on Directors
The names of the Directors holding office at any time during the fiscal year are set out below, together with details of their experience, qualifications,
special responsibilities, and other company directorships during the past three financial years.
Mr Simon Moore
BCom, LLB. Appointed as a Non-Executive Director February 2020 and is currently Chair of the Audit Committee and a member of the Risk Committee.
He was also elected Interim Chair on 3 November 2023.
Skills and Experience: Mr Moore is the Senior Partner of the investment firm, Colinton Capital Partners. Prior to establishing Colinton Capital Partners
in 2017, Mr Moore was a Global Partner of The Carlyle Group having established their operation in Australia in 2005. In his time at The Carlyle Group,
he oversaw the Firm’s investments in and served on the Boards of Directors of Coates Hire, Healthscope and QUBE.
External Appointments: Deputy Chair for AMA Group from November 2018 to February 2024 and Non-Executive Director of Palla Pharma Limited
from July 2016 to December 2021. Mr Moore is also a Non-Executive Director for AMS Group, Inc. since July 2018, LPA Energy Group, Dimeo Cleaning
Services since December 2018, Monoova since November 2024, Clear Dynamics since June 2022, Aires Rail since July 2025 and LPA since April 2025.
Dr Paul H. Stenson
BSc, PhD. Appointed as an independent Non-Executive Director June 2020. Dr Stenson is the chair of the Risk Committee and a member of the
Nomination and Remuneration Committee.
Skills and Experience: Dr Stenson has a distinguished career with the research, development, manufacture, and commercialisation of new materials
in the fields of coatings, adhesives, nonwovens, and pharmaceuticals.
Dr Stenson was President and CEO of StanChem Inc. from January 2018 to April 2024. StanChem Inc. is comprised of two companies – StanChem
Polymers which is a manufacturer of water-based polymers for the coatings and adhesives industries, and Albi Protective Coatings which focuses on
the specialty sector of fire protective intumescent paints and specialty high performance industrial coatings.
Prior to joining StanChem in 2017, Dr Stenson worked as a global technology director at Axalta Coating Systems. Between 2011 and 2016, Dr Stenson
was the executive vice president of technology and product development at Ahlstrom for nonwoven and specialty high performance paper products.
Prior to joining Ahlstrom, Dr Stenson was the vice president of technology for industrial and packaging coatings at Valspar based in Minneapolis and
ALEXIUM INTERNATIONALGROUP LIMITED
8
DIRECTORS’ REPORT
Zurich, Switzerland from 1993 until 2011. Dr Stenson is also the chairman of TopChem Pharmaceuticals (Ireland) which is a manufacturer of active
pharmaceutical ingredients.
External Appointments: Director for TopChem Pharmaceuticals (Ireland) Limited since January 2005 to April 2024; Director for Deltech (StanChem)
Holdings, LLC from July 2017 to April 2024; Director for RM Lucas in April 2025.
Mr Carl Dennis
BCom. Appointed as an independent Non-Executive Director from September 2021. Mr Dennis was considered an independent director up until his
participation in the Company’s Placement and Entitlement Offer in May 2024 via Wentworth Williamson at which time he was no longer considered
an independent director. He served as Chair of the Remuneration Committee and was a member of the Audit Committee. He resigned as a director
on 20 November 2024.
Skills and Experience: Mr Dennis is an operational management professional with over 25 years of experience with expertise in Consumer and
Pharmaceutical Goods. As a former CEO and commercial director, Mr Dennis has deep skills in new product development, sales and marketing,
international brand management and operational execution. Mr Dennis was the CEO and co-owner of Vital Merchandising Services Pty Ltd for 11
years which was acquired by Imperial Logistics Limited in 2007 and he went on to hold both operational and business development C-suite roles
with Imperial Logistics as part of the DP World Group. Throughout his career, his clients have included Blue Chip FMCG organisations with globally
recognised brands. Over the past seven years, Mr Dennis has focused on creating new markets for international Australian consumer brands across
Asia, the Middle East, and Africa.
External Appointments: None.
Mr Martyn Strickland
DEng, MBA. Appointed as a Non-Executive Director July 2024. Mr Strickland is a member of the Risk Committee.
Skills and Experience: Martyn Strickland is an Operating Partner of Colinton Capital Partners. Martyn joined the firm in June 2017 and represents
Colinton Capital Partners on AMSG, Alexium and Clear Dynamics investments, where he has recently taken up a role as CEO.
Prior to joining Colinton Capital Partners, Martyn was a Senior Partner at Deloitte, where he led their middle-market strategy and the Operational
Restructuring and CRO services divisions within the Financial Advisory business. Prior to Deloitte, Martyn joined KordaMentha as Managing Director
to establish their 333 Consulting business focusing on company side turnaround, restructuring and growth. Prior to 333, Martyn was Principal with
A.T. Kearney and an Operating Executive with Cadbury Schweppes. Martyn has a keen ability to cut through noise and focus on what really drives
growth. Martyn has an MBA from the Melbourne Business School and a degree in Mechanical Engineering from the University of Melbourne. Outside
of family, Martyn loves to catch surf breaks when he can.
External Appointments: CEO and NED, Clear Dynamics since November 2024.
Mr James Williamson
BCom, Dipl. Appointed as a Non-Executive Director 21 November 2024. Mr Williamson is a member of the Nomination and Remuneration
Committee.
Skills and Experience: James Williamson has over 28 years of experience in financial markets and is the Co-Founder and Chief Investment Officer of
Wentworth Williamson Management, a substantial shareholder of Alexium International Group Limited. Founded in 2013, Wentworth Williamson
Management is a private Australian-based value fund manager with both equity and private credit funds. Prior to Wentworth Williamson, Mr
Williamson worked for Allan Gray Australia and prior to that he was Portfolio Manager of the Investec Australian Equity Fund. James has a Bachelor
of Commerce, a Graduate Diploma of the Securities Institute of Australia and is a Senior Associate of FINSIA.
External Appointments: Chairman, Australian Vintage Limited since August 2024.
Mr Randall Lane
Appointed as a Non-Executive Director July 2024. Mr Lane is the chair of the Nomination and Remuneration Committee and a member of the Audit
Committee.
Skills and Experience: Randall Lane has had an exceptional career in research, manufacturing, start-ups and product commercialisation including 25
years of senior management positions in the chemical and medical device industries. Specifically, he has served as CEO/CSO at CAVU group,
comprised of Microtek, American Thermal Instruments and Latent Heat Solutions. Mr. Lane has also served on several Boards in the private sector.
External Appointments: None.
Mr William Blackburn
Appointed as Chief Executive Officer and Managing Director in September 2022 and is currently a member of the Audit Committee (since December
2023).
Skills and Experience: Mr Blackburn has over 25 years of experience in general management, with a track record of driving commercial growth. He
has enjoyed success as both an entrepreneur and as an executive in larger organisations. He founded Emes, LLC, a technology-based specialty
chemical business. Emes had a unique business model focused on high-purity chemical production paired with recycling in the pharmaceutical and
ALEXIUM INTERNATIONALGROUP LIMITED
9
DIRECTORS’ REPORT
consumer healthcare markets. Mr. Blackburn sold the business to Nova Molecular and then joined their executive team to lead further commercial
growth of the merged organisations. More recently, Mr. Blackburn was the Vice President of Giant Cement Holdings Inc., and executive manager of
its subsidiary, Giant Resource Recovery (GRR), where he led a significant turn-around of the business resulting in 70% EBITDA growth over two-years.
He also raised significant capital for the GRR business to modernise its plants for sustained profitable growth.
Since joining Alexium, Mr. Blackburn has been leading the company’s efforts to commercialise its significant intellectual property. He is very active
in daily sales management, marketing and in building a robust supply chain to support significant sales growth. Mr. Blackburn is a team builder
focused on retaining and acquiring talent, and ensuring people are in the right position to support the company’s strategic growth plans.
External Appointments: Member, Board of Trustees for International Sleep Products Associations (ISPA) since April 2024 and Member, Sustainability
Committee of the Mattress Recycling Council.
Dr Robert Brookins
PhD, M.A.E. BA, BSc. Served as Chief Executive Officer and Managing Director from July 2018 to August 2022 and currently serves as Chief Technology
Officer (since September 2022) and a member of the Risk Committee (since December 2023).
Skills and Experience: Dr Brookins has more than 15 years of experience in organic synthesis and materials chemistry. He received his PhD from the
University of Florida in the areas of synthesis and characterisation of conjugated polyelectrolytes and polymers with an emphasis on developing new
polymerisation methods. Upon completion of his PhD, he worked at the US Air Force Research Laboratory at Tyndall AFB, FL where he developed
decontamination methods for chemical and biological threats and developed novel synthetic routes for reactive and functional surfaces. In 2010, Dr
Brookins joined Alexium where he and his team pioneered new classes of flame-retardants for key textile markets. Additionally, his research focuses
on phase change materials, particularly novel application methods and analytical tools.
Dr Brookins has been instrumental in the research and development of the Company’s innovative technologies. Dr Brookins led the development
and commercialisation of Alexium’s phase change material (PCM) platform technologies and the AlexiCool® product line, which is the foundation of
the Company’s success in the bedding and top-of-bed markets.
Dr Brookins has, during his time with the Company, been involved in multiple facets of the business, including working with customers on product
design and marketing, analysing markets to assess opportunities, and planning for logistics and supply-chain management. In addition, Dr Brookins
co-invented Alexium’s flame-retardant (FR) technologies for military uniforms and formaldehyde-free, flame-retardant products for cotton-based
materials.
Current External Appointments: None.
Company Secretary
Mr Mark Licciardo, of Acclime Corporate Services, has extensive experience working with Boards of ASX listed companies in the areas of corporate
governance, accounting and finance and company secretarial practice. His expertise is in developing and guiding effective governance and he is
considered a leader in this sector. His 40-year corporate career has encompassed executive roles in banking and finance, funds management,
investment and infrastructure development. Mark was the Managing Director and founder of Mertons Corporate Services which was acquired by
Acclime in 2022 and is currently Partner and Managing Director of Acclime’s Listed Services division and a Non-executive Director of various public
and private companies.
Meetings of Directors
Directors’ attendance at scheduled board and committee meetings during the reporting period:
Directors
Board
Audit
Risk
Nomination &
Remuneration
Mr Moore
17/17
6/6
3/3
3/3
Mr Williamson
8/9
-
-
2/2
Mr Stenson
15/17
-
3/3
3/5
Mr Dennis
7/7
1/3
-
3/3
Mr Strickland
17/17
-
3/3
-
Mr Lane
17/17
6/6
-
2/2
Dr Brookins
14/16
-
3/3
-
Mr Blackburn
16/17
5/6
-
-
In addition to the above, the board and committees meet regularly on an informal basis.
ALEXIUM INTERNATIONALGROUP LIMITED
10
DIRECTORS’ REPORT – REMUNERATION REPORT - AUDITED
The information provided in this Remuneration Report has been audited as required under section 308(3C) of the Corporations Act (Cth).
A. Key Management Personnel (KMP)
For the purposes of this report, personnel deemed KMP at any time during the reporting period are:
Name
Position
Appointed
Resigned
Mr Simon Moore
Non-Executive Interim Chair
-
-
Dr Paul Stenson
Non-Executive Director
-
-
Mr Carl Dennis
Non-Executive Director
-
Nov-24
Mr Martyn Strickland
Non-Executive Director
Jul-24
-
Mr Randall Lane
Non-Executive Director
Jul-24
-
Mr William Blackburn
Chief Executive Officer and Managing Director
-
-
Dr Robert Brookins
Chief Technology Officer and Executive Director
-
-
Mr James Williamson
Non-Executive Director
Nov-24
B. Remuneration Policy
The objective of the Company’s remuneration framework is to ensure a reward for performance is competitive, appropriate for the stage of
development of the Company, results delivered and to attract and retain suitably qualified and experienced candidates. The Nomination and
Remuneration Committee continuously monitors the remuneration framework with a goal of ensuring that remuneration is aligned with
performance and shareholder value creation. The Company’s remuneration framework aims to ensure that:
Rewards reflect the competitive global market in which the Company operates;
Incentive remuneration is linked to KPI’s, which are designed to encourage behaviours that are short, medium and long term in nature;
Rewards to executives are linked to shareholder value creation;
Executives are rewarded for both financial and non-financial performance; and
Remuneration arrangements ensure equity between executives and facilitate the deployment of human resources.
The Board utilises published market data and independent consultation as needed in developing and updating its remuneration policies and
practices. In accordance with best practice corporate governance, the structure of Non-Executive and Executive remuneration is separate and
distinct. Nomination and Remuneration Committee responsibilities are carried out by Mr Lane (Chair), Dr Stenson, and Mr Williamson.
Non-Executive Director Remuneration Policy
Fees and payments to the Non-Executive Directors reflect the demands and the responsibilities of the Directors. Fees and payments are reviewed
by the Remuneration Committee to ensure they are appropriate and in line with the market. Non-Executive Directors receive a fixed fee for service.
The fees for an individual director are determined within an aggregate directors’ fee pool limit, which is periodically recommended for approval by
shareholders. The maximum aggregate annual fees are $375,000 as approved at the 2016 AGM. No retirement benefits are provided other than
compulsory where applicable.
Executive Remuneration Policy
The Company’s Managing Director’s and Executives’ remuneration packages contain the following key elements:
Primary benefits – base salary, short-term incentives, post-employment contributions and medical benefit plan for US based executives.
Long term incentives – Share appreciation rights under the Company’s Share Appreciation Rights Share Plan.
External remuneration information provides benchmark information to ensure remuneration is set to reflect the market for a comparable role. Base
fees are reviewed annually to ensure the level is competitive with the market. There is no guaranteed salary increase included.
C. Consequence on Shareholder Wealth
In considering the performance of the Company and the benefits for shareholder wealth, the Nomination and Remuneration Committee has
considered a range of indicators in respect to senior executive remuneration and has linked these to the previously described short- and long-term
incentives.
