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I-MAB2020
Annual Report
Amplifying Immunology
Contents
Chairman’s Letter
CEO Report
Financial Statements
Directors’ Report
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Shareholder Information
Company Directory
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Amplia Therapeutics Limited ACN 165 160 841 Chairman’s Letter
Dear Amplia Shareholders,
On behalf of your Board I would like to present you with the Amplia Therapeutics 2020
Annual Report.
The transformation of our Company, that I wrote of last year, has continued at a pace.
In some ways our evolution has not been as dramatic as some of the changes we witnessed
at the beginning of our newly refocused company in 2018-2019 but in many ways our
changes have been much more momentous for Amplia and its Shareholders. We are on
the cusp of becoming a clinical development company and the last year has been focused
on achieving all the underpinnings needed to make that happen. The key components
are leadership, capital and data. Our CEO, Dr John Lambert, has now been in that role
for a year and has done a stellar job on delivering on all those components. We remain a
frugal company ensuring that we use capital wisely and that our resources are focused
on taking the Company to the next development inflexion point and hence the next value
inflexion point.
As most of you would know, having assembled the data we need for the first clinical trial,
we have gone back to our shareholders and the market to raise the next tranche of capital
which will fund that trial through the 2020-21 year. Part of our excitement is that AMP945 is
a drug discovered and designed in Australia and it will enter its first clinical trial here as well.
Your Board has also moved through a level of transformation. When we brought the two
companies together in 2018, we established a Board that had equal representation from
both companies. That team worked well together to ensure a smooth transition over a
period of about 2 years. The changes we announced in February this year arose from
constructive discussion within a Board that had worked in a cohesive manner to both
recognise that the corporate transition was complete and, looking forward, to ensure that
the Board’s skills would be aligned with the future needs of the business. In February 2020
we moved from a Board of six directors to four, thereby allowing us the capacity to look for
new Board skills needed align with our move into the clinical development phase.
Last year I wrote of Simon Wilkinson who had been a champion of this company for many
years. Simon stepped down from the Board in February and almost immediately found that
he was facing some enormous health challenges that are ongoing as I write this report. I am
sure that you join me in wishing Simon and his family well.
In summary, Amplia is about to become a clinical-stage company which is a great and
exciting step for us all. Our small team, aided by external experts as needed, continues
to deliver to plan and advance our assets and the Company. I extend my thanks to all my
fellow Directors and the management team for their energy and commitment over the past
year. Special thanks to our CEO John Lambert for his leadership and sound management
that has ensured that we are ready to take Amplia to this next important stage in its growth
as a company.
Dr Warwick B Tong
Chairman
Annual Report 2020
1
Chairman’s Letter CEO Report
During the year since my last report, Amplia has taken great strides from being a preclinical stage company
to, today, being on the brink of initiating the Company’s first clinical trial of our leading FAK inhibitor, AMP945.
If successful, the clinical trial we plan to conduct will underpin later clinical trials in patients living with cancer
and fibrosis.
During the year we initiated and completed a panel of toxicology studies of AMP945 and, in the process,
accumulated a significant body of safety data which was required before Amplia can ethically test AMP945
in human volunteers. These studies are now complete and were funded in large part by the capital raisings
the Company ran in July 2019 and January 2020. While these safety studies were running, we put in place the
elements required for our planned Phase 1 trial. Specifically, we identified and selected a suitable clinical trial
site, sourced laboratory services and selected a vendor to manufacture capsules containing AMP945 required
for the trial. This pre-work has paid off as, now that the funds for the Phase 1 trial have been secured, we are
positioned to initiate the trial with minimal delay.
In the global context, the challenges presented by the coronavirus pandemic have been immense and many
companies working in our sector have had to suspend or delay ongoing and planned clinical studies. While
not completely unscathed by the impact of the pandemic, Amplia’s operations have so-far only been subject
to inconvenience, rather than suffering material impact. Going forward, we are closely monitoring events both
locally and globally and will implement risk mitigations against those risks that are within our control.
In parallel with preparing for the Phase 1 clinical trial, Amplia requested, and received, two Orphan Drug
Designations from the US FDA for AMP945, respectively for the treatment of pancreatic cancer and idiopathic
pulmonary fibrosis (IPF). By holding these Designations, the Company is entitled to receive a number of
regulatory incentives and, if FDA ultimately approves AMP945 for the treatment of either pancreatic cancer
or IPF, Amplia would qualify for seven years’ market exclusivity in FDA-administered markets. The Company
was particularly pleased to receive these Designations not only because they will aid our plans for the
commercialisation of AMP945, but also because they indicate our Company’s ability to engage constructively
with regulatory agencies in key commercial markets.
This year has also seen our Company establish and confirm our relationships with our key advisors. We were
pleased to welcome Professor Paul Timpson from the Garvan Institute as a new member of our Scientific
Advisory Board. Paul provides Amplia with some unique insights into FAK biology that, subject to the results
of our ongoing collaboration, we are very keen to test in the clinic. Further preclinical studies with other
collaborators are in play to fully assess the opportunities provided by both AMP886 and AMP945.
Finally, I take this opportunity to thank both the Amplia Board, the management team and our advisors for
their support during the year. Our CFO, Jeff Carter and Company Secretary, Andrew Cooke deserve particular
thanks because their work, often behind the scenes, both protects and supports the Company to the benefit
of all shareholders. Our company is at an exciting turning point and I look forward to us making real strides for
the benefit of our shareholders and, ultimately, the patients whose lives we hope to improve.
Dr John Lambert
CEO and Managing Director
2
Amplia Therapeutics Limited
CEO Report Financial Statements
for the year ended 31 March 2020
Amplia Therapeutics Limited
ACN 165 160 841
Contents
Directors’ Report
Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Auditor’s Report
Shareholder Information
Amplifying Immunology
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Annual Report 2020
3
Directors’ Report
Your directors present their report on Amplia Therapeutics Limited (the “Company” or “Amplia”) and its
subsidiaries (together the “Group”) for the year ended 31 March 2020.
DIRECTORS
The names of directors in office at any time during or since the financial year are:
Warwick Tong
Robert Peach
Christopher Burns
John Lambert (appointed 6 February 2020)
Simon Wilkinson (retired 6 February 2020)
Christian Behrenbruch (retired 6 February 2020)
Andrew Cooke (retired 6 February 2020)
INFORMATION ON DIRECTORS AND COMPANY SECRETARY
Details of the directors’ qualifications, experience and responsibilities, for directors as at the date of this report,
are detailed below:
Warwick Tong (MB ChB MPP GAICD – 69 years) – Non-Executive Director
(appointed 4 May 2018)
Dr Tong is a NZ trained physician with more than 25 years’ experience in the Pharmaceutical and
Biotechnology industry. After his early career in General Medical Practice Warwick has held a wide variety
of roles in the pharmaceutical and biotech industry in NZ(Glaxo) Singapore (GlaxoWellcome) London (GSK),
Boston (Surface Logix) and Melbourne (CTx - Cancer Therapeutics CRC). His roles have included; Medical
Director, Regional Business Development Director (Asia Pacific), Commercial Strategy Director (International)
and SVP Development (USA). He was CEO and Director of CTx from 2011 until April 2018 and is Director and
Chair of the CTx commercialisation company, CTxONE. He was Director and Chair of BioMedVic between
May 2018 and December 2019. He is a member of the Governance Board of the ARC CoE in Convergent Bio
Nano Science, a member of the SAB of the Maurice Wilkins Centre in Auckland NZ, the Advisory Board of Cortex
Health, Melbourne, and a member of the Industry Advisory Board, School of Biomedical Sciences, University
of Melbourne and a Member of the CSIRO Manufacturing Business Advisory Committee. Warwick was
educated at the University of Auckland and Victoria University, Wellington, New Zealand and is a Graduate
of the Australian Institute of Company Directors. Warwick was appointed as a Non-Executive Director on
the 4th of May 2018 and Chairman on 25 May 2018. Warwick is a member of the Audit Committee and also a
Director of the Company’s wholly owned subsidiary Amplia Therapeutics (UK) LTD.
Robert Peach (Ph.D. – 64 years) – Non-Executive Director
Dr Peach has over 25 years of drug discovery and development experience in the Pharmaceutical and
Biotechnology industry. In 2009 he co-founded Receptos Limited, becoming Chief Scientific Officer and raising
US$59M in venture capital and US$800M in an IPO and three subsequent follow-on offerings. In August 2015
Receptos was acquired by Celgene for US$7.8B. Robert held senior executive and scientific positions in other
companies including Apoptos, Biogen Idec, IDEC and Bristol-Myers Squibb, supporting in-licensing, acquisition
and venture investments. His extensive drug discovery and development experience in autoimmune and
inflammatory diseases, and cancer has resulted in multiple drugs entering clinical trials and 3 registered drugs.
He is currently on the Board of Directors of AdAlta Pty Limited and Avalia Immunotherapies, and is a consultant
to several other biotechnology companies. Robert is the co-author of 70 scientific publications and book
chapters, and 26 patents and patent applications. He was educated at the University of Canterbury and the
University of Otago, New Zealand. He was appointed as a Non-Executive Director on 2 September 2015 and is
Chairman of the Remuneration Committee.