ALEXIUM INTERNATIONALGROUP LIMITED
11
DIRECTORS’ REPORT – REMUNERATION REPORT - AUDITED
The following table presents these indicators over the past five financial years:
2025
2024
2023
2022
2021
Net profit/(loss)
(3,926,289)
(2,760,710)
(2,950,943)
(3,360,271)
(1,445,319)
Dividends declared
Nil
Nil
Nil
Nil
Nil
Share price as at 30 June (A$)
0.007
0.012
0.013
0.024
0.049
EPS (cents)
(0.25)
(0.35)
(0.46)
(0.52)
(0.23)
D. Details of Remuneration
Short-term benefits
Share-based payments
Other
Benefits
2025
Salary and
fees
Other
benefits
Share
appreciation
rights(1)
Shares in
lieu of
salary(2)
Post-
employment
benefits
Termination
Benefits
Total
Performance
based % of
Total
Non-Executive Directors
Mr Moore
25,000
-
-
75,000
-
-
100,000
-
Mr Williamson(3)
11,042
-
-
19,375
-
-
30,417
-
Mr Strickland
12,500
-
-
37,500
-
-
50,000
-
Dr Stenson
32,500
-
-
32,500
-
-
65,000
-
Mr Lane(5)
109,125
-
-
45,625
-
-
154,750
-
Mr Dennis(4)
25,278
-
-
-
-
-
25,278
-
Total Non-Executive Directors
215,445
-
-
210,000
-
-
425,445
Executive Directors
Mr Blackburn - CEO & MD
335,938
15,481
38,088
-
14,028
-
403,535
9.4%
Dr Brookins - CTO
325,601
14,342
33,312
-
3,256
-
376,511
8.8%
Total Executive Directors
661,539
29,823
71,400
-
17,284
-
780,046
Total
876,984
29,823
71,400
210,000
17,284
-
1,205,491
(1) See F. Share Based Compensation section for detail on long-term incentives. Issuance of shares will occur only when all vesting conditions are met.
(2) Shares in lieu of salary to directors were approved by shareholders at the 2024 AGM (with the exception of Mr Williamson’s – see (3) below). There are no performance conditions related
to these shares.
(3) Represents remuneration from 21 November 2024 which is the date on which Mr Williamson began his position. Mr Williamson was appointed to the position of non-executive director
after the 2024 AGM. Therefore, his shares have not yet been approved by shareholders. He will seek shareholder approval for his shares in lieu of salary at the 2025 AGM. No shares will be
issued until after the AGM. If shareholder approval is not granted, his fees will subsequently be paid in cash.
(4) Represents remuneration from 1 July 2024 to 20 November 2024 which is the date on which Mr Dennis resigned from his position
(5) Salary and fees for Mr Lane includes cash remuneration from both Board of Directors’ fees ($13,125) and consulting fees ($96,000). The remainder of his Director’s fees are settled in
shares.
Short-term benefits
Share-based payments
Other
Benefits
2024
Salary and
fees
Other
benefits
Share
appreciation
rights(1)
Shares in lieu
of salary (2)
Post-
employment
benefits
Termination
Benefits
Total
Performance
based % of
Total
Non-Executive Directors
Mrs Garnon(5)
-
-
-
30,530
3,359
-
33,889
-
BGen Cheney(6)
20,000
-
-
-
-
-
20,000
-
Mr Moore(4)
-
-
-
89,833
-
-
89,833
-
Dr Stenson
32,500
-
-
32,500
-
-
65,000
-
Mr Dennis
32,500
-
-
32,500
-
-
65,000
-
Total Non-Executive Directors
85,000
-
-
185,363
3,359
-
273,722
Executive Directors
Mr Blackburn - CEO & MD
325,000
66,870
29,317
-
13,200
-
434,387
6.7%
Dr Brookins - CTO
315,000
14,703
84,931
-
3,150
-
417,784
20.3%
Total Executive Directors
640,000
81,573
114,248
-
16,350
-
852,171
Executives
Mr Lewis - CFO(3)
132,500
27,896
-
-
6,122
71,009
237,527
-
Total Executives
132,500
27,896
-
-
6,122
71,009
237,527
Total
857,500
109,469
114,248
185,363
25,831
71,009
1,363,420
(1) See F. Share Based Compensation section for detail on long-term incentives. Issuance of shares will occur only when all vesting conditions are met.
(2) Shares in lieu of salary to directors were approved by shareholders at the 2023 AGM. There are no performance conditions related to these shares.
(3) Represents remuneration from 1 July 2023 to 1 December 2023 which is the date on which Mr Lewis resigned from his position. Mr Lewis’ share appreciation rights are expressed at NIL
on an accumulated basis due to forfeitures upon resignation and expiry.
(4) Mr Moore’s shares in lieu of salary were approved up to a maximum of $70,000 at the 2023 AGM which was his then annual fee as a director. Once accepting the position of Interim Chair,
however, Mr Moore’s annual fee increased, thereby exceeding the previously approved share payment amount. He obtained shareholder approval for the overage at the 2024 AGM.
(5) Represents remuneration from 1 July 2023 to 2 November 2023 which is the date on which Mrs Garnon resigned from her position
(6) Represents remuneration from 1 July 2023 to 1 November 2023 which is the date on which BGen Cheney resigned from his position
ALEXIUM INTERNATIONALGROUP LIMITED
12
DIRECTORS’ REPORT – REMUNERATION REPORT - AUDITED
E. Service Agreements
On appointment, the Non-Executive Directors enter into an agreement with the Company in the form of a letter of appointment. The letter outlines
the Board’s policies and terms, including remuneration relevant to the office of a director. Non-Executive directors are compensated for their
contributions to the board and any committees they lead or serve. These agreements can be terminated without cause by either party at any time.
The Company has entered into service agreements with executives, which contain standard terms and conditions for agreements of this nature,
including confidentiality, restraint on competition and intellectual property provisions. These agreements may be terminated with 90 days’ notice
by either party, or earlier in the event of certain terms and conditions breaches. The Company may at its sole discretion terminate employment
without cause by giving 90 days’ written notice or making a payment of 90 days’ salary in lieu of notice. Remuneration is reviewed annually and
approved by the Board of Directors and includes potential short-term and long-term incentive opportunities as well as salary and other benefits.
F. Share-based Compensation
Share Appreciation Rights
The number of share appreciation rights held during the reporting periods by KMPs, including their personally related parties, is set out below:
2025
Balance at
start of year
Granted
Expired
Forfeited
Balance at
end of year
Vested - not
issued
Executive Directors
Mr Blackburn - CEO & MD
29,555,881
25,862,916
-
-
55,418,797
3,831,212
Dr Brookins - CTO
19,882,851
25,067,138
(6,871,445)
-
38,078,544
-
Total
49,438,732
50,930,054
(6,871,445)
-
93,497,341
3,024,641
2024
Executive Directors
Mr Blackburn - CEO & MD
22,843,648
6,712,233
-
-
29,555,881
3,024,641
Dr Brookins - CTO
19,882,851
6,505,703
(6,505,703)
-
19,882,851
-
Total Executive Directors
42,726,499
13,217,936
(6,505,703)
-
49,438,732
3,024,641
Executives
Mr Lewis - CFO
16,726,844
-
(5,473,052)
(11,253,792)
-
-
Total
59,453,343
13,217,936
(11,978,755)
(11,253,792)
49,438,732
3,024,641
Share appreciation rights granted and current year expenses by plan year:
Grant
date
Vesting
date
Opening
price
Fully vested
target price
FV at
grant date
Total
grants
Current year
exp
Mr Blackburn, CEO & MD
2025-Tranche 1
21-Nov-14
30-Sep-27
A$0.010
A$0.044
A$0.002
18,112,538
5,749
2025-Tranche 2
21-Nov-14
30-Sep-27
A$0.010
A$0.070
A$0.002
7,750,378
2,269
2024
15-Nov-23
21-Sep-26
A$0.015
A$0.105
A$0.009
6,712,233
3,014
2023
23-Nov-22
23-Sep-25
A$0.030
A$0.171
A$0.005
6,712,233
6,905
Joining Award
16-Nov-22
Various1
A$0.030
A$0.150
A$0.006
16,131,415
20,152
Total
55,418,797
38,089
Dr Brookins, CTO and Director
2025-Tranche 1
21-Nov-14
30-Sep-27
A$0.010
A$0.044
A$0.002
17,555,231
5,572
2025-Tranche 2
21-Nov-14
30-Sep-27
A$0.010
A$0.070
A$0.002
7,511,907
2,199
2024
15-Nov-23
21-Sep-26
A$0.015
A$0.105
A$0.009
6,505,703
2,921
2023
16-Nov-22
23-Sep-25
A$0.030
A$0.171
A$0.005
6,505,703
6,692
2022
23-Sep-21
23-Sep-24
A$0.076
A$0.148
A$0.038
6,871,445
15,929
Total
44,949,989
33,313
Total
100,368,786
71,402
(1) Of the total SARs granted as part of the Joining Award, 75% vest based on the compounded annual growth rate (“CAGR”) as set by the Board (see section (a) below) while 25% vest over
time with full vesting by September 2025.
The expense is recognised over the vesting period based on the originally calculated Monte Carlo option fair value.
Vested Rights:
(a)
Participants are entitled to the amount by which the closing share price exceeds the opening share price.
(b)
Shares will be issued in the amount equal to the closing share price less opening share price divided by closing share price then multiplied by
the vested and exercised SARs. Closing price is defined as the 20-day volume weighted average price (“VWAP”) as at the vesting date of the
relevant SAR.
ALEXIUM INTERNATIONALGROUP LIMITED
13
DIRECTORS’ REPORT – REMUNERATION REPORT - AUDITED
Vesting Conditions:
(a) The Board sets the Fully Vested Target Price by applying the CAGR on the opening share price for the term of the relevant SAR. The opening
price is the 20-day VWAP from the issuance date of the annual report or as set by the Board. Partial vesting will begin at the approved minimum
CAGR at an approved percentage of the total SAR grants. Vesting from the minimum CAGR to the fully vested CAGR (i.e. Fully Vested Target
Price) will occur on a linear scale between the minimum percentage of the total SAR grants and 100% of the total SAR grants.
(b) Continued employment through the vesting date.
Shares:
The value of shares issued or agreed to be issued in lieu of salary during the year was $210,000 (2024: $185,364) – see Section D above. The
calculation of these shares was presented and approved at the 2024 AGM with the exception of $19,375 of shares to be issued to Mr
Williamson due to joining the Board after the 2024 AGM. Approval for his shares will be sought at the 2025 AGM.
The number of shares in the Company held during the financial year by each director and other key management personnel, including their
personally related parties, is set out below:
2025
Balance at start
of year
Granted &
issued shares
in lieu of salary
Capital Raise
Other
changes(1)
Balance at end of
year
Granted &
to be issued
shares in lieu
of salary
Non-Executive Directors
Mr Moore(2)(5)
792,075,663
9,995,322
-
1,855,718
803,926,703
13,758,626
Mr Williamson(3)
171,403,225
-
-
-
171,403,225
3,516,167
Mr Strickland(2)(5)
628,458,023
1,855,718
-
173,612,962
803,926,703
13,758,626
Dr Stenson
11,500,000
6,496,964
-
-
17,996,964
2,981,037
Mr Lane
-
1,937,668
-
-
1,937,668
5,962,075
Mr Dennis(3)(4)
171,165,002
4,084,530
-
-
175,249,532
-
Total Non-Executive Directors
1,774,601,913
24,370,202
-
175,468,680
1,974,440,795
39,976,531
Executive Directors
Mr Blackburn - CEO & MD
12,000,000
-
-
-
12,000,000
-
Dr Brookins - CTO
10,696,346
-
-
-
10,696,346
-
Total Executive Directors
22,696,346
-
-
-
22,696,346
-
Total
1,797,298,259
24,370,202
-
175,468,680
1,997,137,141
39,976,531
(1) Other changes include the issue of 1,855,718 shares to Mr Strickland in lieu of director fees, which were issued to Colinton Capital Partners Pty Ltd (“CCP”). Given Mr Moore’s shareholding
and directorship in CCP, this resulted in Mr Moore also having an interest in those shares. Similarly, the 173,612,962 shares represent the creation of an interest for Mr Strickland in shares
held by CCP, as his director’s fees were satisfied in shares issued to that company.
(2) Shares shown for Mr Moore and Mr Strickland include their interest in shares held by CCP, an entity in which they are both partners and Colinton Capital Partners Fund 1(A) Pty Ltd., an
entity in which they each hold shareholdings.
(3) Shares shown for Mr Williamson and Mr Dennis include their interest in shares held by Wentworth Williamson Management Pty Limited (“Wentworth Williamson”)
(4) Shares shown as held by and to be issued to Mr Dennis at 30 June 2025 are the balances as of the date of his resignation on 20 November 2024.
(5) Shares issued in lieu of director fees to Mr Moore (9,995,322 shares) and Mr Strickland (1,855,718 shares) are included within the total shares held by CCP and CCP Fund 1(A) Pty Ltd.
2024
Balance at start
of year
Granted &
issued shares
in lieu of salary
Capital Raise(1)
Other
changes(2)
Balance at end
of year
Granted &
to be issued
shares in lieu
of salary
Non-Executive Directors
Mrs Garnon(5)
6,616,118
3,853,481
-
-
10,469,599
2,953,617
BGen Cheney(5)
848,914
-
-
-
848,914
-
Mr Moore(3)
81,724,298
7,198,519
703,152,846
-
792,075,663
6,283,887
Dr Stenson
-
-
11,500,000
-
11,500,000
4,084,530
Mr Dennis(4)
420,500
-
171,144
170,573,358
171,165,002
4,084,530
Total Non-Executive Directors
89,609,830
11,052,000
714,823,990
170,573,358
986,059,178
17,406,564
Executive Directors
Mr Blackburn - CEO & MD
-
-
12,000,000
-
12,000,000
-
Dr Brookins - CTO
5,262,638
-
3,850,000
1,583,708
10,696,346
-
5,262,638
-
15,850,000
1,583,708
22,696,346
-
Executives
Mr Lewis - CFO(5)
819,590
-
-
-
819,590
-
Total
95,692,058
11,052,000
730,673,990
172,157,066
1,009,575,114
17,406,564
(1) Capital Raise includes shares issued in relation to the Capital Raise and Refinancing Transaction (see Note 20 for additional information).
(2) Other changes include, amongst other movements, open-market transactions.
(3) Shares shown for Mr Moore include his interest in shares held by Colinton Capital Partners Pty Ltd and Colinton Capital Partners Fund 1(A) Pty Ltd.
(4) Through an investment in Wentworth Williamson Management Pty Limited (“Wentworth Williamson”), Mr Dennis obtained an interest in the shares held by Wentworth Williamson
(170,573,358) during the year.
(5) Shares shown as held by and to be issued to Mrs Garnon, BGen Cheney, and Mr Lewis at 30 June 2024 are their balances as of the date of their resignations on 2 November 2023, 1
November 2023, and 1 December 2023, respectively.
ALEXIUM INTERNATIONALGROUP LIMITED
14
DIRECTORS’ REPORT – REMUNERATION REPORT - AUDITED
Options:
No options were granted or outstanding to KMPs during the reportable period.
G. Additional Disclosures Relating to KMP
The interests of the Directors and other KMP of the Company in shares and rights (including shares to be issued) are set out below:
No. of ordinary
shares
No. of share
appreciation
rights
Non-Executive Directors
Mr Moore
814,932,120
-
James Williamson
174,001,655
-
Martyn Strickland
814,932,120
-
Paul Stenson
20,381,472
-
Randy Lane
6,706,685
-
Carl Dennis(1)
175,249,532
-
Total Non-Executive Directors
2,006,203,584
-
Executive Directors
Mr Blackburn - CEO & MD
12,000,000
55,418,797
Dr Brookins - CTO
10,696,346
38,078,544
Total Executive Directors
22,696,346
93,497,341
Total
2,028,899,930
93,497,341
(1) Shares shown as held by Mr Dennis at 30 June 2025 are the balance at the date of his resignation on 20 November 2024.
H. Loans to KMP
There are no loans currently provided to KMP of the Company.
THIS IS THE END OF THE AUDITED REMUNERATION REPORT
DIRECTORS’ REPORT
ALEXIUM INTERNATIONALGROUP LIMITED
15
SHARES UNDER OPTION/WARRANT
As at the date of this report there were NIL unlisted options and warrants (2024: nil).
No option/warrant holder has any right under the options/warrants to participate in any other share issue of the Company or any other entity. The
options/warrants are exercisable at any time after vesting and on or before the expiry date.
INSURANCE OF OFFICERS
During the reporting period, the Company paid a premium in respect to a contract insuring the Directors and Officers of the Company against
potential liabilities incurred as a director or officer to the extent permitted by the Corporations Act 2001 (Cth). Due to a confidentiality clause in the
policy, the amount of the premium has not been disclosed.
The potential liabilities insured against are legal costs that may be incurred in defending civil or criminal proceedings that may be brought against
the officers in their capacity as officers of the Company, and any other payments arising from liabilities incurred by the officers in connection with
such proceedings, other than where such liabilities arise out of conduct involving a willful breach of duty by the officers or the improper use by the
officers of their position or of information to gain advantage for themselves or someone else or to cause detriment to the Company. It is not possible
to apportion the premium between amounts relating to the insurance against legal costs and those relating to other liabilities.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 (Cth) for leave to bring proceedings on behalf of the economic
entity, or to intervene in any proceedings to which the entity is a party, for the purpose of taking responsibility on behalf of the entity for all or part
of those proceedings. No proceedings have been brought or intervened in or on behalf of the entity with leave of the Court under section 237 of the
Corporations Act 2001 (Cth).
ROUNDING OF AMOUNTS
Amounts in the financial statements and Directors’ report are presented in US dollars and all values are rounded to the nearest dollar, unless
otherwise stated.
INDEMNITY OF AUDITORS
The Company has agreed to indemnify their auditors, Grant Thornton Audit Pty Ltd, to the extent permitted by law, against any claim by a third party
arising from the Company’s breach of their agreement. The indemnity stipulates that Alexium will meet the full amount of any such liabilities
including a reasonable amount of legal costs.
NON-AUDIT SERVICES
There were no non-audit services provided by the Company’s auditor, Grant Thornton Audit Pty Ltd in the current financial year.
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 (Cth) is attached.
This report is made in accordance with a resolution of the Directors.
Simon Moore
Interim Chair
28 August 2025
DECLARATION OF INDEPENDENCE
ALEXIUM INTERNATIONALGROUP LIMITED
16
ALEXIUM INTERNATIONALGROUP LIMITED
17
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE
YEAR ENDED 30 JUNE 2025
2025
2024
Note
US$
US$
Revenue
3
3,921,730
5,892,824
Cost of sales
(2,231,759)
(3,254,086)
Gross Profit
1,689,971
2,638,738
Other Income
3
-
50
Administrative expenses
4
(3,445,655)
(3,545,895)
Sales and marketing expenses
(454,574)
(354,781)
Research and development costs
5
(728,711)
(976,837)
Impairment of intangibles
12
(625,870)
(615,356)
Other expenses
(219,786)
(208,049)
Operating expenses
(5,474,596)
(5,700,918)
Loss before finance costs
(3,784,625)
(3,062,130)
Interest expense
26
(182,406)
(1,058,996)
Gain on embedded derivative
16
-
179,065
Gain on debt extinguishment
15
-
1,154,786
Interest earned
3
40,742
26,565
Total finance costs
(141,664)
301,420
Loss before tax
(3,926,289)
(2,760,710)
Tax expense
7
-
-
Loss from continuing operations
(3,926,289)
(2,760,710)
Other comprehensive income - Exchange differences on translation of foreign operations which
may subsequently be reclassified to profit or loss
(76,155)
(12,738)
Total comprehensive loss for the year
(4,002,444)
(2,773,448)
Loss for the year attributable to members of the group
(3,926,289)
(2,760,710)
Total comprehensive loss for the year attributable to members of the group
(4,002,444)
(2,773,448)
Basic and diluted loss per share (cents)
8
(0.25)
(0.35)
This consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes to
the financial statements.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF 30 JUNE 2025
ALEXIUM INTERNATIONALGROUP LIMITED
18
2025
2024
Note
US$
US$
Current Assets
Cash and cash equivalents
19
662,450
2,053,000
Trade and other receivables
9
411,114
895,203
Inventories
10
1,051,825
560,052
Other current assets
55,343
67,813
Total Current Assets
2,180,732
3,576,068
Non-Current Assets
Other financial assets
16,570
16,571
Property, plant and equipment
11
356,826
516,477
Intangible assets
12
76,337
762,603
Right-of-use asset
11
246,260
355,708
Total Non-Current Assets
695,993
1,651,359
Total Assets
2,876,725
5,227,427
Current Liabilities
Trade and other payables
13
733,389
955,779
Lease liabilities
14
180,293
157,083
Borrowings
15
483,206
368,651
Total Current Liabilities
1,396,888
1,481,513
Non-Current Liabilities
Borrowings
15
1,618,516
-
Lease liabilities
14
263,399
443,692
Total Non-Current Liabilities
1,881,915
443,692
Total Liabilities
3,278,803
1,925,205
Net (Liabilities)/Assets
(402,078)
3,302,222
Equity
Contributed equity
17
73,775,898
73,594,023
Reserves
(1,412,800)
(1,205,301)
Accumulated losses
(72,765,176)
(69,086,500)
Total Equity
(402,078)
3,302,222
This consolidated statement of financial position should be read in conjunction with the accompanying notes to the financial statements.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY AS OF 30 JUNE 2025
ALEXIUM INTERNATIONALGROUP LIMITED
19
Contributed
Equity
Shares to
be Issued
Reserve
Share
Appreciation
Rights
Reserve
Foreign
Currency
Translation
Reserve
Consolidated
Accumulated
Losses
Total
US$
US$
US$
US$
US$
US$
Balance at 1 July 2024
73,594,023
113,237
298,612
(1,617,150)
(69,086,500)
3,302,222
Loss for the period
-
-
-
-
(3,926,289)
(3,926,289)
Foreign currency translation
-
-
-
(76,155)
-
(76,155)
Total comprehensive income / (loss)
-
-
-
(76,155)
(3,926,289)
(4,002,444)
Transactions with owners in their capacity as owners:
Expiration of share appreciation rights
-
-
(247,613)
-
247,613
-
Share appreciation rights expense
-
-
88,144
-
-
88,144
Shares earned in lieu of director's fees
-
210,000
-
-
-
210,000
Shares in lieu of director's fees issued
181,875
(181,875)
-
-
-
-
Balance at 30 June 2025
73,775,898
141,362
139,143
(1,693,305)
(72,765,176)
(402,078)
Balance at 1 July 2023
66,610,771
77,987
551,996
(1,604,412)
(66,619,478)
(983,136)
Loss for the period
-
-
-
-
(2,760,710)
(2,760,710)
Foreign currency translation
-
-
-
(12,738)
-
(12,738)
Total comprehensive income / (loss)
-
-
-
(12,738)
(2,760,710)
(2,773,448)
Transactions with owners in their capacity as owners:
Expiration of share appreciation rights
-
-
(293,688)
-
293,688
-
Issued capital
2,997,028
-
-
-
-
2,997,028
Issued capital on Debt Extinguishment
4,010,323
-
-
-
-
4,010,323
Capital raising costs
(174,213)
-
-
-
-
(174,213)
Share appreciation rights expense
-
-
40,304
-
-
40,304
Shares earned in lieu of director's fees
-
185,364
-
-
-
185,364
Shares in lieu of director's fees issued
150,114
(150,114)
-
-
-
-
Balance at 30 June 2024
73,594,023
113,237
298,612
(1,617,150)
(69,086,500)
3,302,222
This consolidated statement of changes in equity should be read in conjunction with the accompanying notes to the financial statements.
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2025
20
ALEXIUM INTERNATIONALGROUP LIMITED
2025
2024
Note
US$
US$
Cash flow from operating activities
Receipts from customers and other income
4,448,342
6,045,616
Payments to suppliers and employees
(7,017,742)
(7,179,767)
Interest received
40,742
26,564
Interest and other costs of finance paid
(104,859)
(132,974)
Goods & services tax received
56,037
47,626
Net cash flows (used in) operating activities
19(b)
(2,577,480)
(1,192,935)
Cash flows from investing activities
Purchase of property, plant, and equipment
(10,101)
-
Payments for development costs
(207,984)
(156,224)
Net cash flows (used in) investing activities
(218,085)
(156,224)
Cash flows provided by financing activities
Proceeds from issue of ordinary shares
-
2,984,023
Proceeds from borrowings
3,493,004
6,007,783
Proceeds from shareholder loan
1,484,608
-
Repayment of borrowings
(3,392,892)
(5,773,695)
Transaction costs related to issues of shares
(5,228)
(170,972)
Transaction costs related to loans and borrowings
(1,173)
-
Repayment of lease liabilities
14
(157,083)
(136,498)
Net cash flows from financing activities
1,421,236
2,910,641
Net increase/(decrease) in cash and cash equivalents
(1,374,329)
1,561,482
Cash and cash equivalents at beginning of year
2,053,000
513,277
Effect of exchange rate changes on cash and cash equivalents
(16,221)
(21,759)
Cash and cash equivalents at end of year
19(a)
662,450
2,053,000
This consolidated statement of cash flows should be read in conjunction with the accompanying notes to the financial statements.
21
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
1. CORPORATE INFORMATION
The consolidated financial statements of Alexium International Group Limited and its subsidiaries (collectively the “Company” or “Group”) for the
year ended 30 June 2025 were authorised for issue in accordance with a resolution of the directors on 28 August 2025. Alexium International Group
Limited (‘Parent’) is a company limited by shares incorporated and domiciled in Australia, whose shares are publicly traded on the Australian
Securities Exchange under the ticker AJX. The ultimate parent company of Alexium International Group Limited is Colinton Capital Partners (CCP).
These financial statements include the consolidated financial statements and notes of Alexium International Group Limited and its controlled
entities. This financial report, the comparative period within, and all future financial reports, are presented in US Dollars. This presentation aligns
the Company’s financial reporting with the nature of the business operations which primarily occur in the United States. The nature of the operations
and principal activities of the Company are described in the Directors’ Report.
2. SUMMARY OF MATERIAL ACCOUNTING POLICIES
(a) Basis of preparation
These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards, Australian Accounting
Interpretations, other authoritative pronouncements of the AASB and the Corporations Act 2001 (Cth). The Company is a for-profit entity for the
purpose of preparing its financial statements. Australian Accounting Standards set out accounting policies that the AASB has concluded would result
in financial statements containing relevant and reliable information about transactions, events, and conditions to which they apply. Compliance with
Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards
(“IFRS”) as issued by the International Accounting Standards Board. Material accounting policies adopted in the preparation of the financial
statements are presented below. They have been consistently applied unless otherwise stated. The financial statements have been prepared on an
accrual basis and are based on historical costs, modified where applicable by the measurement at fair value.
(b) Impact of standards issued but not yet applied by the Company
On 14 June 2024, the AASB released AASB 18 Presentation and Disclosure in Financial Statements. AASB 18 replaces AASB 101 as the standard
describing the primary financial statements and sets out requirements for the presentation and disclosure of information in AASB-compliant financial
statements. Amongst other changes, it introduces the concept of the “management-defined performance measure” to financial statements and
requires the classification of transactions presented within the statement of profit or loss within one of five categories – operating, investing,
financing, income taxes, and discontinued operations. It also provides enhanced requirements for the aggregation and disaggregation of information.
AASB 18 applies to annual reporting periods beginning on or after 1 January 2027. Management is currently assessing the impact of AASB 18 on
presentation and disclosures in the Group’s Financial Statements.
Several other new standards are effective for annual periods beginning on or after 1 July 2025 and earlier application is permitted; however, the
Company has not early adopted the new or amended standards in preparing these consolidated financial statements. While these new or amended
standards remain subject to ongoing assessment, no significant impacts to future reporting periods have been identified to date.
(c) Company Accounting Policies
Fair Value of Assets and Liabilities
The Company measures some of its assets and liabilities at fair value on either a recurring or non-recurring basis, depending on the requirements of
the applicable Australian Accounting Standard. Fair value is the price the Company would receive to sell an asset or would have to pay to transfer a
liability in an orderly (i.e. unforced) transaction between independent, knowledgeable, and willing market participants at the measurement date.