4
Amplia Therapeutics Limited
Directors’ Reportfor the year ended 31 March 2020 Christopher Burns (B.Sc. (Hons) PhD FRACI FRSC GAICD – 56 years)
– Non-Executive Director
Dr Burns is an experienced drug discovery leader having worked in various roles in pharma, biotech and
academia for 25 years. After completing a PhD in Organic Chemistry at the University of Melbourne Chris
undertook post-doctoral studies in the USA before moving to Pfizer UK, where he worked on a variety of
drug discovery projects. After 5 years he returned to Australia as a Research Fellow at the University of Sydney
with the CRC for Molecular Engineering and Technology and after two years moved to the biotechnology
company Ambri as Head of Chemistry. Chris then moved to the Melbourne-based biotech as Head of Medicinal
Chemistry and later as Research Director. During this time he led teams in the discovery of two anti-cancer
agents that have entered clinical trial, including the drug momelotinib which successfully completed Phase III
studies. Most recently Chris was a Laboratory Head at the Walter and Eliza Hall Institute of Medical Research
in Melbourne and currently holds executive roles with privately held biotechs MecRx, Certa Therapeutics and
OccuRx. Dr Burns is the inventor on over 30 patents and a co-author on over 50 scientific publications and is a
fellow of the Royal Society of Chemistry (UK) and the Royal Australian Chemical Institute. Chris was appointed
as a Non-Executive Director on the 4th of May 2018 and is Chairman of the Audit Committee.
John Lambert (B.Sc. (Hons) PhD GAICD – 55 years) – CEO and Managing Director
Dr Lambert was appointed CEO on 24 June 2019 and Managing Director on 6 February 2020. John has more
than 18 years of drug discovery and development experience. His prior appointments included leadership
roles in Drug Development, Operations Management and Drug Discovery (Biota Pharmaceuticals), primarily
working on the development of respiratory antiviral drugs. As a Senior Director at Medicines Development
for Global Health, John was a member of the team that received approval in 2018 from the US FDA for
moxidectin as a treatment for river blindness. Prior to working in industry John was an academic researcher
in organic, medicinal and biological chemistry (University of Melbourne, ANU and Harvard University).
John is an experienced manager of both in early and late development of therapeutics and has built and
led multidisciplinary project teams tasked with the objective of delivering clinical proof-of-concept for new
products. As such, his experience spans the entire spectrum of drug development from design of development
strategy through project management, manufacture, formulation, pre-clinical and clinical development and
regulatory affairs.
Andrew Cooke (LLB – 58 years) – Company Secretary
Mr Cooke holds a law degree from Sydney University and has extensive experience in law, corporate finance,
governance and compliance. As a Non-Executive Director and Company Secretary of a number of ASX-listed
companies he has over 25 years of boardroom experience and has developed a practical blend of legal and
commercial acumen. He has served as a consultant to listed, public and private companies in the resources,
property and biotech sectors focussing on stock exchange and regulatory compliance and a wide range of
corporate transactions. Andrew has been the Company Secretary since 11 October 2013. Andrew was appointed
as a Non-Executive Director on the 4th of May 2018. Andrew retired as a Non-Executive Director on 6 February
2020. He remained as the Company Secretary and is also a Director of the Company’s wholly owned subsidiary
Amplia Therapeutics (UK) LTD.
PRINCIPAL ACTIVITIES
The principal activity of the Company is development of its Focal Adhesion Kinase inhibiting (“FAKi”) drug
candidates AMP886 and AMP945. These assets represent highly attractive compounds for clinical development
possessing excellent potency and drug-like properties, biological selectivity, bioavailability, and manufacturing
scale-up potential. The Company is focused on the development of these drug candidates for potential use in
multiple indications including immuno-oncology and chronic fibrosis.
Annual Report 2020
5
OPERATING RESULTS
The Group total comprehensive loss after tax for the year ended 31 March 2020 was $2,219,474 (2019: Loss after
tax $1,869,958).
DIVIDENDS PAID OR RECOMMENDED
No dividends were paid or declared during the financial year or after reporting date.
REVIEW OF OPERATIONS
Amplia made significant progress in the development of its key pharmaceutical asset AMP945, a molecule with
promising potential for the treatment of both cancer and fibrotic diseases. The Company remains committed
to the development of FAKi. Operational highlights reported during the year include:
■■ Expansion of Amplia’s scientific and clinical advisory boards (March 2019 and February 2020)
■■ Promising preclinical efficacy data of AMP945 in a squamous cell cancer model (July 2019)
■■ Completion of GMP manufacture of AMP945 to be used in Amplia’s inaugural clinical trial of AMP945
(July 2019)
■■ Preliminary results from preclinical safety studies indicating no initial safety concerns (August 2019)
■■ Additional data showing AMP945’s superior selectivity for FAKi, relative to competitor molecules
(August 2019)
■■ United States FDA awarding an Orphan Drug Designation for AMP945 in the treatment of pancreatic cancer
(March 2020).
Amplia completed two successful rounds of capital raising. In July 2019, the Company raised a total of
$1.2 million through a Rights Issue, Private Placement and Directors and Management Placement. An
additional $0.9 million was raised in January 2020 in a funding round which included Platinum International
Healthcare Fund taking a substantial shareholder position in Amplia. The proceeds from these capital raisings
have been used to complete preclinical testing of Amplia’s lead asset, AMP945, such that the drug is on-track
for first clinical testing in human subjects later this year.
In June 2019, Dr John Lambert succeeded Mr Simon Wilkinson as CEO, and in February 2020, Amplia
announced several changes to the composition of its Board of Directors. These changes reflect the significant
progress that has been made following the acquisition of the Amplia assets in 2018. With this transition
complete, Dr Chris Behrenbruch, Mr Simon Wilkinson and Mr Andrew Cooke resigned as Directors and
Dr John Lambert was appointed as Managing Director. Mr Andrew Cooke remains as Company Secretary.
Subsequent to year end, in May 2020 Amplia was awarded, by the United States FDA, its second Orphan Drug
Designation for AMP945 in the treatment of idiopathic pulmonary fibrosis. The Company remains on track to
initiate clinical development of AMP945 starting in the second half of 2020.
Amplia has taken further steps to broaden its intellectual property position in relation to its key asset AMP945.
In March, the company lodged an international patent application covering the preferred salt form of AMP945
that will be used in the forthcoming clinical trials. If granted, the new application will provide additional patent
coverage for the preferred salt of AMP945 to 2039.
In March 2020, the World Health Organisation declared the outbreak of a novel coronavirus (COVID-19) as a
pandemic, which continued to spread throughout Australia and the World. The spread of COVID-19 has caused
significant volatility in Australian and international markets. There is significant uncertainty around the breadth
and duration of business disruptions related to COVID-19, as well as its impact on Australian and international
economies and, as such, the Company is unable to determine if it will have a material impact to its operations.
6
Amplia Therapeutics Limited
Directors’ Reportfor the year ended 31 March 2020 FINANCIAL POSITION
The Group loss after tax for the year ended 31 March 2020 was $2,219,474 (2019: $1,869,958). This result included
a non-cash share based compensation of $202,835 (2019: $244,396). Since 31 March 2019, the net assets of the
Group have decreased by $58,710 to be $8,605,765 at 31 March 2020.
Research and development expenses increased to $1,071,677 (2019: $678,419). This reflected Amplia’s focus on
positioning lead candidate AMP945 for a Phase I clinical trial in 2020. R&D activities included manufacturing
and formulation improvements and commencement of safety and tolerability studies.
General and Administration expenses were relatively unchanged i.e. $858,886 (2019: $860,833).
Share based compensation decreased to $202,835 (2019: $244,396). This is a non-cash expense and related
primarily to the amortisation of previously granted options to two Non-executive Directors, the former CEO
and the Operations Manager (now CEO) and the new issue of options to the new CEO on his appointment in
June 2020.
At balance date the Group held Cash and cash equivalents of $1,108,115 (2019: $1,240,909) and had no debt.
The key intangible asset is the exclusive worldwide license to develop and commercialise the drug candidates
AMP945 and AMP886. This is being carried at the deemed share consideration paid on acquisition i.e. $7,937,932.
In April 2020 the Company commissioned an update of the former valuation of this intangible asset. This
updated valuation exceeded the deemed total acquisition value of $7,937,932. Based on this updated valuation,
the Group believes that the carrying value for these assets at the deemed acquisition value remains appropriate.
On 1 April 2019, the Company had 41,023,303 shares on issue. During the year 25,439,882 shares were issued.
The number of shares on issue at 31 March 2020 was 66,463,185. A total of $2,149,413 was raised through the
issue of these shares during the year.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
There has been no significant change in the activities of the Company during the year. Amplia has continued to
be focused on the development of drug candidates AMP886 and AMP945 for application in immuno-oncology
and chronic fibrosis indications.
MATTERS SUBSEQUENT TO THE END OF THE FINANCIAL YEAR
No matter or circumstance has arisen since the end of the financial year which is not otherwise dealt with in
this report or in the Consolidated Financial Statements that has significantly affected or may significantly affect
the operations of the Group, the results of those operations or the state of affairs of the Group in subsequent
financial years.
FUTURE DEVELOPMENTS
Focal Adhesion Kinase or “FAK” has emerged as an important target in both fibrotic cancers such as pancreatic
and ovarian cancer as well as non-cancer fibrosis such as idiopathic pulmonary fibrosis. The FAK inhibiting
assets AMP886 and AMP945 which are now held by the Group through the acquisition of Amplia in 2018
represent highly attractive compounds for clinical development possessing excellent potency and drug-like
properties, biological selectivity, bioavailability and manufacturing scale-up potential.
The Group plans to advance the development of these drug candidates as rapidly as possible. The clinical
development plan currently envisages a healthy volunteer Phase 1 dose finding, safety and tolerability study in
Australia which is expected to provide the necessary data to underpin subsequent Phase 2 studies in patients.