As fair value is a market-based measure, the closest equivalent observable market pricing information is used to determine fair value. Adjustments
to market values may be made with regard to the characteristics of the specific asset or liability. The fair values of assets and liabilities that are not
traded in an active market are determined using one or more valuation techniques. These valuation techniques maximise, to the extent possible,
the use of observable market data.
To the extent possible, market information is extracted from either the principal market for the asset or liability (i.e. the market with the greatest
volume and level of activity for the asset or liability) or, in the absence of such a market, the most advantageous market available to the entity at
the end of the reporting period (i.e. the market that maximises the receipts from the sale of the asset or minimises the payments made to transfer
the liability, after taking into account transaction costs and transport costs). For non-financial assets, the fair value measurement also considers a
market participant’s ability to use the asset in its highest and best use or to sell it to another market participant that would use the asset in its highest
and best use.
The fair value of liabilities and the entity's own equity instruments (excluding those related to share-based payment arrangements) may be valued,
where there is no observable market price in relation to the transfer of such financial instruments, by reference to observable market information
where such instruments are held as assets. Where this information is not available, other valuation techniques are adopted and, where significant,
are detailed in the respective note to the financial statements.
Valuation techniques
In the absence of an active market for an identical asset or liability, the Company selects and uses one or more valuation techniques to measure the
fair value of the asset or liability. The Company selects a valuation technique that is appropriate in the circumstances and for which sufficient data
is available to measure fair value. The availability of sufficient and relevant data primarily depends on the specific characteristics of the asset or
liability being measured. The valuation techniques selected by the Company are consistent with one or more of the following valuation approaches:
22
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
Market approach uses prices and other relevant information generated by market transactions for identical or similar assets or liabilities.
Income approach converts estimated future cash flows or income and expenses into a single discounted present value.
Cost approach reflects the current replacement cost of an asset at its current service capacity.
Each valuation technique requires inputs that reflect the assumptions that buyers and sellers would use when pricing the asset or liability, including
assumptions about risks. When selecting a valuation technique, the Company gives priority to those techniques that maximise the use of observable
inputs and minimise the use of unobservable inputs. Inputs that are developed using market data (such as publicly available information on actual
transactions) and reflect the assumptions that buyers and sellers would generally use when pricing the asset or liability are considered observable,
whereas inputs for which market data is not available and therefore are developed using the best information available about such assumptions are
considered unobservable.
Fair value hierarchy
AASB 13: Fair value measurement requires the disclosure of fair value information by level of the fair value hierarchy, which categorises fair value
measurements into one of three possible levels based on the lowest level that an input that is significant to the measurement can be categorised
into as follows:
Level 1: Measurements based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the
measurement date.
Level 2: Measurements based on inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or
indirectly.
Level 3: Measurements based on unobservable inputs for the asset or liability.
The fair values of assets and liabilities that are not traded in an active market are determined using one or more valuation techniques. These valuation
techniques maximise, to the extent possible, the use of observable market data. If all significant inputs required to measure fair value are observable,
the asset or liability is included in Level 2. If one or more significant inputs are not based on observable market data, the asset or liability is included
in Level 3.
The Company will change the categorisation within the fair value hierarchy only in the following circumstances:
if a market that was previously considered active (Level 1) became inactive (Level 2 or Level 3) or vice versa; or
if significant inputs that were previously unobservable (Level 3) became observable (Level 2) or vice versa.
When a change in the categorisation occurs, the Company recognises transfers between levels of the fair value hierarchy (i.e., transfers into and out
of each level of the fair value hierarchy) on the date the event or change in circumstances occurred.
(d) Principles of Consolidation
The consolidated financial statements incorporate all assets, liabilities, and results of the Company. Subsidiaries are entities the parent controls. The
parent controls an entity when it is exposed to, or has rights to, variable returns from its involvement with the entity and can affect those returns
through its power over the entity. A list of the subsidiaries is provided in Note 23.
The assets, liabilities and results of all subsidiaries are fully consolidated into the financial statements of the Company from the date on which control
is obtained by the Company. The consolidation of a subsidiary is discontinued from the date that control ceases. Intercompany transactions, balances
and unrealised gains or losses on transactions between Company entities are fully eliminated on consolidation. Accounting policies of subsidiaries
have been changed and adjustments made where necessary to ensure uniformity of the accounting policies adopted by the Company.
Equity interests in a subsidiary not attributable, directly, or indirectly, to the Company are presented as “non-controlling interests". The Company
initially recognises non-controlling interests that are present ownership interests in subsidiaries and are entitled to a proportionate share of the
subsidiary's net assets on liquidation at either fair value or at the non-controlling interests' proportionate share of the subsidiary's net assets. After
initial recognition, non-controlling interests are attributed their share of profit or loss and each component of other comprehensive income. Non-
controlling interests are shown separately within the equity section of the statement of financial position and statement of comprehensive income.
(e) Foreign currency translation
The consolidated financial statements are presented in United States Dollars ($). The functional currency of the Parent is Australian Dollars (A$) and
the functional currency of the subsidiary is US Dollars ($).
Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates ruling at the date of the transaction.
Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the reporting date and exchange
differences are recognised in profit or loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the date of the
initial transaction. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the
fair value was determined. All resulting exchange differences are recognised in other comprehensive income.
23
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
As at the reporting date the assets and liabilities of these subsidiaries are translated into the presentation currency at the rate of exchange ruling at
the reporting date and the statement of comprehensive income is translated at the weighted average exchange rates for the year. All resulting
exchange differences are recognised in other comprehensive income.
On disposal of a foreign entity, the cumulative exchange differences are reclassified to profit or loss as part of the gain or loss on sale.
(f) Property, plant, and equipment
Owned assets
Items of property, plant and equipment are stated at cost less accumulated depreciation (see below) and impairment losses. Where parts of an item
of property, plant and equipment have different useful lives, they are accounted for as separate items.
Leased assets
The Company recognises all lease liabilities and corresponding right of use assets, except for short-term (12 months or less) and low value leases, on
the balance sheet. The assets and liabilities are initially measured at the present value of future lease payments using the Company’s incremental
borrowing rate unless the interest rate implicit in the lease can be readily determined. The Company recognises depreciation of leased assets and
interest on lease liabilities over the term of the lease.
Subsequent costs
The Company recognises in the carrying amount of an item of property, plant, and equipment the cost of replacing part of such an item when that
cost is incurred if it is probable that the future economic benefits embodied within the item will flow to the consolidated entity and the cost of the
item can be measured reliably. All other costs are recognised in profit or loss as an expense as incurred.
Depreciation
Depreciation is charged to profit or loss on a straight-line basis over the estimated useful lives of each asset.
The estimated useful lives in the current and comparative years are as follows:
Asset Type
Years
Computer equipment
3 years
Machinery and equipment
3 to 15 years
Furniture, fixtures, and office equipment
3 to 10 years
Leased plant and equipment
Shorter of the lease term or the useful life
The residual value, the useful life and the depreciation method applied to an asset are reassessed at least annually.
(g) Intangible assets
Acquired intangible assets
Intangible assets acquired separately are capitalised at cost. Following initial recognition, the cost model is applied to the class of intangible assets
whereby capitalised costs are amortised on a straight-line basis over their estimated useful lives, which is considered five years, as these assets are
considered finite. Other intangible assets that are acquired by the Company are stated at cost less accumulated amortisation and impairment losses.
Internally Generated Intangible Assets
Expenditures on internally generated goodwill and brands are recognised in the statement of comprehensive income as an expense as incurred.
Expenditures on the research phase of projects to develop new specialty chemicals or high-performance materials are recognised as an expense as
incurred. Costs that are directly attributable to a project’s development phase are recognised as intangible assets, provided they meet the following
recognition requirements:
Development costs can be measured reliably;
Project is technically and commercially feasible;
The Company intends to and has sufficient resources to complete the project;
The Company has the ability to use or sell the asset; and
The asset will generate probable future economic benefits.
Costs directly attributable to capitalised development include employee expenses incurred on technology development, external testing fees, and
product trial costs. Costs not meeting these criteria are expensed as incurred. The ultimate recoupment of costs carried forward for capitalised
development is dependent on the successful development and commercialisation of the Company’s technology. Any internally generated asset that
is not yet complete or not fully amortised is subject to impairment testing.
Subsequent expenditures
Subsequent expenditures on capitalised intangible assets are capitalised only when it increases the future economic benefits embodied in the specific
asset to which it relates. All other expenditures are expensed as incurred.
Amortisation
Goodwill and intangible assets with an indefinite life are systematically tested for impairment at each annual reporting date. Capitalised development
costs, patents, and trademarks with a finite life are amortised based on estimated future economic life. The useful life of development assets ready
for use is estimated at five years. Amortisation charges are included as an expense in the consolidated statement of profit or loss and other
comprehensive income.
24
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying
amount of the asset and are recognised as profit or loss. Intangible assets’ useful lives are assessed as either finite or indefinite. Amortisation is
charged on assets with finite lives with the expense taken into profit or loss. Intangible assets are tested for impairment where an indicator of
impairment exists. Amortisation methods, useful lives and residual values are reviewed at each financial year-end and adjusted accordingly.
(h) Impairment of assets
At each reporting date, the Company assesses whether there is any indication that an asset may be impaired. Where an indicator of impairment
exists, the Company makes a formal estimate of the recoverable amount and an assessment of market value on the assumption no changes are
made to the asset. Where the carrying amount of an asset exceeds its recoverable amount, the asset is considered impaired and is written down to
its recoverable amount to profit or loss.
Recoverable amount is the greater of fair value less costs to sell and value in use. The recoverable amount is determined for an individual asset,
unless the asset’s value in use cannot be estimated to be close to its fair value less cost to sell and it does not generate cash inflows that are largely
independent of those from other assets or groups of assets, in which case, the recoverable amount is determined for the cash-generating unit to
which the asset belongs.
In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current
market assessments of the time value of money and the risks specific to the asset.
(i) Trade and other receivables
Trade receivables are recognised and carried at original invoice amount less any expected credit losses (ECL) determined under the simplified
approach to accounting for trade and other receivables as detailed in AASB 9. These are the expected shortfalls in contractual cash flows, considering
the potential for default at any point during the life of the financial instrument. In calculating, the Group uses its historical experience, external
indicators, and forward-looking information to calculate the expected credit losses. The Group assesses impairment of trade receivables on a
collective basis as they possess shared credit risk characteristics. They have been grouped based on the days past due.
(j) Determination and presentation of operating segments
For management purposes, the Company is organised into one main operating segment which involves the development and commercialisation of
its proprietary flame-retardant and thermal management materials technologies and selling its specialised high-performance materials to customers.
All Company activities are interrelated, and discrete financial information is reported to the Chief Executive Officer as a single segment. Accordingly,
all significant operating decisions are based upon analysis of the Company as one segment. The Company applies AASB 8 Operating Segments that
requires a ‘management approach’ of reporting segment information on the same basis as that used for internal reporting purposes.
An operating segment is a component of the Company that engages in business activities from which it may earn revenues and incur expenses,
including revenues and expenses that relate to transactions with any of the Company’s other components. An operating segment’s results are
reviewed regularly by the Board to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete
financial information is available. The Board considers the business from both a product and a geographical perspective and takes the view that the
Company operates under a single operating segment.
(k) Cash and cash equivalents
Cash and short-term deposits in the balance sheet are comprised of cash on hand and short-term deposits. For the purposes of the Statement of
Cash Flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.
(l) Financial instruments
Recognition and derecognition
Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the financial instrument.
Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and
substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled, or expires.
Classification and initial measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance
with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where applicable).
Financial assets, other than those designated and effective as hedging instruments, are classified into the following categories:
• amortised cost
• fair value through profit or loss (FVTPL)
• fair value through other comprehensive income (FVOCI).
All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other
financial items, except for impairment of trade receivables which is presented within other expenses.
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVTPL):
25
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
• they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows
• their contractual terms give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding
After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of
discounting is immaterial. The Company’s cash and cash equivalents, trade and most other receivables fall into this category of financial instruments.
Financial assets at fair value through profit or loss (FVTPL)
Financial assets that are held within a different business model other than ‘hold to collect’ or ‘hold to collect and sell’ are categorised at fair value
through profit and loss. Further, irrespective of business model financial assets whose contractual cash flows are not solely payments of principal
and interest, all financial assets in the periods presented are accounted for at FVTPL. All derivative financial instruments fall into this category, except
for those designated and effective as hedging instruments, for which the hedge accounting requirements apply (see below).
Assets in this category are measured at fair value with gains or losses recognised in profit or loss. The fair values of financial assets in this category
are determined by reference to active market transactions or using a valuation technique where no active market exists.
Financial assets at fair value through other comprehensive income (FVOCI)
The Company accounts for financial assets at FVOCI if the assets meet the following conditions:
they are held under a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets
their contractual terms give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding
Any gains or losses recognised in other comprehensive income (OCI) will be recycled upon derecognition of the asset. In the periods presented, the
Company does not have any financial assets categorised as FVOCI.
Impairment of financial assets
In accordance with AASB 9, impairment requirements use more forward-looking information to recognise expected credit losses – the expected
credit loss (ECL) model. Instruments within the scope of the ECL model included loans and other debt-type financial assets measured at amortised
cost and FVOCI, trade receivables, contract assets recognised and measured under AASB 15 and loan commitments and some financial guarantee
contracts (for the issuer) that are not measured at fair value through profit or loss.
Recognition of credit losses is not dependent on the Company first identifying a credit loss event. Instead, the Company considers a broader range
of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and
supportable forecasts that affect the expected collectability of the future cash flows of the instrument.
In applying this forward-looking approach, a distinction is made between:
Financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low credit risk (‘Stage 1’)
Financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not low (‘Stage 2’).
Financial instruments that have objective evidence of impairment at the reporting date (‘Stage 3’)
‘12-month expected credit losses’ are recognised for the first category (i.e. Stage 1) while ‘lifetime expected credit losses’ are recognised for the
second category (i.e. Stage 2).
Measurement of the expected credit losses measurement is determined by a probability-weighted estimate of credit losses over the expected life
of the instrument.
Trade and other receivables and contract assets
The Company makes use of a simplified approach in accounting for trade and other receivables as well as contract assets and records the loss
allowance as lifetime expected credit losses. These are the expected shortfalls in contractual cash flows, considering the potential for default at any
point during the life of the financial instrument. In calculating, the Company uses its historical experience, external indicators, and forward-looking
information to calculate the expected credit losses using a provision matrix. The Company assesses impairment of trade receivables on a collective
basis as they possess shared credit risk characteristics and they have been grouped based on the days past due.
Classification and measurement of financial liabilities
The Company’s financial liabilities include borrowings, trade and other payables and derivative financial instruments. Financial liabilities are initially
measured at fair value, and, where applicable, adjusted for transaction costs unless the Company designated a financial liability at fair value through
profit or loss. Subsequently, financial liabilities are measured at amortised cost using the effective interest method except for derivatives and
financial liabilities designated at FVTPL, which are carried subsequently at fair value with gains or losses recognised in profit or loss (other than
derivative financial instruments that are designated and effective as hedging instruments). All interest-related charges and, if applicable, changes in
an instrument’s fair value that are reported in profit or loss are included within finance costs or finance income.
(m) Embedded derivative
The Company had a liability with embedded derivatives in connection with its convertible debt during FY24. An embedded derivative is a component
of a hybrid instrument that also includes a non-derivative host contract with the effect that some of the cash flows of the combined instrument vary
in a way like a stand-alone derivative. The embedded derivative is separated from the host contract and accounted for as a derivative if the economic
characteristics and risks of the embedded derivative are not closely related to the economic characteristics and risks of the host contract. The
embedded derivative is measured at fair value with changes in value being recorded in profit or loss.
26
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
(n) Trade and other payables
Trade and other payables are carried at amortised cost. They represent liabilities for goods and services provided to the Company prior to the end
of the financial year that are unpaid and arise when the Company becomes obliged to make future payments in respect of the purchase of these
goods and services. The amounts are unsecured and are usually paid within 60 days of recognition.
(o) Provisions
Provisions are recognised when the Company has a present obligation (legal or constructive) because of a past event, it is probable that an outflow
of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the
obligation. Where the Company expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement
is recognised as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the
statement of comprehensive income, net of any reimbursement. Provisions are measured at the estimated expenditure required to settle the
present obligation, based on the most reliable evidence available at the reporting date, including the risks and uncertainties associated with the
present obligation. Where there are several similar obligations, the likelihood that an outflow will be required in settlement is determined by
considering the class of obligations. Provisions are discounted to their present values, where the time value of money is material.
(p) Contributed equity
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of new shares or options are shown in equity as a
deduction, net of tax, from the proceeds.
(q) Revenue recognition
In accordance with the standard, revenue is recognised and measured when the entity satisfies a performance obligation by transferring a promised
good or service (i.e., an asset) to a customer. The transfer is complete when the “FOB Shipping Point” or “Ex Works” terms are satisfied at the time
of shipment which in turn completes the performance obligation.
Sale of goods
Revenue is recognised at a specific point in time and measured when the entity satisfies a performance obligation by transferring a promised good
or service (i.e., an asset) to a customer. AASB 15 - Revenue from Contracts with Customers outlines the accounting requirements for when and how
revenue is recognised using one core principle: “Recognise revenue to depict the transfer of promised goods or services to customers in an amount
that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.“ This is accomplished by using a 5-
step recognition process consisting of the following:
1.) Identify the contract - The Company utilises a set of criteria to clearly identify the existence of contracts with customers, which includes contract
approval by both parties, identification of each party’s rights and commitments, determination of payment terms, presence of commercial
substance and a probability that the consideration will be collected.
2.) Identify the performance obligations - The Company has identified the sole performance obligation of customer contracts to be the complete
transfer of the goods to the customer. In accordance with AASB 15, there are no additional goods or services, warranties, repurchase
agreements, or public return policies, or other limitations of the seller that would not allow the Company to consider its performance completed
at this time of transfer. The Company considers the transfer complete in line with “FOB Shipping Point” or “Ex Works” terms and recognises the
completion of this performance obligation when products are shipped.
3.) Determine the transaction price - The Company considers the transaction price to be the amount of consideration to which it expects to be
entitled in exchange for transferring promised goods or services to a customer. As and when a performance obligation is satisfied the Company
recognises revenue to the extent of the transaction price allocated to that performance obligation considering the impact of constraints arising
from variable consideration.
4.) Allocate the transaction price to separate performance obligations - Given that there is a single performance obligation to each contract, and
the price is clearly identified in the contract, the Company allocates the full contract price to the transfer of goods discussed in Step 2, except
for combined contracts noted as having variable consideration.
5.) Recognise revenue when each obligation is satisfied - at contract inception the Company has determined that the sole performance obligation
is the complete transfer of goods to the customer. The Company must then determine the specific point in time at which it is appropriate to
recognise revenue for the contract. AASB 15 states that an entity shall consider indicators of the transfer of control, which include, but are not
limited to, the following:
Company has a present right to payment for the asset;
Customer has legal title to the asset;
Company has transferred physical possession of the asset;
Customer has the significant risks and rewards of ownership of the asset; and
Customer has accepted the asset
Management recognises that the application of the control criteria requires judgment and there are various factors to consider, as described above.
Accordingly, management believes that control is transferred in accordance with the shipping terms, as this is the point in time that the customer
obtains legal title, when customer obtains the risk and rewards of ownership, and when the customer has an obligation to pay for the asset.
27
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
Interest and dividends
Interest income is recorded when earned based on cash balances. Interest expenses are reported on an accrual basis using the effective interest
method. Dividends are recognised at the time the right to receive payment is established.
(r) Income and other taxes
Deferred income tax is provided on all temporary differences at the statement of financial position date between the tax bases of assets and liabilities
and their carrying amounts for the financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences:
Except where the deferred income tax liability arises from the initial recognition of an asset or liability in a transaction that is not a business
combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss; and
In respect of taxable temporary differences associated with investments in subsidiaries, associates, and interests in joint ventures, except where
the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the
foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences and the carry-forward of unused tax assets and unused tax losses,
to the extent that it is probable that taxable profit will be available against which the deductible temporary differences and the carry-forward of
unused tax assets and unused tax losses can be utilised:
Except where the deferred income tax asset relating to the deductible temporary differences arises from the initial recognition of an asset or
liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable
profit or loss; and
In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax
assets are only recognised to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit
will be available against which the temporary differences can be utilised.
The carrying amount of deferred income tax assets is reviewed at each statement of financial position date and reduced to the extent that it is no
longer probable that sufficient taxable profit will be available to allow all or part of the deferred income tax asset to be utilised. Deferred income tax
assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realised, or the liability is settled, based
on tax rates (and tax laws) that have been enacted or substantively enacted at the statement of financial position date. Income taxes relating to
items recognised directly in equity are recognised in equity and not in the statement of comprehensive income.
Other taxes
Revenues, expenses, and assets are recognised net of the amount of GST except:
where the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as
part of the cost of acquisition of the asset or as part of the expense item as applicable; and
receivables and payables are stated with the amount of GST included.
The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of
financial position. Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flows arising from investing
and financing activities, which is recoverable from, or payable to, the taxation authority is classified as operating cash flows. Commitments and
contingencies are disclosed net of the amount of GST recoverable from, or payable to, the taxation authority.
(s) Earnings per share
Basic earnings per share (‘EPS’) is calculated by dividing the net profit attributable to members of the parent entity for the reporting year, after
excluding any costs of servicing equity (other than ordinary shares and converting preference shares classified as ordinary shares of EPS calculation
purposes), by weighted average number of ordinary shares of the Company.
(t) Employee benefits
Termination benefits
Termination benefits are recognised as an expense when the Company is committed demonstrably, without realistic possibility of withdrawal, to a
formal detailed plan to either terminate employment before the normal retirement date, or to provide termination benefits because of an offer
made to encourage voluntary redundancy. Termination benefits for voluntary redundancies are recognised as an expense if the Company has made
an offer of voluntary redundancy, it is probable that the offer will be accepted, and the number of acceptances can be estimated reliably. If benefits
are payable more than 12 months after the reporting date, then they are discounted to their present value.
Long-Term Employee Benefits
The Company’s liabilities for annual leave are included in other current liabilities. Any adjustments and changes in assumptions are recognised in
profit or loss in the periods in which the changes occur. The Company presents employee benefit obligations as current liabilities in the statement
of financial position if the Company does not have an unconditional right to defer settlement for at least twelve months after the reporting period,
irrespective of when the actual settlement is expected to take place.
28
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
Short-term employee benefits
Short-term employee benefits are benefits, other than termination benefits, that are expected to be settled wholly within twelve (12) months after
the end of the period in which the employees render the related service. Examples of such benefits include wages and salaries, non-monetary
benefits and accumulated sick leave. Short-term employee benefits are measured at the undiscounted amounts expected to be paid when the
liabilities are settled. There are no employee-benefit expenses recognised within cost of sales.
Share-based payment transactions
The grant-date fair value of share-based payment awards granted to employees is recognised as an employee expense, with a corresponding increase
in equity, over the period that the employees unconditionally become entitled to the awards. The amount recognised as an expense is adjusted to
reflect the number of awards for which the related service and non-market vesting conditions are expected to be met, such that the amount
ultimately recognised as an expense is based on the number of awards that meet the related service and non-market performance conditions at the
vesting date. For share-based payment awards with non-vesting conditions, the grant date fair value of the share-based payment is measured to
reflect such conditions and there is no true-up for differences between expected and actual outcomes.
(u) Inventories
Inventories are valued at the lower of cost and net realisable value. Costs incurred in bringing each product to its present location and condition are
accounted for, as follows:
Raw materials: average cost; and
Finished goods and work in progress: average cost of direct materials and manufacturing charges from contract manufacturer.
Net realisable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs
necessary to make the sale.
(v) Significant accounting judgements, estimates and assumptions
The preparation of the Company’s consolidated financial statements requires management to make judgements, estimates and assumptions that
affect the reported amounts of revenues, expenses, assets and liabilities, and the accompanying disclosures, and the disclosure of contingent
liabilities. Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount
of assets or liabilities affected in future periods. The key assumptions concerning the future and other key sources of estimation uncertainty at the
reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial
year, are described below. The Company based its assumptions and estimates on parameters available when the consolidated financial statements
were prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or circumstances
arising beyond the control of the Company. Such changes are reflected in the assumptions when they occur.
Share-based payments
The Company initially 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. Estimating fair value for share-based payment transactions requires determination of the most appropriate
valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determination of the most appropriate
inputs to the valuation model including the expected life of the share option, volatility and dividend yield and making assumptions about them. The
assumptions and models used for estimating fair value for share-based payment transactions are disclosed in Note 18.
Fair value of financial instruments
When the fair values of financial assets and financial liabilities recorded in the statement of financial position cannot be measured based on quoted
prices in active markets, their fair value is measured using valuation techniques including the discounted cash flow (DCF), Black-Scholes option pricing
models and Monte Carlo option valuation model. The inputs to these models are taken from observable markets where possible, but where this is
not feasible, a degree of judgement is required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit
risk and volatility. The assessed fair values of the embedded derivatives were determined using a Black-Scholes option pricing model which
approximates the results that would have been achieved by using a binomial lattice. The model considers the expected price, volatility of the
underlying instrument, expected dividend yield and the risk-free interest rate. Changes in assumptions in relation to these factors could affect the
reported fair value of financial instruments. See Note 24(f) for further disclosures.
Intangible assets
The Company assesses at initial recognition whether an internally developed asset has met the recognition requirements established in AASB 138
and measures the direct and indirect costs of development using several estimates and assumptions. After capitalisation, management monitors
whether the recognition requirements continue to be met and whether there are any indicators that capitalised costs may be impaired. For assets
not yet ready for use, management estimates the fair value less costs of disposal (FVLCD). To estimate the FVLCD, management applies the cost
replacement model whereby an estimate is made of all costs required in current market conditions to produce a similar product. With respect to
ready for use assets, management assesses whether impairment indicators exist in accordance with AASB 136. In the instance where indicators of
impairment exist, management estimates the recoverable amount of each asset or cash-generating unit based on expected future cash flows and
uses an interest rate to discount them. Estimation uncertainty relates to assumptions about future operating results, the determination of a suitable
discount rate, and the appropriate classification of cash generating units. See Note 12 for further disclosures.
29
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
(w) Going Concern
These financial statements have been prepared based on the going concern basis of accounting which contemplates the continuity of normal
business activities and the realisation of assets and settlement of liabilities in the ordinary course of business.
The Group incurred a loss after tax attributable to members of $3,926,289 (2024: $2,760,710). The Group incurred negative cash flows from
operations and investing activities of $2,795,565 for the year ended 30 June 2025 (2024: ($1,349,159)). The Group has reported negative net assets
of $402,078 (2024: net assets of $3,302,222).
The Group has current assets of $2,180,732 (2024: $3,576,068) and current liabilities of $1,396,888 (2024: $1,481,513).
The Directors believe that it is reasonably foreseeable that the Group will continue as a going concern and be able to pay its debts as and when they
fall due after consideration of the following mitigating matters:
the Group has performed a cash flow forecast and determined that it has or will have access to adequate cash resources to fund its operations
for at least 12 months from the date of approval of these financial statements;
the Group expects to have continued access to working capital facilities to support cash needs and expected growth in revenues;
the Group can raise funds on a timely basis pursuant to the Corporations Act 2001 and ASX Listing Rules or through shareholder loans; the
amount of funding assumed in the Groups cash flow forecast from 1 July 2025 to 31 August 2026 is $1.1 million, of which $0.3 million has
already been raised through shareholder loans subsequent to the reporting date;
the Group is able to extend its line of credit facility which is due to auto renew on 28 February 2026;
the Group is able to extend shareholder loans falling due on 1 September 2026 or renegotiate with conversion terms; and
the Group expects to successfully convert current commercialisation efforts to future revenue and cash receipts to support the fixed base of
expenditures.
Should any of the above matters not eventuate or are not able to be resolved in the Group’s favour, then there will be a material uncertainty
regarding the ability of the Group to continue as a going concern and pay its debts and obligations as and when they become due and payable.
Therefore, the Company is evaluating strategies to obtain the required additional funding for future operations. These strategies may include, but
are not limited to, obtaining equity financing, issuing debt or entering into other financing arrangements, and restructuring of operations to grow
revenues and decrease expenses.