As mentioned above, the spread of COVID-19 has caused significant volatility in Australian and international
markets. There is significant uncertainty around the breadth and duration of business disruptions related to
COVID-19, as well as its impact on Australian and international economies and, as such, the Company is unable
to determine if it will have a material impact to its future operations.
Annual Report 2020
7
ENVIRONMENTAL ISSUES
The Group was in compliance with all the necessary environmental regulations throughout the period and no
related issues have arisen since the end of the financial year to the date of this report.
PROCEEDINGS ON BEHALF OF COMPANY
No person has applied for leave of any court to bring proceedings on behalf of the Group or intervene in any
proceedings to which the Group is a party for the purpose of taking responsibility on behalf of the Group for all
or any part of those proceedings.
REMUNERATION REPORT
The Directors of the Group present the Remuneration Report for non-executive directors, executive directors
and other key management personnel (“KMP”), prepared in accordance with the Corporations Act 2001 and the
Corporations Regulations 2001.
Directors and KMP disclosed in this report
Name
Position
Directors
Warwick Tong
John Lambert
Chairman and Non-Executive Director
Chief Executive Officer and Managing Director (appointed CEO on 24 June 2019 and Managing
Director on 6 February 2020; formerly Operations Manager)
Robert Peach
Non-Executive Director
Christopher Burns
Non-Executive Director
Simon Wilkinson
Formerly Chief Executive Officer and Managing Director (resigned as CEO and Managing
Director on 23 June 2019; retired as a Non-Executive Director on 6 February 2020)
Christian Behrenbruch
Non-Executive Director (retired on 6 February 2020)
Andrew Cooke
Non-Executive Director and Company Secretary (retired as Non-Executive Director on
6 February 2020 and remains as Company Secretary)
Other KMP
Jeff Carter
Chief Financial Officer (CFO)
Role of the Remuneration Committee
The Remuneration Committee is a committee of the Board. Its primary purpose is to:
■■ Assist the Board in fulfilling its oversight responsibilities relating to the remuneration of officers, directors,
and executives of the Company.
■■ Advise the Board regarding the Company’s remuneration philosophies, practices, and procedures.
■■ Advise the Board regarding key senior management succession planning, including recruiting, hiring,
development, and retention, and termination of key senior executives.
The objective of the Committee, currently comprising Directors Dr Peach (chair) and Dr Burns is to ensure
that remuneration policies and structures are fair and competitive and aligned with the long-term interests
of the Company.
8
Amplia Therapeutics Limited
Directors’ Reportfor the year ended 31 March 2020 Non-executive directors’ remuneration policy
Fees and payments to non-executive directors reflect the demands, which are made on, and the responsibilities
of, the directors. For the financial year ended 31 March 2020, the Board approved an annual base fee of $30,000
for the Chairman and $20,000 for the other non-executive directors (which also covers serving on a committee),
paid six monthly in arrears. Long term incentives are provided through participation in the Employee Share
Option Plan. Mr Behrenbruch agreed not to receive any cash or equity compensation for being a non-executive
director of the Company. Dr Tong, Dr Peach and Dr Burns agreed to defer payment of their fees that were due
for the twelve months to 31 March 2020 until further notice. Mr Cooke agreed to defer payment, of his non-
executive director fee, that was due to the date of his retirement from the Board until further notice.
Non-executive directors’ fees are determined within an aggregate directors’ fee pool limit, which is periodically
recommended for approval by shareholders. The fee pool limit was set at $300,000 at the 2014 Annual
General Meeting.
There are no retirement allowances for non-executive directors, in line with guidance from the ASX Corporate
Governance Council on non-executive directors’ remuneration. Superannuation contributions to Australian
resident non-executive directors are made where required under the Australian superannuation guarantee
legislation.
Executive remuneration policy
The Remuneration Committee is responsible for approving remuneration packages applicable to executive
directors and other KMP of the Group. The Remuneration Committee is to ensure that the remuneration
package properly reflects the person’s duties and responsibilities and that the remuneration is competitive in
attracting, retaining and motivating people of high quality and standard.
Executive directors of the Group do not receive director’s fees and are not currently provided with retirement
benefits.
Executive directors and KMP are remunerated primarily by means of cash benefits and may receive cash
bonuses based on the achievement of individually set key performance indicators. However, the Group’s need
to preserve cash may result in the cash component of remuneration being insufficient to match that which
is offered by other companies to personnel in comparable positions or with similar skill sets. Accordingly,
the Group may use share options where necessary to mitigate this and to also provide for medium term
shareholder and KMP goal alignment.
To enable share options to be included as part of Director and KMP remuneration, an Employee Share Option
Plan was adopted by on 12 November 2013.
Annual Report 2020
9
Directors’ and other Key Management Personnel Remuneration – 31 March 2020
Details of the nature and amount of each element of the remuneration of each Director and KMP for the year
ended 31 March 2020, are shown in the table below:
Short-Term Benefits
Post-Employment
Benefits
Cash
Salary
and Fees
($)
Cash
Bonus
($)
Non-
monetary
Benefits
($)
Super-
annuation
($)
Retirement
benefits
($)
Long
Service
Leave
($)
Share
based
payments
(options)6
($)
Total
($)
2020
Directors
Non-Executive
Warwick Tong
Robert Peach
Christian
Behrenbruch
30,0001
20,0001
–
Christopher Burns
20,0001
Andrew Cooke
76,6672
Executive
Simon Wilkinson
136,9173
John Lambert
160,9734
Total Directors
444,557
KMP
Jeff Carter
Total KMP
90,3005
90,300
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
13,154
13,154
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
30,000
37,281
57,281
–
–
–
20,000
37,281
113,948
62,910
199,827
65,364
239,491
202,836
660,547
–
–
90,300
90,300
1. Director fees for the twelve months to 31 March 2020 were accrued but payment has been deferred until further notice.
2. Mr Cooke is also the Company Secretary and this amount includes fees for these services provided by Mr Cooke’s service
company, AJC Corporate Services Pty Ltd, of $5,000 per month i.e. $60,000 p.a. Payment of his director fees to the date of
retirement i.e. $16,667 has been deferred until further notice.
3. Mr Wilkinson was the CEO to 23 June 2019. This amount includes his annual salary of NZ$230,000 up to 23 September 2019
and a non-executive director fees of $6,667. No director fees were paid to Mr Wilkinson until he became a non-executive
director. From date of retirement Mr Wilkinson may be paid a monthly consulting fee of $1,000.
4. Dr Lambert’s services were provided by Dr Lambert’s service company, Parallax Consulting Pty Ltd up to his date of
appointment as CEO. On 16 August 2018 the Company entered into an hourly contract for his services for a maximum
of $3,400 per week. On 24 June 2019 Dr Lambert was appointed as CEO and receives an annual salary of $180,000 plus
statutory superannuation. No director fees were paid to Dr Lambert.
5. Mr Carter’s CFO services are provided by Mr Carter’s service company, Joblak Pty Ltd. The Company entered into a contract
for his services at $7,525 per month.
6. Share based payments have all been in the form of options.
The Board set no other performance criteria for KMP during the year to 31 March 2020 and no other bonuses
were paid to them.
10 Amplia Therapeutics Limited
Directors’ Reportfor the year ended 31 March 2020 Directors’ and other Key Management Personnel Remuneration – 31 March 2019
Details of the nature and amount of each element of the remuneration of each Director and KMP for the year
ended 31 March 2019, are shown in the table below:
Short-Term Benefits
Post-Employment
Benefits
Cash
Salary
and Fees
($)
Cash
Bonus
($)
Non-
monetary
Benefits
($)
Super-
annuation
($)
Retirement
benefits
($)
Long
Service
Leave
($)
Share
based
payments
(options)6
($)
Total
($)
2019
Directors
Non-Executive
Warwick Tong
Robert Peach
Christian
Behrenbruch
Christopher Burns
27,247
20,000
–
–
Andrew Cooke
78,1652
Michael Quinn
Andrew Sneddon
Christopher Collins
Elizabeth Hopkins
Executive
–
–
–
–
Simon Wilkinson
246,6113
Total Directors
372,023
KMP
Jeff Carter
John Lambert
Total KMP
90,3004
57,7585
148,058
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
27,2471
29,972
49,9721
–
–
–
–
29,972
108,137
–
–
–
–
–
–
–
–
143,191
389,802
203,135
575,158
–
90,300
41,261
99,019
41,261
189,319
1. Director fees for the six months to 31 March 2019 were accrued but payment has been deferred until further notice.
2. Mr Cooke is also the Company Secretary and this amount includes fees for these services provided by Mr Cooke’s service
company, AJC Corporate Services Pty Ltd, of $5,000 per month.
3. Mr Wilkinson was the CEO to 23 June 2019. This amount includes his annual salary of NZ$230,000 and payout of accrued
annual leave of NZ$26,538. No directors’ fees are paid to Mr Wilkinson.
4. Mr Carter’s CFO services are provided by Mr Carter’s service company, Joblak Pty Ltd. The Company entered into a contract
for his services at $7,525 per month.
5. Dr Lambert’s services are provided by Dr Lambert’s service company, Parallax Consulting Pty Ltd. On 16 August 2018 the
Company entered into an hourly contract for his services for a maximum of $3,400 per week. On 24 June 2019 Dr Lambert
was appointed as Chief Executive Officer and will receive an annual salary of $180,000 plus statutory superannuation.
6. Share based payments have all been in the form of options.
The Board set no other performance criteria for KMP during the year to 31 March 2019 and no other bonuses
were paid to them.