If the Group is unable to continue as a going concern, it may be required to realise its assets and extinguish its liabilities other than in the normal
course of business at amounts different from those stated in the financial report. These financial statements do not include any adjustments relating
to the recoverability and classification of recorded assets or to the amounts and classifications of liabilities that might be necessary should the Group
not continue as a going concern.
3. REVENUE & OTHER INCOME
2025
2024
Sale of goods - point in time
3,921,730
5,892,824
Interest earned
40,742
26,565
Other income
-
50
All revenue from the sale of goods is derived from the Company’s operations in the US.
4. ADMINISTRATIVE EXPENSES
2025
2024
Employee benefits expense
2,161,054
2,243,930
Post-employment benefits - defined contribution
74,157
80,302
Professional fees
468,382
418,656
Other administrative expenses
151,775
141,169
Occupancy
84,092
95,902
Depreciation
282,749
324,502
Insurance expenses
223,446
241,434
Total
3,445,655
3,545,895
30
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
5. RESEARCH AND DEVELOPMENT COSTS
2025
2024
Research and development costs
459,330
493,757
Amortisation
269,381
483,080
Total
728,711
976,837
6. AUDITOR’S REMUNERATION
2025
2024
Amount received or due and receivable by Grant Thornton Audit Pty Ltd for:
Audit or review of the financial report of the Company
118,315
113,978
Total auditor's remuneration
118,315
113,978
7. TAXATION
2025
2024
(a) Income tax recognised in profit and loss
Profit /(loss) before tax
(3,926,289)
(2,760,710)
Prima facie tax on operating loss before income tax at 30.0%
(1,177,886)
(828,213)
Temporary differences not recognised
187,967
293,928
Tax effect of permanent differences:
Other
(10,882)
(368,127)
Interest
-
277,507
Fair value movement
-
(50,658)
Differences in jurisdictional tax rates
279,598
226,960
Difference in foreign exchange rates
(5,969)
4,239
Tax losses not brought to account
727,172
444,364
Income tax benefit attributable to reversal of deferred tax liability on intangible assets
-
-
(b) Deferred tax assets
Deferred tax assets at 30 June brought to account:
Accrued and prepaid expenses
22,658
21,993
Expenses deducted over 5 years
1,806
3,771
Income tax losses
494,712
364,941
Total
519,176
390,705
(c) Deferred tax liability
Unrealised FX
519,176
390,705
Total
519,176
390,705
(d) Net deferred tax position
Deferred tax assets
519,176
390,705
Deferred tax liabilities
519,176
390,705
Net deferred tax position
-
-
(e) Deferred tax assets not recognised
Basis difference on intangible assets
263,688
75,530
Accrued and prepaid expenses
19,917
44,210
Other
101,647
91,656
Fixed assets
63,150
54,439
Income tax losses
13,686,157
13,131,563
Net deferred tax position
14,134,559
13,397,398
31
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
(f) Net deferred tax position by region
2025
2024
AUS
US
Total
AUS
US
Total
Deferred tax assets
519,176
-
519,176
390,705
-
390,705
Deferred tax liabilities
519,176
-
519,176
390,705
-
390,705
Net deferred tax position
-
-
-
-
-
-
Income tax losses not recognised
14,006,524
66,464,901
80,471,425
13,327,683
63,516,526
76,844,209
No income tax is payable by the Company. The Directors have considered it prudent not to bring to account the future income tax benefit of
income tax losses until it is probable of deriving assessable income of a nature and amount to enable such benefit to be realised. The Company
has estimated unrecouped income tax losses of $80,471,425 (2024: $76,844,209) which may be available to offset against taxable income in future
years. The benefit of these losses and timing differences will only be obtained if there is sufficient probability that taxable profits will be generated
by the Company in future periods. Deferred tax assets and liabilities which relate to income taxes levied by the same taxation authority are offset
where the Company intends to settle those tax assets and liabilities on a net basis.
8. EARNINGS PER SHARE
Classification of securities as ordinary shares
The Company has only one category of ordinary shares included in basic earnings per share.
Classification of securities as potential ordinary shares
There are currently no securities to be classified as dilutive potential ordinary shares on issue.
2025
2024
Weighted average number of ordinary shares
1,576,058,257
790,456,982
Basic loss ($)
(3,926,289)
(2,760,710)
Basic / Diluted loss per share (cents)
(0.25)
(0.35)
9. TRADE AND OTHER RECEIVABLES
2025
2024
Trade receivables
347,525
874,460
Other receivables
63,589
20,743
Total
411,114
895,203
All amounts are short-term. The company does not recognise any expected credit losses based on an assessment of historic recoveries and trends.
The net carrying value of trade receivables is considered a reasonable approximation of fair value. The receivables are secured as collateral in the
Alterna Capital Solutions line of credit (see Note 15 - Borrowings).
10. INVENTORIES
2025
2024
Raw materials - at cost
586,971
284,504
Finished goods - at cost
735,561
442,365
Provision for obsolescence
(270,707)
(166,817)
Total
1,051,825
560,052
During the current year, inventories of $2,231,759 (2024: $3,254,086) were recognised as an expense and included in Cost of Sales. The inventory is
secured as collateral in the Alterna Capital Solutions line of credit (see Note 15 - Borrowings).
32
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
11. PROPERTY, PLANT AND EQUIPMENT
Cost
Furniture and
equipment
Right-of-use
building
Total
Balance at 30 June 2023
2,613,497
902,952
3,516,449
Additions
1,000
-
1,000
Balance at 30 June 2024
2,614,497
902,952
3,517,449
Additions
13,650
-
13,650
Balance at 30 June 2025
2,628,147
902,952
3,531,099
Depreciation and impairment
Balance at 30 June 2023
1,882,967
437,795
2,320,762
Depreciation
215,053
109,449
324,502
Balance at 30 June 2024
2,098,020
547,244
2,645,264
Depreciation
173,301
109,448
282,749
Balance at 30 June 2025
2,271,321
656,692
2,928,013
Net book value
at 30 June 2024
516,477
355,708
872,185
at 30 June 2025
356,826
246,260
603,086
12. INTANGIBLE ASSETS
Cost
Capitalised
development
costs
Balance at 30 June 2023
4,297,207
Additions
165,674
Balance at 30 June 2024
4,462,881
Additions
208,985
Balance at 30 June 2025
4,671,866
Amortisation and impairment
Balance at 30 June 2023
2,601,842
Amortisation
483,080
Impairment
615,356
Balance at 30 June 2024
3,700,278
Amortisation
269,381
Impairment
625,870
Balance at 30 June 2025
4,595,529
Net book value
at 30 June 2024
762,603
at 30 June 2025
76,337
Impairment testing for intangible assets
Assets not ready for use
The Group has capitalised development costs of $173,558 (2024: nil) in relation to certain intangible assets not yet ready for use. In accordance with
AASB 136 Impairment of Assets, intangible assets not yet available for use are required to be tested for impairment annually, or more frequently if
indicators of impairment exist.
Indicators of Impairment
During the year, the Group incurred continued operating losses and has not secured signed customer contracts to support future revenue streams.
While management continues to pursue commercialisation opportunities, the absence of binding agreements or other objective evidence of cash
inflows was considered an indicator of impairment under AASB 136.
33
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
Recoverable Amount Assessment
Management considered both the fair value less costs of disposal (FVLCD) and the value in use (VIU) of the intangible asset:
•
There is no active market for the asset that could provide a reliable measure of FVLCD.
•
Forecast cash flows for VIU could not be supported on a reasonable and reliable basis given the current stage of development and the lack
of contracted revenue.
Accordingly, the recoverable amount of the intangible asset was assessed as nil.
Impairment Recognised
As the carrying amount of the intangible asset of $173,558 exceeded its recoverable amount, a full impairment loss of $173,558 has been recognised
in profit or loss for the year ended 30 June 2025.
Future Prospects
Management continues to explore commercialisation opportunities and will revisit the carrying value of the project when objective evidence of
value (such as signed contracts or observable market transactions) emerge in future reporting periods.
Whilst management strongly believes in the economic and commercial viability of these assets based on recent product testing and
commercialisation activities, an impairment charge of $173,558 was recognised for compliance with the accounting standards.
Assets ready for use
For assets ready for use and being amortised, the Group conducted its annual impairment review in accordance with AASB 136 – Impairment of
Assets. Although the Group continues to achieve strong gross margins from the sale of products and services linked to these intangible assets, the
following factors triggered an impairment assessment:
Significant year-on-year decline in sales revenue over the past three financial years;
Increasing net losses, despite stable or improving product margins;
A soft market environment and a long commercialisation cycle, which have delayed expected revenue growth and cash inflows.
As such, for these impacted assets, a recoverable amount assessment was carried out based on a Relief from Royalty Method (RRM) model. The
following are the key assumptions used in the expected RRM model:
A post tax discount rate of 25%
Revenue from commercialisation increases in the 2026 financial year with continued increases over the lesser of the remaining useful life
of the asset or the five-year forecast period at growth rates between 20% and 100%
Probability weighted scenarios between 10% to 75% with respect to the success of commercialisation efforts
A royalty relief rate of 5%
Taxable rate of 30%
Based on the above, impairment was identified as the recoverable amount exceeded the carrying amount.
Management believes these assets are commercially viable and as such economic benefits may be realised in the future. The Group will continue
pursuing opportunities to commercialise these assets. However, given that the recoverable amount as at the balance date has been determined to
be lower than the carrying amount and the remaining carrying amount would be negligible, an impairment to adjust recoverable amount to zero
has been recorded for these assets. The impairment loss of $452,312 (2024: $615,356) has been recognised in the statement of profit or loss and
other comprehensive income in the current period.
Together with the impairment on Assets not Ready for Use, the total impairment adjustment was $625,870 in the current period (2024: $615,356).
13. TRADE AND OTHER PAYABLES
2025
2024
Trade payables
410,288
516,307
Other payables
312,181
413,818
Interest payable
10,920
25,654
Total
733,389
955,779
All amounts are short-term. The carrying values of trade payables are a reasonable approximation of fair value.
14. LEASE LIABILITIES
2025
2024
Lease payments during the period:
Principal payments
157,083
136,498
Interest
51,274
65,345
Total
208,357
201,843
Minimum future rental payments under non-cancellable leases:
Current
215,363
208,358
34
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
Non-current
280,766
496,129
Total
496,129
704,487
Present value of future minimum rental payments under leases:
Lease liability - current
180,293
157,083
Present value of lease liability - non-current
263,399
443,692
Total
443,692
600,775
The Company leases its corporate office which includes laboratories and a warehouse under one agreement. This facility is used for administration,
research and operational activities and has a remaining lease term of 2.25 years. Where a right to control an asset specified in a lease agreement
exists, the Company recognises a right-of-use asset, representing its right to use the underlying leased asset, and a lease liability representing its
obligation to make lease payments. Lease liabilities are recognised similarly to financial liabilities with cash repayments recorded into a principal
portion and an interest portion and they are presented as such in the statement of cash flows. Assets and liabilities arising from a lease are initially
measured on a present value basis. The measurement includes non-variable lease payments expected to be incurred for the term of the lease. The
term of the lease is determined by reference to non-cancellable periods and those periods subject to exercise of an option, where that option is
considered reasonably certain to be exercised.
15. BORROWINGS
2025
2024
Current borrowings:
Line of credit
483,206
368,651
Total
483,206
368,651
Non-current borrowings:
Shareholder loan
1,539,250
-
Accrued interest
79,266
-
Total
1,618,516
-
(a) Shareholder Loan
On 23 December 2024, the Company entered into an unsecured loan with its two largest shareholders, Colinton Capital Partners Pty LTD (“CCP”)
and Wentworth Williamson Management Pty Limited (“WW”) to provide working capital funding. The facility carries a face value of $982,500
(A$1,500,000 in total with A$1,250,000 funded by CCP and A$250,000 funded by WW). The loan carries an interest rate of 15%. On 30 June 2025,
the Company signed an amendment to the loan extending its maturity to 1 September 2026.
On 30 June 2025, the Company entered into a second unsecured loan with CCP and WW. The facility carries a face value of $687,750 (A$1,050,000
in total with A$850,000 funded by CCP and A$200,000 funded by WW). The loan carries an interest rate of 15% and matures on 1 September 2026.
As of 30 June 2025, the Company had drawn $556,750 of this loan, leaving future availability of $131,000 as at the reporting date.
(b) Extinguishment of debt in the prior reporting period
In the prior year, the Company had an outstanding convertible note with an existing shareholder (CCP) with a face value of $4.8M (A$7.0 M). On 8
May 2024, as part of the capital raise and refinancing transaction (refer to Note 20), the Company issued 549,306,692 shares in full settlement of
the convertible note and the accrued interest thereon. The total accrued interest on the convertible note through 7 May 2024 was $0.8 million
(A$1,239,600).
The convertible note was considered a hybrid instrument with host and derivative liability components. When initially recorded, the derivative
liability was measured at fair value and separated from the host liability. Prior to the conversion of the convertible note into shares, the derivative
liability was adjusted to its fair market value on 7 May 2024, resulting in a YTD gain in the prior year from changes in fair valuation of $179,065 (also
refer to Note 16).
With the conversion into shares, the convertible note (along with the derivative liability component) was extinguished and derecognised from the
financial statements resulting in a gain on debt extinguishment of $1,154,786 through profit or loss.
2025
2024
Gain on debt extinguishment
-
1,154,786
(c) Line of Credit
The Company entered into a line of credit (“LOC”) agreement on 05 Apr 2022 with Alterna Capital Solutions to provide working capital funding. The
facility, as amended in August 2024, extends to February 2026 with automatic annual renewals thereafter. The LOC is an asset-based facility which
can be increased to $5.0 million with lender approval. The borrowing base of the line of credit consists of 90% of eligible accounts receivable plus a
calculated portion of inventory which, among other factors, will not exceed 50% of eligible inventory cost.
35
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
The interest rate at execution of the agreement was 8.25% and adjusts with changes in the Wall Street Journal Prime Rate. The applicable interest
rate at 30 June 2025 was 10.5%.