Annual Report 2020
11
Options issued as part of remuneration for the year ended 31 March 2020
Options may be issued to executives as part of their remuneration. The options are issued to encourage goal
alignment between executives, directors and shareholders.
No options were issued to Directors as part of remuneration during the year ended 31 March 2020. The following
options issued to KMP’s as part of remuneration during the year ended 31 March 2020.
2020
Date of Issue
Number
Vesting1
Strike Price
Expiry
Other KMP
John Lambert
Total Other KMP
1 Oct 19
1,200,000
1/4 annually
$0.165
24-Jun-24
1,200,000
Fair Value
($)
54,1681
54,168
1. Dr Lambert was appointed as Managing Director on 6 February 2020. These options were issued when he was not
a member of the Board. There are no performance conditions for the vesting of options unless otherwise noted.
The Remuneration Committee decided that time based vesting was the most appropriate form of vesting for the
Company. The fair value of the options issued was 4.51 cents each.
No other options were issued to Directors or other Key Management Personnel during the year to
31 March 2020.
Options issued as part of remuneration for the year ended 31 March 2019
The following options were issued to Directors and KMP’s as part of remuneration during the year ended
31 March 2019. The options issued to Directors were approved by shareholders at the Annual General Meeting
on 31 August 2018.
2019
Date of Issue
Number
Vesting1
Strike Price
Expiry
Directors
Non-Executive
Robert Peach
31 Aug 18
480,000
1/4 annually
$0.60
31 Aug 23
Andrew Cooke
31 Aug 18
480,000
1/4 annually
$0.60
31 Aug 23
Fair Value
($)
99,1302
99,1302
Executive
Simon Wilkinson
31 Aug 18
1,370,000
Total Directors
2,330,000
1/4 immediately
1/4 annually (4/5/19 & 4/5/20)
1/4 milestone based3
$0.60
31 Mar 22
233,0004
431,260
Other KMP
John Lambert
Total Other KMP
31 Aug 18
750,000
1/4 annually
$0.60
31 Aug 22
136,4705
750,000
136,470
1. There are no performance conditions for the vesting of options unless otherwise noted. The Remuneration Committee
decided that time based vesting was the most appropriate form of vesting for the Company.
2. The fair value of the options issued was 20.65 cents each.
3. These options vest on successful capital raise of or about $5 million or 4 May 2021 if not vested beforehand.
4. The fair value of the options issued was 17.01 cents each.
5. The fair value of the options issued was 18.20 cents each.
No other options were issued to Directors or other Key Management Personnel during the year to 31 March 2019.
12 Amplia Therapeutics Limited
Directors’ Reportfor the year ended 31 March 2020 Employment Contracts
John Lambert – CEO and Managing Director O(formerly Operations Manager)
On 16 August 2018, the Company entered into a consultancy agreement with Dr Lambert’s service company,
Parallax Consulting Pty Ltd. Pursuant to the terms of the Agreement, Dr Lambert’s company was paid a
maximum amount of $3,400 for 20 hours per week to perform the role of Operations Manager. The initial
term was for a fixed period of 12 months. It was also agreed that Dr Lambert would be issued 750,000 options
(as included in the 2019 remuneration table above). Dr Lambert was appointed as CEO on 24 June 2019.
His fixed remuneration from that date is $180,000 per annum plus statutory superannuation. Under
the agreement he was granted 1,200,000 options with an exercise price of $0.165 and an expiry date of
24 June 2024. Either party may terminate the Employment Agreement by the giving of three months’ written
notice to the other. Dr Lambert was appointed Managing Director on 6 February 2020.
Simon Wilkinson – Former CEO
On 26 June 2014, the Company entered into an Employment Agreement with Mr Wilkinson as CEO and
Managing Director. Pursuant to these terms, Mr Wilkinson was to be paid a salary of NZ$180,000 per annum
for the period 1 October 2013 to 31 December 2013 and thereafter NZ$230,000 per annum. Either party may
terminate the Employment Agreement by the giving of one month’s written notice to the other. Mr Wilkinson
stepped down as Managing Director and CEO on 23 June 2019.
Jeff Carter – CFO
On 1 May 2016, the Company entered into a consultancy agreement with Mr Carter’s service company,
Joblak Pty Ltd to 30 June 2017. Pursuant to the terms of the Agreement, Mr Carter’s company is paid a
monthly amount of $7,525 for Mr Carter to perform the part time role of Chief Financial Officer of the Company.
Non-Executive Directors
There are no contracts in place for non-executive directors.
Annual Report 2020
13
DIRECTORS’ AND OTHER KEY MANAGEMENT PERSONNEL EQUITY HOLDINGS
Options provided as remuneration and shares issued on the exercise of such options are outlined below.
i.
The terms and conditions of the options issued during the year ended 31 March 2020 can be found above
(“Options Issued as part of Remuneration for the year ended 31 March 2020”). The terms and conditions
of the options issued during the year ended 31 March 2019 can be found above (“Options Issued as part of
Remuneration for the year ended 31 March 2019”).
ii.
The number of unlisted options over ordinary shares in the company held by each director of the company
and other KMP (including related parties) of the Group are set out below including all options that are
vested are exercisable at year end.
Balance
at start of
the year1
Granted
during the
year as
compensation
Exercised
during
the year
Other
changes
during
the year*
Balance
at the end
of the year
Vested and
exercisable
at year end
Other
2020 – Options
Directors
Non-Executive
Warwick Tong
Christian Behrenbruch3
Christopher Burns
Robert Peach
Andrew Cooke3
Executive
–
–
–
480,000
480,000
Simon Wilkinson3
1,545,000
John Lambert
750,000
1,200,0006
Total Directors
3,255,000
1,200,000
Other KMP
Jeff Carter
Total Other KMP
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
165,0001
–
165,000
165,000
125,0001
(125,000)3
–
–
30,0001
500,0001
6311
–
–
–
30,000
30,000
980,000
620,000
480,063
120,063
(175,000)2
(1,370,000)3
–
–
50,0001
–
2,000,000
237,500
695,063
(1,495,000)
3,655,063
1,172,563
–
–
–
–
–
–
–
–
1. Received through participation in rights issue and/or Directors’ and Management placement as approved by shareholders.
2. Expired unexercised/lapsed during the year.
3. Director retired/resigned on 6 February 2020.
14 Amplia Therapeutics Limited
Directors’ Reportfor the year ended 31 March 2020 iii. The number of shares in the Company held by each director of the company and other KMP (including
personally related parties) of the Group are set out below
Balance
at start of
the year
Granted
during the
year as
compensation
Received
during the year
upon exercise
of options
Other
changes
during the
year
Balance at
the end of
the year
Other
2020 – Shares
Directors
Non-Executive
Warwick Tong
1,661,4281
Christian Behrenbruch3
2,492,1421
Christopher Burns
Robert Peach
Andrew Cooke3
Executive
Simon Wilkinson3
John Lambert
2,215,237
56,000
250
11,1124
–
Total Directors
6,436,169
Other KMP
Jeff Carter
Total Other KMP
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
330,0002
–
1,991,428
250,0002
(2,742,142)3
–
60,0002
1,000,0002
1252
–
–
–
–
(11,112)3
2,275,237
1,056,000
375
–
100,0002
–
100,000
1,740,125
(2,753,254)
5,423,040
–
–
–
–
–
–
1. These shares were subject to Voluntary Escrow for 24 months from 4 May 2018 and were issued in relation to the
acquisition of Amplia as approved by shareholders on 26 April 2018.
2. Received through participation in rights issue and/or Directors’ & Management placement as approved by shareholders.
3. Director retired/resigned on 6 February 2020. So the balance at year end is not applicable.
4. These shares were held directly by Mr Wilkinson’s spouse. However, they have been included in this disclosure as a
personally related interest.
Annual Report 2020
15
OTHER
Loans to Directors and Other Key Management Personnel
There were no loans to any directors of the Company or other KMP of the Group during the financial year
ended 31 March 2020.
Other Transactions with Directors and Other Key Management Personnel
There were no other transactions with directors of the Company or other KMP of the Group during the
financial year.
Consequences of Performance on Shareholder Wealth
In considering the Group’s performance and benefits for shareholder wealth, the Board have regard to the
following indices in respect of the current financial year and the previous four financial years:
Item
EPS (cents)
Dividends (cents)
Net profit/loss ($000)
Share Price – (cents)
End of Remuneration Report
2020
(4.58)
–
(2,219)
6
2019
(4.56)
–
(1,870)
14
2018
(19.0)
–
(4,297)
76
2017
(33.3)
–
(7,076)
765
2016
(27.3)
–
(4,943)
180
16 Amplia Therapeutics Limited
Directors’ Reportfor the year ended 31 March 2020 OPTIONS
At the date of this report unissued shares of the Group under option are:
Expiry Date
20 Aug 19
22 Oct 19
31 Mar 22
30 Jun 22
31 Aug 22
31 Aug 23
24 Jun 24
Exercise
Price
$
Number as at
31 March 2020
Number
exercised/
lapsed during
year ended
31 March 2020
Number
exercised/
lapsed post
reporting date
–
–
175,000
15,000
4.00
4.00
0.60
0.15
0.60
0.60
1,370,000
6,073,688
750,000
960,000
0.165
1,200,000
–
–
–
–
–
–
–
–
–
–
–
–
–
10,353,688
180,000
The number of shares under option, on the date of this report, was 10,353,688.
DIRECTORS’ INTERESTS
Particulars of Directors’ interests in shares and options as at the date of this report are as follows:
Warwick Tong
Robert Peach
Chris Burns
John Lambert
Ordinary
Shares
Options
1,911,428
–
1,056,000
980,000
2,275,237
30,000
100,000
2,000,000
5,242,665
1,010,000
The above table only includes details for Directors that were Directors as the date of this report. Further
information regarding the above interests and net movements throughout the reporting period is disclosed
in Note 9 (Related Parties) to the Financial Statements accompanying this Directors’ Report.
Annual Report 2020
17
MEETINGS OF DIRECTORS
During the financial year, meetings of directors (including committee meetings) were held.
Attendances were:
Warwick Tong
Simon Wilkinson1
Robert Peach
Christian Behrenbruch1
Christopher Burns2
Andrew Cooke1
John Lambert3
Directors’ Meetings
Audit Committee Meetings
Remuneration
Committee Meetings
Number
Eligible to
attend
Number
Attended
Number
Eligible to
attend
Number
Attended
Number
Eligible to
attend
Number
Attended
14
13
14
13
14
13
1
14
13
13
13
13
13
1
7
–
–
–
–
7
–
7
–
–
–
–
7
–
–
–
2
2
2
–
–
–
–
2
2
2
–
–
1. Director resigned 6 February 2020.
2. Appointed to Audit Committee 17 March 2020.
3. Director appointed 6 February 2020.
AUDIT COMMITTEE
The Group has an Audit Committee. Details of the composition, role and Terms of Reference of the Audit
Committee are contained in the Statement of Corporate Governance Practices and are available on the
Company’s website at http://www.ampliatx.com/site/About-Us/corporate-governance.
During the reporting period, the Audit Committee consisted of the following Non-executive,
Independent Directors:
Mr Chris Burns (Chairman)
Mr Warwick Tong
Mr Andrew Cooke – (Chairman until February 2020; ceased as a member on 6 February 2020)
The Group’s lead signing and review External Audit Partner, CEO, CFO and selected consultants attend
meetings of the Audit Committee by standing invitation.
DIRECTORS’ AND AUDITORS’ INDEMNIFICATION
During or since the end of the financial year the company has given an indemnity or entered an agreement to
indemnify, or paid or agreed to pay insurance premiums as follows:
a.
The Company entered into Deeds of Indemnity, Insurance and Access in favour of all directors.
b. The Company has paid premiums to insure all directors of the parent entity and officers of the consolidated
entity against liabilities for costs and expenses incurred by them in defending any legal proceedings arising
out of their conduct while acting in the capacity of director or officer of the Company, other than conduct
involving a wilful breach of duty in relation to the Company.
18 Amplia Therapeutics Limited
Directors’ Reportfor the year ended 31 March 2020 DIRECTORS’ BENEFITS
Since 1 April 2019, no director has received or become entitled to receive a benefit because of a contract made
by the Company, or a related body corporate with a director, a firm of which a director is a member or an entity
in which a director has a substantial financial interest.
This statement excludes a benefit included in the aggregate amount of remuneration received or due and
receivable by directors and shown in the company’s accounts, or the fixed salary of a full-time employee of
the parent entity, controlled entity, or related body corporate.
NON-AUDIT SERVICES
The external auditors, Grant Thornton, were engaged to provide tax advice and other accounting services and
were paid $7,000 for these services in 2020 (2019 $13,000).
AUDIT INDEPENDENCE
The lead auditor has provided the Auditor’s Independence Declaration under section 307C of the
Corporations Act 2001 (Cth) for the year ended 31 March 2020 and a copy of this declaration forms part of the
Directors’ Report.
Signed in accordance with a resolution of the Board of Directors.
Warwick Tong
Chairman
25 June 2020
John Lambert
CEO and Managing Director
Annual Report 2020
19
Auditor’s Independence Declaration
Collins Square, Tower 5
727 Collins Street
Melbourne Victoria 3008
Correspondence to:
GPO Box 4736
Melbourne Victoria 3001
T +61 3 8320 2222
F +61 3 8320 2200
E info.vic@au.gt.com
W www.grantthornton.com.au
Auditor’s Independence Declaration
To the Directors of Amplia Therapeutics Limited
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit of Amplia
Therapeutics Limited for the year ended 31 March 2020, I declare that, to the best of my knowledge and belief, there have
been:
a
b
no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
no contraventions of any applicable code of professional conduct in relation to the audit.
Grant Thornton Audit Pty Ltd
Chartered Accountants
T S Jackman
Partner – Audit & Assurance
Melbourne, 25 June 2020
Grant Thornton Audit Pty Ltd ACN 130 913 594
a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
www.grantthornton.com.au
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients
and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International
Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are
delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one
another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to
Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to
Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation.
20 Amplia Therapeutics Limited
Auditor’s Independence Declaration
Consolidated Statement of Profit or Loss
and Other Comprehensive Income
Other operating income
Total other operating income
Research and development expenses
Patent and associated expenses
General and administration expenses
Depreciation and amortisation
Share based compensation (employee and non-employee)
Operating deficit before financing costs
Interest income
Net financial expense
Note
4
Year ended
March 2020
$
Year ended
March 2019
$
34,227
34,227
(1,071,677)
(123,218)
50,474
50,474
(678,419)
(155,478)
(858,886)
(860,833)
(801)
(1,590)
(202,835)
(244,396)
(2,223,190)
(1,890,242)
3,716
3,716
20,284
20,284
Loss before income tax expense
(2,219,474)
(1,869,958)
Income tax expense/(benefit)
12
–
–
Loss after income tax expense/(benefit)
(2,219,474)
(1,869,958)
Other comprehensive income/(loss)
Items that may be subsequently reclassified to profit/loss
Exchange differences of foreign exchange translation
Total comprehensive loss
–
–
(2,219,474)
(1,869,958)
Basic and diluted earnings per share (weighted)
18
(4.6)
(4.7)
The accompanying notes form part of these financial statements.
Annual Report 2020 21
Consolidated Statement of Profit or Loss and Other Comprehensive Income for the year ended 31 March 2020 Consolidated Statement of Financial Position
Current assets
Cash and cash equivalents
Prepayments
Research and development tax incentive receivable
Other current assets
Total current assets
Non-current assets
Property, plant and equipment
Intangible assets
Total non-current assets
Total assets
Current liabilities
Accounts payable and accrued liabilities
Total current liabilities
Non-current liabilities
Total liabilities
Equity
Paid-in capital
Reserves
Accumulated losses
Total equity
Total equity and liabilities
The accompanying notes form part of these financial statements.
Note
Year ended
March 2020
$
Year ended
March 2019
$
3
1,108,115
1,240,909
24,420
34,227
10,894
10,895
–
–
1,177,656
1,251,804
797
1,598
7,937,932
7,937,932
7,938,729
7,939,530
9,116,385
9,191,334
510,620
510,620
526,859
526,859
510,620
526,859
5
6
7
15
132,903,135
130,945,206
(1,371,288)
(1,363,805)
(122,926,082)
(120,916,926)
8,605,765
8,664,475
9,116,385
9,191,334
22 Amplia Therapeutics Limited
Consolidated Statement of Financial Position for the year ended 31 March 2020
Consolidated Statement of Changes in Equity
Paid-in
Capital
$
Share Option
Reserve
$
Foreign
Currency
Translation
$
Accumulated
Losses
$
Total Equity
$
Balance at 1 April 2018
123,019,417
1,468,304
(1,818,617)
(120,304,856)
2,364,248
(Loss) after income tax for the year
Other comprehensive (loss)
after tax
Total comprehensive (loss)
Issue of shares
Capital raising/issuing costs
Expired/lapsed options
Issue/vesting of share options
–
–
–
7,937,932
(12,143)
–
–
–
–
–
–
–
(1,257,888)
244,396
7,925,789
(1,013,492)
–
–
–
–
–
–
–
–
(1,869,958)
(1,869,958)
–
–
(1,869,958)
(1,869,958)
–
–
1,257,888
7,937,932
(12,143)
–
–
244,396
(612,070)
6,300,227
Balance at 31 March 2019
130,945,206
454,812
(1,818,617)
(120,916,926)
8,664,475
(Loss) after income tax for the year
Other comprehensive (loss)
after tax
Total comprehensive (loss)
Issue of shares
Capital raising/issuing costs
Expired/lapsed options
Issue/vesting of share options
–
–
–
2,149,413
(191,484)
–
–
1,957,929
–
–
–
–
–
(210,318)
202,835
(7,483)
–
–
–
–
–
–
–
–
(2,219,474)
(2,219,474)
–
–
(2,219,474)
(2,219,474)
–
–
210,318
2,149,413
(191,484)
–
–
202,835
(2,009,156)
(58,710)
Balance at 31 March 2020
132,903,135
447,329
(1,818,617)
(122,926,082)
8,605,765
The accompanying notes form part of these financial statements.
Annual Report 2020 23
Consolidated Statement of Changes in Equityfor the year ended 31 March 2020 Consolidated Statement of Cash Flows
Cash Flows from Operating Activities
Interest received
R&D incentive received
Payments to suppliers
Payments to employees
Note
Year ended
March 2020
$
Year ended
March 2019
$
3,158
–
20,284
218,117
(1,569,367)
(610,914)
(521,768)
(614,835)
Net cash outflow from operating activities
14
(2,087,977)
(987,348)
Cash Flows from Investing Activities
Purchase of property, plant and equipment
Disposal of property, plant and equipment
Net cash inflow/(outflow) from investing activities
Cash Flows from Financing Activities
Issue of shares
Capital raising/issuing listing costs
Net cash inflow from financing activities
Net increase/(decrease) in cash held
Foreign exchange effect on cash and cash equivalent balances
Cash at the beginning of the year
Cash at the end of the year
Cash Balances in the Statement of Financial Position
Cash and cash equivalents
Closing cash balance
The accompanying notes form part of these financial statements.