Costs incurred to obtain financing are deferred and amortised on a straight-line basis over the term of the financing facility. The unamortised
deferred financing costs are shown as a reduction of the carrying value of the related debt. The amortisation expense was $14,442 (2024: $19,256)
and is included in interest expense.
2025
2024
Line of credit liability
483,206
383,093
Unamortised deferred financing costs
-
(14,442)
Net carrying value of line of credit
483,206
368,651
Prior to year-end, Alexium was informed that Alterna, following its acquisition by Paychex, Inc, had revised its lending strategy and would no longer
provide funding secured by inventory. While the maximum facility limit remains unchanged, this revision has reduced the Company's practical access
to funding under the LOC as the borrowing base is now solely dependent on accounts receivable, which are currently below the threshold required
to access the full facility. This change took effect subsequent to year-end on 7 July 2025 at which time Alexium paid off the balance on the inventory
facility ($181,133).
16. GAIN ON EMBEDDED DERIVATIVE IN THE PREVIOUS REPORTING PERIOD
The convertible note (see Note 15) was considered a hybrid instrument with host and derivative liability components. When initially recorded, the
derivative is measured at fair value and separated from the host liability. Subsequently, changes in value are recorded in profit or loss upon
revaluation.
Prior to the conversion of the convertible note into shares, the derivative liability was adjusted to its fair market value on 7 May 2024,
resulting in a YTD gain in the prior year from changes in fair valuation of $179,065.
2025
2024
Gain on embedded derivative due to changes in fair valuation
-
179,065
On conversion of the previously issued convertible note into shares as part of the Capital Raise and Refinancing Transaction (see Note
20), the derivative liability component was also extinguished and included in the recognition of the total gain on debt extinguishment.
17. CONTRIBUTED EQUITY
2025
2024
2025
2024
Shares
Shares
$
$
(a) Issued capital
Ordinary shares fully paid
1,586,428,671
1,562,058,469
73,775,898
73,594,023
(b) Movement in share capital(1)
Balance at 01 July
1,562,058,469
651,389,760
73,594,023
66,610,771
Costs of capital raising
-
-
-
(174,213)
Issued capital from capital raise
-
347,356,400
-
2,997,028
Issued capital on debt conversion
-
549,306,692
-
4,010,323
Shares issued in lieu of directors' fees
24,370,202
14,005,617
181,875
150,114
Balance at 30 June
1,586,428,671
1,562,058,469
73,775,898
73,594,023
(1) See Note 20 for the detail of share capital movements between related party and third-party transactions
(c) Share appreciation rights (“SARs”)
At the discretion of the Board, the Company may make offers and issue share appreciation rights (SARs) to eligible individuals under the Plan.
Unless the Board determines otherwise, the award is calculated by multiplying a defined percentage by the fixed component of compensation.
Grant
Date
Vesting
Date
Opening
Price
(AUD)
Fully Vested
Target Price
(AUD)
FV at
Grant
(AUD)
Open
Balance
Granted
Forfeited
Expired
Outstanding
FY 25-Tranche 1
21-Nov-24
30-Sep-27
0.010
0.044
0.002
-
52,992,302
(1,076,923)
-
51,915,379
FY 25-Tranche 2
21-Nov-24
30-Sep-27
0.010
0.070
0.002
-
22,675,476
(460,817)
-
22,214,659
FY24
15-Nov-23
30-Sep-26
0.015
0.105
0.002 18,656,294
(467,444)
-
18,188,850
FY23
23-Sep-22
23-Sep-25
0.020
0.171
0.005
3,509,195
-
(292,153)
-
3,217,042
FY23-ELT
16-Nov-22
23-Sep-25
0.030
0.171
0.005 13,217,936
-
-
-
13,217,936
CEO Award
16-Nov-22
Various
0.030
0.150
0.006 16,131,415
-
-
-
16,131,415
FY22
23-Sep-21
23-Sep-24
0.076
0.148
0.038
8,901,455
-
-
(8,901,455)
-
Total
60,416,295 75,667,778
(2,297,337)
(8,901,455)
124,885,281
36
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
The objective of the plan is to:
(a)
provide an incentive and to reward, retain and motivate participants;
(b)
recognise the abilities, efforts, and contributions of participants to the performance and success of the Group; and
(c)
provide participants with the opportunity to acquire or increase their ownership interest in the Group.
Vested Rights:
(a)
Participants are entitled to the amount by which the closing share price exceeds the opening share price.
(b)
Shares will be issued in the amount equal to the closing share price less opening share price divided by closing share price then multiplied by
the vested and exercised SARs. Closing price is defined as the 20-day volume weighted average price (“VWAP”) as at the vesting date of the
relevant SAR.
Vesting Conditions:
The Board sets the vesting conditions for each SAR plan year using the following as general guidelines.
(a)
The Board sets the Fully Vested Target Price by applying a compounded annual growth rate (“CAGR”) on the opening share price for the term
of the relevant SAR. The opening price is the 20-day VWAP from the issuance date of the annual report or as set by the Board. Partial vesting
will begin at the approved minimum share price at an approved percentage of the total SAR grants. Vesting from the minimum share price
to the fully vested share price will occur on a linear scale between the minimum percentage of the total SAR grants and 100% of the total
SAR grants.
(b)
Continued employment through the vesting date.
The fair value of the SARs granted during the year were measured using a Monte Carlo simulation model at the grant date, with the following
inputs:
Grant
Date
Share Price at
Grant Date
(AUD)
FV at Grant
Date (AUD)
Expected
Volatility
(%)
Risk-free
Interest
Rate (%)
Dividend
Yield (%)
Expected
Term (years)
FY 25 -Tranche 1
21-Nov-24
0.0096
0.0019
55.00%
4.05%
0.00%
2.84
FY 25 -Tranche 2
21-Nov-24
0.0096
0.0017
55.00%
4.05%
0.00%
2.84
(d) Terms and conditions of contributed equity
Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders’
meetings. In the event of winding up of the Company, ordinary shareholders rank after all other shareholders and creditors and are fully entitled to
any proceeds of liquidation.
(e) Capital management
The Company’s objectives in managing capital are to safeguard the Company’s ability to continue as a going concern, so that it can continue to
provide returns to shareholders and benefits for the stakeholders and to maintain an optimal capital structure to reduce the cost of capital.
18. SHARE-BASED PAYMENTS
The following is the summary of movements in share-based payments along with the amounts expensed during the year:
2025
2024
Number
$
Number
$
Shares in lieu of director's fees
24,370,202
66,875
14,005,617
70,364
Shares in lieu of director's fees to be issued
26,173,905
143,125
14,452,947
115,000
Total
50,544,107
210,000
28,458,564
185,364
In addition to the information presented above, share appreciation rights expensed during the year were $88,144 (2024: $40,304). See Note 17(c)
for plan details.
37
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
19. NOTES TO THE STATEMENT OF CASH FLOWS
(a) Cash and cash equivalents
2025
2024
Cash on hand
662,450
2,053,000
(b) Reconciliation of operating loss after income tax to net cash used in operating activities
Operating loss after income tax
(3,926,289)
(2,760,710)
Non-cash items:
Depreciation, amortisation and impairment of non-current assets
1,178,000
1,422,939
Share-based payments
298,144
225,668
Amortisation on borrowings
-
286,326
(Gain) on fair value movement- embedded derivative
-
(179,065)
Loss on debt extinguishment
-
(1,154,787)
Interest expense accrued not paid
64,532
17,273
Interest expense settled via note conversion
-
532,482
Changes in assets and liabilities net of effect of purchase of subsidiaries:
(Increase) / Decrease in trade and other receivables
484,089
151,747
(Increase) / Decrease in inventories on hand
(491,773)
264,929
(Increase) / Decrease in other current assets
12,470
19,386
Increase / (Decrease) in trade and other payables
(219,864)
(39,708)
Increase / (Decrease) in other current liabilities
23,211
20,585
Net cash (used in) operating activities
(2,577,480)
(1,192,935)
20. CAPITAL RAISE TRANSACTION
In the previous fiscal year, the Company strengthened its cash position by undertaking a capital raise and refinancing transaction (“Transaction”) via
a fully underwritten entitlement offer and placement. The Transaction was completed in May 2024, raising an additional $3.0 million in funds.
Related to the Transaction, Colinton Capital Partners (“CCP”) provided a bridging loan of US$1.3 million (A$2.0 million) to the Company to allow it
to continue to pursue a number of significant near-term opportunities while the Company sought the necessary shareholder approvals for the
Transaction. Once shareholder approval was obtained and the Rights Offer completed, the bridging loan principal was applied to meet CCP’s
commitments with respect to the equity raise.
Furthermore, the Company’s existing convertible note with CCP with a face value of $4.8 million (A$7.0 million) along with the accrued interest
thereon was converted to shares as part of the Transaction.
See below for a summary of the Transaction amounts in both shares and values.
Shares
Value (USD)
Issue
Date
Third Party
Related
Party
Total
Third
Party
Related
Party
Total
Non-Cash
Trans
Net Cash
(Before
Exp)
Placement
6-May
-
27,350,000
27,350,000
-
235,979
235,979
-
235,979
Rights Offering
6-May
31,224,667
171,144
31,395,811
269,410
1,477
270,887
-
270,887
Shortfall Shares
6-May
3,379,820
-
3,379,820
29,162
-
29,162
-
29,162
Underwriting Shares
6-May
100,430,205
133,906,940
234,337,145
866,522
1,155,362
2,021,884
-
2,021,884
Underwriting Placement
7-May
14,954,410
19,939,214
34,893,624
129,028
172,038
301,066
-
301,066
Placement
7-May
16,000,000
-
16,000,000
138,050
-
138,050
-
138,050
Note Conversion
8-May
-
549,306,692
549,306,692
-
4,010,323
4,010,323
4,010,323
-
Total
165,989,102
730,673,990
896,663,092
1,432,172
5,575,179
7,007,351
4,010,323
2,997,028
Included in Third-party transactions above are shares issued to Wentworth Williamson as part of the underwriting (100,430,205) and underwriting
placement (14,954,410). At the time of the Transaction, Wentworth Williamson was not considered a related party. In FY25, James Williamson,
founder and Chief Investment Officer for Wentworth Williamson, was appointed as a non-executive director of the Company and is now considered
to be a related party. He has an interest in and voting control of all of the shares owned by Wentworth Williamson.
38
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
21. RELATED PARTY TRANSACTIONS AND BALANCES
Balances and transactions between the Company and its subsidiary, which is a related party of the Company, have been eliminated on consolidation
and are not disclosed in this note. Details of transactions between the Company and other related parties are disclosed below.
(a) Compensation of key management personnel
The remuneration of directors and other members of key management personnel during the year was as follows:
2025
2024
Short-term employee benefits:
Salary and fees
876,984
857,500
Non-monetary benefits
29,823
109,469
Total short-term benefits
906,807
966,969
Post-employment benefits - defined contribution retirement plans
17,284
25,831
Share-based compensation
281,400
299,611
Termination benefits
-
71,009
Total remuneration
1,205,491
1,363,420
Detailed remuneration disclosures are provided in the Remuneration Report section of the Directors’ Report.
(b) Other transactions and outstanding balances with related parties
During the year, the following transactions occurred with entities that are either related to or controlled by key management personnel:
2025
2024
Interest expense on shareholder loan
76,768
-
Interest expense on convertible note
-
608,976
Both of the above amounts are reported in Interest Expense in the Consolidated Statement of Profit or Loss and Other Comprehensive Income.
The following related-party balances were reported in Borrowings in the Consolidated Statement of Financial Position as of the reporting date.
2025
2024
Shareholder loan
1,539,250
-
Accrued interest on shareholder loan
79,266
-
See Note 15 for additional information.
22. SEGMENT REPORTING
The financial results from this segment are equivalent to the financial statements of the Company as a whole. Geographic information of revenue
and non-current assets excluding financial instruments are as follows:
2025
Australia
US
Total
Revenue
-
3,921,730
3,921,730
Interest earned
28,717
12,025
40,742
Depreciation, amortisation and impairment expenses
-
1,178,000
1,178,000
Interest expense
80,637
101,769
182,406
Property, plant and equipment
-
356,826
356,826
Right of use asset
-
246,260
246,260
Intangible assets
-
76,337
76,337
2024
Australia
US
Total
Revenue
-
5,892,824
5,892,824
Interest earned
20,909
5,656
26,565
Other income
-
50
50
Depreciation, amortisation and impairment expenses
-
1,422,939
1,422,939
Interest expense
923,405
135,591
1,058,996
Property, plant and equipment
-
516,477
516,477
Right of use asset
-
355,708
355,708
Intangible assets
-
762,603
762,603
39
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
23. INVESTMENTS IN CONTROLLED ENTITIES
Percentage Owned
(ordinary shares)
Country of
Incorporation
2025
2024
Parent Entity
Alexium International Group Limited
Australia
-
-
Subsidiaries of Alexium International Group Limited
Alexium Inc.
USA
100
100
The parent entity has an interest free intercompany receivable from Alexium Inc. amounting to $47,017,482 (2024: $44,399,338). Balances between
the parent company and its subsidiary, however, are eliminated on consolidation in the Consolidated Statement of Financial Position.
24. FINANCIAL INSTRUMENTS
(a) Interest rate risk exposures
The Company is exposed to interest rate risk through primary financial assets and liabilities. The carrying amounts of financial assets and financial
liabilities held at the balance sheet date approximate their estimated net fair values and are given below. The net fair value of a financial asset or a
financial liability is the amount at which the asset could be exchanged, or liability settled in a current transaction between willing parties after
allowing for transaction costs.