–
–
–
2,149,413
(191,484)
1,957,929
(3,188)
–
(3,188)
–
(12,143)
(12,143)
(130,048)
(1,002,679)
(2,746)
14,398
1,240,909
2,229,190
1,108,115
1,240,909
3
1,108,115
1,240,909
1,108,115
1,240,909
24 Amplia Therapeutics Limited
Consolidated Statement of Cash Flowsfor the year ended 31 March 2020 Notes to the Financial Statements
Contents
1.
Summary of Significant Accounting Policies
2. Critical Estimates and Judgements
3. Cash and Cash Equivalents
4. Operating Loss
5. Property, Plant and Equipment
6.
Intangible Assets
7. Accounts Payable and Accrued Liabilities
8. Subsidiaries
9. Related Parties
10. Share Based Compensation
11. Segment Information
12. Provision for Income Tax
13. Commitments and Contingent Liabilities
14. Reconciliation of Net Deficit after Taxation to Cash Flows from Operating Activities
15. Shareholders’ Equity
16. Financial Instruments
17. Auditor’s Remuneration
18. Earnings Per Share
19. Capital Management
20. Subsequent Events
26
31
32
32
33
34
34
34
35
35
37
37
39
39
40
41
42
43
43
43
Annual Report 2020 25
Notes to the Financial Statementsfor the year ended 31 March 2020 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Basis of Preparation
The financial statements presented are for the entity Amplia Therapeutics Limited and its controlled entities as
a consolidated entity (the “Group”).
The financial statements have been prepared in accordance with Australian Accounting Standards, other
authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.
Compliance with Australian Accounting Standards ensures the consolidated financial statements and notes of
the Group comply with International Financial Reporting Standards (‘IFRS”). Amplia is a for profit entity for the
purposes of reporting under Australian Accounting Standards.
The financial statements have been prepared on an accruals basis and are based on historical costs and do not
take into account changing money values or, except where stated, current valuations of financial assets. Cost
is based on the fair values of the consideration given in exchange for assets. The accounting policies have been
consistently applied, unless otherwise stated.
In applying Australian Accounting Standards management must make judgement regarding carrying
values of assets and liabilities that are not readily apparent from other sources. Assumptions and estimates
are based on historical experience and any other factors that are believed reasonable in light of the relevant
circumstances. These estimates are reviewed on an ongoing basis and revised in those periods to which the
revision directly affects.
All accounting policies are chosen to ensure the resulting financial information satisfies the concepts of
relevance and reliability.
b. Principles of Consolidation
The consolidated financial statements are prepared by combining the financial statements of all the entities
that comprise the Group, being the company (the parent entity) and its subsidiaries as defined in Accounting
Standard AASB 10 Consolidated Financial Statements. Consistent accounting policies are employed in the
preparation and presentation of the consolidated financial statements.
The consolidated financial statements include the information and results of each subsidiary from the date
on which the company obtains control and until such time as the company ceases to control such entity.
In preparing the consolidated financial statements, all intercompany balances and transactions, and unrealised
profits arising with the consolidated entity are eliminated in full.
A list of controlled entities is found in Note 8 of the Financial Statements.
c. Effect of New and Revised Standards
The following new standards were effective and adopted as at 1 April 2019:
AASB 16 – Leases
The Group has adopted AASB 16 from 1 April 2019. AASB 16 replaces AASB 117 Leases and for lessees eliminates
the classifications of operating leases and finance leases. As the Group does not have any leases the adoption
of the standard has had no impact on the Group’s accounting policies reported during the current year or
prior year.
d. Cash and Cash Equivalents
Cash and cash equivalents comprise of cash on hand, at call deposits with banks or financial institutions, bank
bills and investments in money market instruments where it is easily convertible to a known amount of cash
and subject to an insignificant risk of change in value.
26 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 e. Property, Plant and Equipment
Property, plant and equipment are measured at cost less accumulated depreciation and impairment
losses. Cost includes expenditure that is directly attributable to the acquisition of the asset. In the event that
settlement of all or part of the purchase consideration is deferred, cost is determined by discounting the
amounts payable in the future to their present value as at the date of acquisition.
Depreciation is calculated on a diminishing value basis to expense the cost of the assets over their estimated useful
lives and reflects the pattern of consumption of the future economic benefits of these assets and is as follows:
Leasehold improvements
4 to 13 years
Plant and equipment
4 to 11 years
Office furniture and fittings
2 to 13 years
Depreciation is charged to profit or loss within the Statement of Profit or Loss and Other Comprehensive
Income. The residual value and useful life of property, plant and equipment is reassessed annually.
Repairs and maintenance and gains or losses on sale or disposal of assets are reflected in profit or loss within
Statement of Profit or Loss and Other Comprehensive Income as incurred. Major renewals and betterments are
capitalised.
f. Foreign Currencies
The functional and presentation currency of the Group is Australian dollars.
Transactions denominated in foreign currencies are converted at the exchange rate current at the transaction
date. Monetary assets and liabilities denominated in foreign currencies at the reporting date are converted at
exchange rates current at reporting date. Foreign exchange gains or losses are included in profit or loss within
the Statement of Profit or Loss and Other Comprehensive Income.
g. Research and Development
Research expenses include direct and overhead expenses for drug discovery and research, pre-clinical trials and,
more recently, for costs associated with clinical trial activities and drug manufacturing industrialisation.
When a project reaches the stage where it is reasonably certain that future expenditure can be recovered
through the processes or products produced, development expenditure is recognised as a development asset
(other intangible asset).
h. Share Capital
Ordinary shares are classified as equity. Costs associated with the issue of raising capital are recognised in
shareholders’ equity as a reduction of the share proceeds received. Other expenses such as legal fees are
charged to profit and loss within the Statement of Profit or Loss and Other Comprehensive Income in the
period the expense is incurred.
i. Earnings Per Share
Basic Earnings Per Share
Basic earnings per share is determined by dividing net profit after income tax attributable to members of the
company, excluding any costs of servicing equity other than ordinary shares, by the weighted average number
of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued
during the year.
Diluted Earnings Per Share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take
into account the after income tax effect of interest and other financing costs associated with dilutive potential
ordinary shares and the weighted average number of shares assumed to have been issued for no consideration
in relation to dilutive potential ordinary shares.
Annual Report 2020 27
j. Goods and Services Tax
The Statement of Profit or Loss and Other Comprehensive Income and Statement of Cash Flows have been
prepared so that all components are presented exclusive of GST. All items in the Statement of Financial Position
are presented net of GST, with the exception of receivables and payables, which include GST invoiced.
k. Income Tax
Income tax expense comprises current and deferred tax. Income tax expense is recognised in profit or loss
within the Statement of Profit or Loss and Other Comprehensive Income except to the extent that it relates to
items recognised directly in Other Comprehensive Income, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or
substantively enacted at the reporting date, and any adjustment to tax payable in respect of previous years.
Deferred tax is recognised using the balance sheet method, providing for temporary differences between the
carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation
purposes. Deferred tax is not recognised for the following temporary differences: the initial recognition of
goodwill, the initial recognition of assets or liabilities in a transaction that is not a business combination and
that affects neither accounting nor taxable profit, and differences relating to investments in subsidiaries and
jointly controlled entities to the extent that they probably will not reverse in the foreseeable future. Deferred tax
is measured at the tax rates that are expected to be applied to the temporary differences when they reverse,
based on the laws that have been enacted or substantively enacted by the reporting date.
A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available
against which deductible temporary differences or unused tax losses can be utilised. Deferred tax assets are
reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax
benefit will be realised.
l. Other Income
Other income is recognised on an accrual basis unless there is significant uncertainty as to the extent and
qualifying criteria for future receipt of such other income. If this condition is not met then other income is
recognised on a cash basis.
The Group’s other income includes R&D incentive payment received in relation to qualifying 2018 R&D
expenditure.
m. Statement of Cash Flows
The Statement of Cash Flows has been prepared using the direct approach. Cash and cash equivalents are
short term, highly liquid investments that are readily convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value.
Investing activities are those activities relating to the acquisition, holding and disposal of property, plant and
equipment, intangible assets and investments.
Financing activities are those that result in changes in the size and composition of the capital structure. Cash is
considered to be cash on hand and current accounts and demand deposits in banks, net of bank overdrafts.
Operating activities are all transactions and events that are not investing or financing activities.
n. Share Based Compensation
The Group operates equity-settled share-based remuneration plans for its employees. None of the Group’s
plans feature any options for a cash settlement.
All goods and services received in exchange for the grant of any share-based payment are measured at
their fair values. Where employees and directors are rewarded using share-based payments, the fair values
28 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 of employees’ and directors’ services are determined indirectly by reference to the fair value of the equity
instruments granted. This fair value is appraised at the grant date and excludes the impact of non-market
vesting conditions (for example profitability and sales growth targets and performance conditions).
All share based remuneration is ultimately recognised as an expense in profit or loss with a corresponding
credit to share option reserve. If vesting periods or other vesting conditions apply, the expense is allocated over
the vesting period, based on the best available estimate of the number of share options expected to vest.
Non-market vesting conditions are included in assumptions about the number of options that are expected
to become exercisable. Estimates are subsequently revised if there is any indication that the number of
share options expected to vest differs from previous estimates. Any cumulative adjustment prior to vesting is
recognised in the current period. No adjustment is made to any expense recognised in prior periods if share
options ultimately exercised are different to that estimated on vesting.