The Company’s exposure to interest rate risk and the effective weighted average interest rate for classes of financial assets and financial liabilities:
Weighted average
Variable
Fixed Interest Rate and Maturity Dates
Non-
effective interest
rate
interest
rate
< 1 Year
1-5 Years
5+ years
interest
bearing
Total
%
$
$
$
$
$
$
2025
Financial Assets
Cash and cash equivalents
1.53
662,450
-
-
-
-
662,450
Trade and other receivables/other
financial assets
-
-
-
-
-
411,114
411,114
Total Financial Assets
662,450
-
-
-
411,114
1,073,564
Financial Liabilities
Trade and other payables
-
-
-
-
-
733,389
733,389
Line of Credit
10.99
483,206
-
-
-
-
483,206
Shareholder Loan
15.00
-
-
1,578,450
-
-
1,578,450
Lease liabilities
9.66
-
180,293
263,399
-
-
443,692
Total Financial Liabilities
483,206
180,293
1,841,849
-
733,389
3,238,737
2024
Financial Assets
Cash and cash equivalents
3.20
2,053,000
-
-
-
-
2,053,000
Trade and other receivables/other
financial assets
-
-
-
-
-
895,203
895,203
Total Financial Assets
2,053,000
-
-
-
895,203
2,948,203
Financial Liabilities
Trade and other payables
-
-
-
-
-
955,779
955,779
Line of Credit
13.37
-
368,651
-
-
-
368,651
Lease liabilities
9.66
-
157,083
443,692
-
-
600,775
Total Financial Liabilities
-
525,734
443,692
-
955,779
1,925,206
The Company’s shareholder loan and lease liabilities bear interest at fixed rates over their respective terms. As a result, they are not exposed to
changes in market interest rates and have been included in the fixed interest rate category in the table above. No interest rate sensitivity analysis
has been presented for these liabilities as changes in market interest rates would not have a material impact on their carrying amounts or future
cash flows
40
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
(b) Interest rate risk
At the reporting period end date, if interest rates had increased by 1% from the year end variable rates with all other variables held constant, after-
tax profit and equity for the Company would have increased by $1,792 (2024: $20,530) based on cash and cash equivalents and variable interest
rate debt. The 1% sensitivity is based on reasonable possible changes using an observed range of historical interest rate movements.
(c) Foreign currency risk
A large proportion of the Company’s revenues, cash inflows, other expenses, capital expenditure and commitments are denominated in US dollars
with smaller, less frequent transactions in Australian dollars. Exposure to foreign exchange risk may result in the fair value of future cash flows of a
financial instrument fluctuating due to movement in foreign exchange rates of currencies in which the Company holds financial instruments which
are other than the US dollar reporting currency. With instruments being held by overseas operations, fluctuations in the Australian dollar may impact
the Company’s financial results.
(d) Credit risk
Credit risk arises from the Company’s financial assets which are comprised of trade receivables. The Company's exposure to credit risk arises from
potential default of the counterparty, with a maximum exposure equal to the carrying amount of these instruments. The Company does not hold
any credit derivatives to offset its credit exposure. The Company’s exposure to credit risk is minimal. Furthermore, to the extent the Company has
borrowed against the receivables in conjunction with its line of credit agreement with Alterna Capital, the lender provides credit insurance against
the eligible collateral which provides additional mitigation of credit risk. Total bad debt expense for the year was Nil (2024: Nil). Past experience has
shown no instances of credit losses, and accordingly, no allowance for expected credit losses has been recognised at the reporting date. Due to the
Company’ low exposure to significant credit risk and past experience of nil credit losses, a formal credit risk management policy is not considered
necessary at this time. The Company monitors outstanding receivables on an ongoing basis and follows up on overdue amounts promptly.
(e) Liquidity risk
The Company manages liquidity risk by continuously monitoring scheduled debt servicing payments for long-term financial liabilities as well as
forecasted cash inflows and outflows due in day-to-day business. Liquidity needs are monitored in various time bands, on a day-to-day basis, as well
as based on a rolling 30-day projection. Long-term liquidity needs for a 180-day and 360-day period are identified monthly. Net cash requirements
are compared to available borrowing facilities to determine headroom or shortfalls.
The Company’s non-derivative financial liabilities have contractual maturities as summarised below:
Current
1-5 Years
5+ years
2025
Trade and other payables
733,389
-
-
Lease liabilities
215,363
280,766
-
Borrowings
483,206
-
-
Shareholder loan
-
1,618,516
-
Statement of financial position exposure
1,431,958
1,899,282
-
2024
Trade and other payables
955,779
-
-
Lease liabilities
208,358
496,129
-
Borrowings
368,651
-
-
Statement of financial position exposure
1,532,788
496,129
-
(f) Fair values of financial assets and liabilities
Cash and cash equivalents
The carrying amount approximates fair value because of their short-term to maturity.
Trade receivables and trade creditors
The carrying amount approximates fair value.
Financial assets and financial liabilities measured at fair value in the statement of financial position are grouped into three levels of a fair value
hierarchy. The three levels are defined based on the observability of significant inputs to the measurement, as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities.
Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.
Level 3: unobservable inputs for the asset or liability.
There were no other financial assets and liabilities other than cash, trade receivables and payables, leases, and borrowings at the close of the
reporting periods.
41
ALEXIUM INTERNATIONALGROUP LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2025
Measurement of fair value of financial instruments
The Company’s finance team performs valuations of financial items for financial reporting purposes, including Level 3 fair values, in consultation
with third party valuation specialists for complex valuations. Valuation techniques are selected based on the characteristics of each instrument, with
the overall objective of maximising the use of market-based information. Valuation processes and fair value changes are discussed among the audit
committee and the valuation team at least every year.
25. PARENT ENTITY INFORMATION
The following details information related to the parent entity, Alexium International Group Limited. The information presented here has been
prepared using consistent accounting policies as presented in Note 2.
2025
2024
Current assets
161,020
1,755,957
Non-current assets
2,002,614
(4,917,481)
Total Assets
2,163,634
(3,161,524)
Current liabilities
143,040
140,699
Long term liabilities
1,618,516
-
Total liabilities
1,761,556
140,699
Total equity
402,078
(3,302,222)
Income (Loss) for the year
3,943,651
(6,752,648)
26. INTEREST EXPENSE
Interest expense recognised for the reporting periods consisted of the following:
2025
2024
Interest expense for borrowings at amortised cost:
Convertible note coupon interest
-
608,976
Convertible note effective interest amortisation
-
314,429
Subtotal
-
923,405
Shareholder loan interest
76,768
-
Interest Expense-Line of Credit
43,723
63,647
Interest Expense-Capital Lease
54,683
67,806
Interest Expense Other
7,232
4,138
Total Interest Expense
182,406
1,058,996
27. COMMITMENTS AND CONTINGENCIES
The Company does not have any commitments or contingencies beyond those disclosed in the financial statements or the notes above.
28. DIVIDENDS
No dividend has been declared or paid during the current financial year or the prior financial year. The Company does not have any franking
credits available for current or future years as it is not in a tax paying position.
29. SUBSEQUENT EVENTS
On 7 July 2025, Alexium paid off the balance of the inventory facility portion of the LOC with Alterna ($181,133) due to Alterna’s decision to eliminate
inventory-backed financing arrangements. Refer to Note 15 for further details.
On 1 August 2025, Dr Brookins resigned from his position as Executive Director of the Company and its subsidiary, effective on that date. Dr Brookins
also provided notice of his resignation as Chief Technology Officer (CTO) from the Company, effective 27 October 2025. Following the conclusion of
his employment, Dr Brookins will provide consulting services to the Company to support the transition of his responsibilities. The consulting
arrangement is expected to continue through 30 April 2026 unless terminated earlier by either party and may continue on a month-to-month basis
up to 12 months following the end of his employment.
On 8 August 2025, the Company entered into a third unsecured loan with CCP in the amount of $195,000 (A$300,000). The loan carries an interest
rate of 15% and matures on 1 September 2026.
Other than as noted above, there has not arisen any item, transaction, or event of a material and unusual nature, which in the opinion of the
Directors of the Company, is likely to significantly affect the operations of the Company, the results of those operations, or the state of affairs of the
Company, in future financial years.
CONSOLIDATED ENTITY DISCLOSURE STATEMENT
42
ALEXIUM INTERNATIONALGROUP LIMITED
Name of entity
Type of entity
Trustees,
partner, or
participant in
joint venture
Percentage
share capital
held
Country of
incorporation
Australian
resident or
foreign resident
(for tax
purposes)
Foreign tax
jurisdiction(s)
of foreign
residents
Alexium International Group Limited
Body corporate
n/a
n/a
Australia
Australia
n/a
Alexium, Inc.
Body corporate
n/a
100
United States
of America
Foreign
United States
of America
1. Basis of Preparation
This Consolidated Entity Disclosure Statement (CEDS) has been prepared in accordance with the Corporations Act 2001 and includes required
information for each entity that was part of the consolidated entity as at the end of the financial year.
2. Consolidated entity
This CEDS includes only those entities consolidated as at the end of the financial year in accordance with AASB 10 Consolidated Financial Statements
(AASB 10).
3. Determination of Tax Residency
Section 295 (3A) of the Corporations Act 2001 defines tax residency as having the meaning in the Income Tax Assessment Act 1997. The
determination of tax residency involves judgment as there are currently several different interpretations that could be adopted, and which could
give rise to a different conclusion on residency.
In determining tax residency, the consolidated entity has applied the following interpretations:
Australian tax residency
The consolidated entity has applied current legislation and judicial precedent, including having regard to the Tax Commissioner's public guidance.
Foreign tax residency
Where necessary, the consolidated entity has used independent tax advisers in foreign jurisdictions to assist in its determination of tax residency to
ensure applicable foreign tax legislation has been complied with.
DIRECTORS’ DECLARATION
43
ALEXIUM INTERNATIONALGROUP LIMITED
The Directors of the Company declare that:
1.
The financial statements, comprising the consolidated statement of profit or loss and other comprehensive income, the consolidated
statement of financial position, consolidated statement of cash flows, consolidated statement of changes in equity and accompanying
notes, are in accordance with the Corporations Act 2001 and:
a.
comply with Accounting Standards and the Corporations Regulations 2001, other mandatory professional reporting requirements
b.
give a true and fair view of the Company’s financial position as at 30 June 2025 and of its performance for the year ended
on that date; and
c.
comply with International Financial Reporting Standards as disclosed in Note 2.
2.
The remuneration disclosures included in the Directors’ Report (as part of the audited Remuneration Report) for the year ended 30 June
2025, comply with section 300A of the Corporations Act 2001 (Cth).
3.
In the Directors’ opinion, there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become
due and payable.
4.
The Directors have been given the declarations by the Chief Executive Officer and Vice President, Finance required by section 295A
of the Corporations Act 2001 (Cth).
5.
With regard to the Consolidated Entity Disclosure Statement, the statement is true and correct and complies with the requirements
of Section 295 of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the directors by:
Simon Moore
Interim Chair
Dated: 28 August 2025
INDEPENDENT AUDITOR’S REPORT
44
ALEXIUM INTERNATIONALGROUP LIMITED
INDEPENDENT AUDITOR’S REPORT
45
ALEXIUM INTERNATIONALGROUP LIMITED
INDEPENDENT AUDITOR’S REPORT
46
ALEXIUM INTERNATIONALGROUP LIMITED
INDEPENDENT AUDITOR’S REPORT
47
ALEXIUM INTERNATIONALGROUP LIMITED
SHAREHOLDER INFORMATION
48
ALEXIUM INTERNATIONALGROUP LIMITED
The shareholder information set out below was applicable as of 13 August 2025.
Quoted equity securities
1,586,428,671 fully paid ordinary shares are held by 3,505 shareholders.
Shareholder distribution
The number of shareholders, by size of holding, are:
Holding Range Units
Holders
Total Units
% Issued
Share Capital
1
-
1,000
425
166,465
0.01%
1,001
-
5,000
672
1,913,421
0.12%
5,001
-
10,000
515
4,124,833
0.26%
10,001
-
100,000
1,370
50,762,520
3.20%
100,001
-
999,999,999
523
1,529,461,432
96.41%
3,505
1,586,428,671
100.00%
Unmarketable parcels
Holding Range Units
Holders
Total Units
% Issued Share Capital
Minimum parcel A$500 at $0.008 per unit
2,709
36,161,937
2.28%
Substantial holders
Rank
Name
Total Units
% Issued Share Capital
1
COLINTON CAPITAL PARTNERS PTY LTD
628,458,023
39.61%
2
COLINTON CAPITAL PARTNERS PTY LTD
175,468,680
11.06%
3
SANDHURST TRUSTEES LTD
170,573,358
10.75%
4
DR STUART LLOYD PHILLIPS & MRS FIONA JANE PHILLIPS
98,673,146
6.22%
Voting rights
The voting rights attaching to each class of equity securities are set out below:
Ordinary shares: On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each
share shall have one vote.
Options and Warrants: No voting rights.
Stock exchange listing
Quotation has been granted for all the ordinary shares of the company on all Member Exchanges of the Australian Stock Exchange Ltd.
Equity Security Holders
Twenty largest holders of quoted equity securities:
Rank
Name
Total Units
% Issued
Share Capital
1
COLINTON CAPITAL PARTNERS PTY LTD
628,458,023
39.61%
2
COLINTON CAPITAL PARTNERS PTY LTD
175,468,680
11.06%
3
SANDHURST TRUSTEES LTD
170,573,358
10.75%
4
DR STUART LLOYD PHILLIPS & MRS FIONA JANE PHILLIPS
98,673,146
6.22%
5
N & G TD PROPRIETARY LIMITED
36,000,000
2.27%
6
BNP PARIBAS NOMINEES PTY LTD
22,962,612
1.45%
7
DR PAUL STENSON
17,996,964
1.13%
8
DR ELYSE JANE PHILLIPS
13,332,692
0.84%
9
WILLIAM T BLACKBURN JR
12,000,000
0.76%
10
ROSHEEN GARNON
11,483,822
0.72%
11
MR MICHAEL JOSEPH DUHAMEL & MS KATHLEEN MARY BEAMAN
10,000,000
0.63%
11
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
10,000,000
0.63%
12
DUCKY'S LIFELINE PTY LTD
8,826,670
0.56%
13
MR CHEE MING YOUNG
8,472,057
0.53%
14
MR MARK SHANE AITKEN
8,000,000
0.50%
15
MR IAN MORTON & MRS DEBORAH MORTON
7,520,359
0.47%
16
BNP PARIBAS NOMS PTY LTD
7,310,378
0.46%
17
MR ROBERT NEAL BROOKINS
6,762,662
0.43%
18
CITICORP NOMINEES PTY LIMITED
6,538,474
0.41%
19
MABETH PTY LTD
6,400,000
0.40%
20
MR MARTIN KEITH THOMAS & MRS HELEN PATRICIA THOMAS
5,431,500
0.34%