Upon exercise of share options, the proceeds received net of any directly attributable transaction costs are
allocated to share capital.
o. Finance Income and Expenses
Finance income
Finance income comprises of interest income. Interest income is recognised as it accrues, using the effective
interest method.
Finance expenses
Finance expenses comprised of interest expense on borrowings. All borrowing costs are recognised in profit
and loss of Statement of Profit or Loss and Other Comprehensive Income using the effective interest method.
p. Operating Expenses
Operating expenses are recognised in profit or loss within the Statement of Profit or Loss and Other
Comprehensive Income upon utilisation of the service or at the date of their origin.
q. Financial Instruments
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not
designated as FVPL):
■■ they are held within a business model whose objective is to hold the financial assets and collect its
contractual cash flows
■■ the contractual terms of the financial assets 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 Group’s cash and cash equivalents, trade and most
other receivables fall into this category of financial instruments.
Impairment of Financial assets
AASB 9’s impairment requirements use more forward looking information to recognize expected credit losses –
the ‘expected credit losses (ECL) model’. Instruments within the scope of the new requirements 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.
The Group 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.
Annual Report 2020 29
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’) and
■■ financial instruments that have deteriorated significantly in credit quality since initial recognition and whose
credit risk is not low (‘Stage 2’).
‘Stage 3’ would cover financial assets that have objective evidence of impairment at the reporting date.
‘12-month expected credit losses’ are recognised for the first category while ‘lifetime expected credit losses’ are
recognised for the second category. Measurement of the expected credit losses is determined by a probability-
weighted estimate of credit losses over the expected life of the financial instrument.
Trade and other receivables and contract assets
The Group makes use of a simplified approach in accounting for trade and other receivables as well as contract
assets and records the loss allowance at the amount equal to the expected lifetime credit losses. In using
this practical expedient, the Group uses its historical experience, external indicators and forward-looking
information to calculate the expected credit losses using a provision matrix. The Group assess impairment of
trade receivables on a collective basis as they possess credit risk characteristics based on the days past due.
Financial liabilities
The Group’s financial liabilities include trade and other payables. All financial liabilities are measured
subsequently at amortised cost using the effective interest method.
Trade and other payables represent liabilities for goods and services provided to the Group prior to the
end of the financial year which are unpaid. The amounts are unsecured and are usually paid within 30 days
of recognition.
All derivative financial instruments that are not designated and effective as hedging instruments are
accounted for at fair value through profit or loss.
Derivative financial instruments
At the reporting date the Group did not undertake any form of hedge accounting.
Determination of fair value and fair value hierarchy
The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments:
Level 1: Quoted prices in active markets for the same instrument (i.e. without modification or repackaging);
Level 2:
Quoted prices in active markets for similar assets or liabilities or other valuation techniques for which
all significant inputs are based on observable market data and yield curve information provided by
the Group’s bankers; and
Level 3: Valuation techniques for which significant inputs are not based on observable market data.
r. Post Employment Benefits and Short Term Employee Benefits
The Group does not provide any post employment benefits other than superannuation contributions where
required by statutory obligations. Short term employee benefits are included in current liabilities, measured at
the undiscounted amount that the Group expects to pay as a result of the unused entitlement. There are no
long term employee benefits.
s. Segment Reporting
A segment is a component of the Group entity that earns revenues or incurs expenses whose results are
regularly reviewed by the chief operating decision makers and for which discrete financial information is
prepared. The Group has no operating segments, management review financial information on a consolidated
basis. It has established entities in more than one geographical area, however the activities from these entities
comparative to the Group are considered immaterial for the purposes of segment reporting.
30 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 t. Intangible Assets
Intangible assets are carried at cost and are amortised over the life of the intangible asset. The licenses
acquired, by the acquisition of Amplia Therapeutics Pty Ltd, were valued at the deemed acquisition value.
The licences are not yet ready for use and hence, no amortisation has been made for the current year.
u. Going Concern
The financial statements have been prepared on a going concern basis after taking into consideration the net
loss for the year of $2,219,474 and the cash and cash equivalents balance of $1,108,115. The going concern basis
contemplates continuity of normal business activities and realisation of assets and settlement of liabilities in the
ordinary course of business. The going concern of the Group is dependent upon it maintaining sufficient funds
for its operations and commitments. Accordingly, the financial statements do not include any adjustments
relating to the recoverability or classification of recorded asset amounts or classification of liabilities that might
be necessary should the Group not be able to continue as a going concern.
The Company has the exclusive worldwide license to develop and commercialise the drug candidates AMP945
and AMP886. The exploitation of these licenses will require future funding. The Directors believe that they will
be able to raise sufficient capital to fund the Group’s future operations. The Directors continue to monitor these
ongoing funding requirements and are of the opinion that the financial statements have been appropriately
prepared on a going concern basis.
In March 2020, the World Health Organisation declared the outbreak of a novel coronavirus (COVID-19) as a
pandemic, which continued to spread throughout Australia and the World. The spread of COVID-19 has caused
significant volatility in Australian and international markets. There is significant uncertainty around the breadth
and duration of business disruptions related to COVID-19, as well as its impact on Australian and international
economies and, as such, the Company is unable to determine if it will have a material impact to its operations.
However, at this stage the directors do not believe this will impact the going concern of the Company.
2. CRITICAL ESTIMATES AND JUDGEMENTS
The preparation of financial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities,
income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimate is revised and in any future periods affected.
In particular, information about significant areas of estimation uncertainty and critical judgements in applying
accounting policies that have the most significant effect on the amount recognised in the financial statements
are described in the following notes:
■■ Note 4 – Estimate and receipt of the R&D future tax incentive accrued. This is based on management’s
assessment of the qualifying R&D expenses and the expected recoverability of this government R&D tax
incentive payment. In the current year no accrual has been made for the R&D tax incentive on the basis that
the Advance Overseas Finding Application to AusIndustry is yet to be approved by AusIndustry.
■■ Note 6 – The Group assesses the impairment of non-financial assets at each reporting date by evaluating
conditions specific to the Group and to the particular asset that may lead to impairment. If an impairment
trigger exists, the recoverable amount of the asset is determined. This incorporates a number of key
estimates and assumptions.
Annual Report 2020 31
3. CASH AND CASH EQUIVALENTS
Cash and cash equivalents consist of the following:
Cash at bank (NZD)
Cash at bank (AUD)
Cash at bank (USD)
Cash at bank (EUR)
Demand deposits (NZD)
Demand deposits (AUD)
Short term deposits (AUD)
4. OPERATING LOSS
Operating loss from continuing activities is stated after crediting and charging:
Crediting:
Interest received
R&D tax incentive received in excess of the amount accrued in the prior year
R&D future tax incentive accrued
Foreign exchange gain/(loss)
Charging:
Depreciation – Office furniture and fittings
Employee benefits
Share based compensation – employees and directors
March 2020
$
March 2019
$
13,411
90,860
–
90
–
1,687
93,287
105,704
922
91,681
1,003,754
247,628
–
700,000
1,108,115
1,240,909
March 2020
$
March 2019
$
3,716
34,227
–
20,284
50,474
–
(1,698)
14,372
801
505,117
202,836
1,590
569,934
244,396
32 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 5. PROPERTY, PLANT AND EQUIPMENT
Gross carrying amounts
Balance at 1 April 2018
Additions
Disposals
Foreign currency translation
Balance at 31 March 2019
Balance at 1 April 2019
Additions
Disposals
Foreign currency translation
Balance at 31 March 2020
Balance at 1 April 2018
Depreciation for the year
Disposals
Foreign currency translation
Balance at 31 March 2019
Balance at 1 April 2019
Depreciation for the year
Disposals
Foreign currency translation
Balance at 31 March 2020
Carrying amounts
At 31 March 2019
At 31 March 2020
Office Furniture
and Fittings
$
–
3,188
–
–
Total
$
–
3,188
–
–
3,188
3,188
3,188
3,188
–
–
–
–
–
–
3,188
3,188
–
1,590
–
–
–
1,590
–
–
1,590
1,590
–
801
–
–
–
801
–
–
2,391
2,391
1,598
797
1,598
797
At the reporting date no items of property, plant and equipment were held under finance leases (March 2019: nil).
Annual Report 2020 33
6. INTANGIBLE ASSETS
Licences – at cost
Less: Accumulated amortisation/impairment
March 2020
$
March 2019
$
7,937,932
7,937,932
–
–
7,937,932
7,937,932
On 26 April 2018 the Company’s shareholders approved the acquisition of Amplia Therapeutics Pty Ltd via the
issue of 18,460,308 shares. The closing share price on that date was 43 cents. The deemed share consideration
paid on acquisition was therefore $7,937,932. The only asset of Amplia Therapeutics at acquisition was an
exclusive worldwide license to develop and commercialise the drug candidates AMP945 & AMP886.
The Company commissioned an updated independent valuation, by valuation experts, of the two drug assets,
which are not yet ready for use, to test the deemed acquisition value for impairment prior to the signing of this
report. This independent valuation of the licenses exceeded the deemed total acquisition value of $7,937,932.
The Company has reviewed this valuation and, as at the date of this report, the Company continues to believe
that it is appropriate to carry forward the value of the licenses at the deemed acquisition value i.e. $7,937,932.
The Company assesses at each reporting date whether there is objective evidence that an asset or group of
assets is impaired. Where the estimated recoverable amount of the asset is less than its carrying amount, the
asset is written down and the impairment loss is recognised in profit or loss within the Statement of Profit or
Loss and Other Comprehensive Income. The Company determined that no impairment was necessary for the
current year.
7. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
Trade accounts payables
Employee related payables
Other accruals
Preference shares unpaid
8. SUBSIDIARIES
Entity
Head Entity
March 2020
$
March 2019
$
474,072
25,934
–
10,614
510,620
394,132
88,963
33,150
10,614
526,859
Principal Activity
Country of
Incorporation
2020
2019
Percentage Owned
(%)
Amplia Therapeutics Limited
Research and Development
Australia
N/A
N/A
Subsidiaries of Amplia Therapeutics Limited
Amplia Therapeutics (UK) Limited
Research and Development United Kingdom
Innate Immunotherapeutics (NZ) Limited1
ACN 612 556 948 Pty Ltd (formerly Amplia
Therapeutics Pty Ltd)
Drug Manufacturing
New Zealand
Licence holding company
Australia
100
–
100
100
100
100
1. This subsidiary was wound up and deregistered during the year.
34 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 9. RELATED PARTIES
a. Parent Entity
The immediate parent and ultimate controlling party of the Group is Amplia Therapeutics Limited. Interests in
subsidiaries are set out in Note 8.
b. Directors and Other Key Management Personnel Remuneration
The total compensation to directors and other key management personnel during the year was:
March 2020
$
March 2019
$
Short term benefits (including retention and redundancy payments)
534,857
520,0811
Post employment benefits
Share based payments
13,154
202,836
750,847
–
244,396
764,477
1. This includes retention payments of nil (2019: $155,518) and redundancy payments of nil (2019: $29,114).
10. SHARE BASED COMPENSATION
On 12 November 2013 a new Employee Option was implemented (the “Employee Plan”). Under the terms of
the Employee Plan, the Board nominates participants in the Employee Plan and in respect of each nomination
the Board determines the number of options and exercise prices (which shall not be below the share price on
the date of the grant). The Employee Plan establishes an option limit which shall not exceed 10% of the diluted
ordinary share capital of the Company as at the date of issue.
Options granted are cancelled if not exercised within one month of the termination of the grantee’s
employment or association with the Company, except in certain situations such as death or disability,
or at the discretion of the Board. All options are exercisable into ordinary shares on a one for one basis.
The fair value of options granted is estimated using the Black-Scholes option-pricing model. For options granted
in the year ended 31 March 2020 the following detail was used to estimate the fair value of options granted:
Grant date
Share price
Exercise price
Expected volatility
Option lives (at issue)
Expected dividend yield
Risk free interest rate
Fair value at grant date
Employees
Directors
n/a
n/a
n/a
n/a
n/a
n/a
n/a
n/a
1/10/19
$0.09
$0.165
80%
5 years
0%
0.66%
4.51 cents
The above relates to 1,200,000 options granted to an employee who then subsequently became the
Managing Director.
Annual Report 2020 35
10. SHARE BASED COMPENSATION continued
March 2020
March 2019
Number of
options
Weighted
Average
Exercise price
Number of
options
Weighted
Average
Exercise price
Employee Options
Share options on issue at start of year
Share options granted
Share options transferred to Director options
Share options exercised
Share options forfeited/lapsed
Share options expired
Share options on issue at end of period
Share options exercisable at end of period
Weighted average remaining contractual life (years)
Directors’ Options
Share options on issue at start of year
Share options transferred from Employee options
Share options granted
Share options forfeited/lapsed
Share options exercised
Share options expired
Share options on issue at end of period
765,000
1,200,000
(1,950,000)
–
–
$0.67
$0.17
$0.33
–
–
45,000
750,000
–
–
–
(15,000)
$4.00
(30,000)
–
–
–
2,505,000
1,950,000
–
–
–
(175,000)
4,280,000
–
–
–
$0.84
$0.33
–
–
–
$4.00
$0.48
1,110,000
–
2,330,000
(560,000)
–
(375,000)
2,505,000
Share options exercisable at end of period
770,000
$0.60
517,500
Weighted average remaining contractual life (years)
3.0
$4.70
$0.60
–
–
–
$5.00
$0.67
3.4
$5.30
–
$0.60
$5.25
–
$5.97
$0.84
$1.75
3.4
765,000
15,000
$4.00
The above details relate to share based compensation granted to employees and directors. Share based
compensation granted as consideration for injunction with the issue of shares (e.g. through the rights issue
and/or placements) which were granted to them in their capacity as financiers, are separately included within
the Financing Options table below.
36 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 Share based compensation granted as part of financing arrangements during 2020 (2019 Nil) was:
March 2020
March 2019
Number of
options
Weighted
Average
Exercise price
Number of
options
Weighted
Average
Exercise price
Financing Options
Share options on issue at start of year
–
–
412,500
$5.00
Share options granted
Share options transferred
Share options exercised
Share options expired
Share options on issue at end of period
6,073,688
Share options exercisable at end of period
6,073,688
Weighted average remaining contractual life (years)
6,073,6881
$0.15
–
–
–
–
–
$0.15
$0.15
2.25
–
–
–
–
–
–
(412,500)
$5.00
–
–
–
–
–
–
1. These options were granted in conjunction with the placements and rights issues undertaken during the period June to
August 2019.
11. SEGMENT INFORMATION
The Group has no operating segments as management review financial information on a consolidated basis.
During the 2020 financial period the Group conducted all its activities in Australia.
12. PROVISION FOR INCOME TAX
In assessing the reliability of deferred tax assets, management considers whether it is probable that all of
the deferred tax asset will be realised. The ultimate realisation of deferred tax assets is dependent upon the
generation of future taxable income and compliance with continuity of ownership requirements.
Based upon the level of projections for future taxable income over the periods in which the temporary
differences are available to reduce income taxes payable, and uncertainties over continuity of ownership having
regard to the Company’s equity raisings, management has established a valuation provision for the full amount
of the deferred tax assets related to the net operating loss carried forward.
The Group is a resident for Australian tax purposes and is subject to the statutory tax rate in Australia applicable
to the size of the Group i.e. 27.5%. The recoverability of prior tax losses will be dependent on the Group meeting
either the “continuity of ownership test” or the “continuity of business test”. The Group believes that it will meet
one of these tests but regardless, has not recognised the tax benefit of any tax losses carried forward.
Annual Report 2020 37
12. PROVISION FOR INCOME TAX continued
The provision for income taxes for continuing operations differs from the amount computed by applying the
statutory rates to the Company’s earnings from continuing operations before taxes as a result of the following
differences:
Loss before taxation
Provision for income taxes at statutory rates
Tax effect of permanent differences
Share based compensation
Licence payments
Other non-deductible/(non-assessable) items
Unrecognised temporary differences
Unrecognised tax losses
Income tax expense
Year ended
March 2020
$
Year ended
March 2019
$
(2,219,474)
(1,869,958)
(610,355)
(514,238)
55,780
19,482
486
–
67,209
–
(13,880)
–
534,607
460,909
–
–
The tax effect of temporary differences that give rise to deferred tax assets and liabilities are as follows:
Current assets:
Provision for holiday pay
Other accruals
Non-current assets:
Section 40-880 deduction carry forward
Net operating loss to carry forward
Total deferred tax assets at 27.5% (2019: 27.5%)
Deferred tax not recognised
Net deferred tax asset
1,988
7,975
–
12,554
53,232
25,833
1,835,950
1,329,026
1,899,145
1,899,145
1,367,413
1,367,413
–
–
The gross amount of Australian based tax losses and deductible temporary differences for which no deferred
tax asset was recognised is $6,905,981 (2019: $4,972,411).
38 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 13. COMMITMENTS AND CONTINGENT LIABILITIES
Licenses (AMP945 and AMP886)
Under the in-licence agreement dated 15 March 2018, the Company must use commercially reasonable efforts
to develop AMP945 by filing an Investigational New Drug (“IND”) application or commence a Phase I trial
within two years and AMP886 by filing an IND or commencing a Phase I trial within three years. In February
2020 Cancer Research Technology Limited agreed to extend the timeframe, in which the Phase I trials
be commenced, to the end of 2020. There are various milestone payments under the license agreement
totalling US$250,000 for the commencement of Phase I and US$150,000 for the allowance of the two IND’s.
Further milestone payments would only become due and payable upon commencing Phase II and III studies,
regulatory approvals and ultimately commercialisation.
Intellectual Property Royalties on the Use of MIS416 – Vendors
The Company must pay to the original Vendors 3.25% of net revenues on any product sales and licence
revenues arising from the use of MIS416 to treat radiation injury, as described in a number of granted patents
and patent applications having a priority date in 2009, expiring at the end of the respective patent periods.
Collaborations
The Group has not entered into any formal collaborative arrangements that give rise to significant
contingencies or capital commitments as at 31 March 2020 (March 2019: Nil).
14. RECONCILIATION OF NET DEFICIT AFTER TAXATION TO CASH FLOWS
FROM OPERATING ACTIVITIES
Net Deficit after Tax
Non-Cash Items:
Depreciation
Share based compensation
Foreign exchange movements
Changes in Working Capital:
Accounts receivable and prepayments
Accounts payable and accruals
Net Cash Outflow From Operating Activities
March 2020
$
March 2019
$
(2,219,474)
(1,869,958)
801
1,590
202,835
244,396
2,746
(14,398)
(58,646)
(16,239)
403,585
247,437
(2,087,977)
(987,348)
Annual Report 2020 39
15. SHAREHOLDERS’ EQUITY
Ordinary Shares
On 30 April 2018, the Company consolidated its’ shares and options on a 10 into 1 basis.
At 31 March 2020, 66,463,185 ordinary shares (March 2019: 41,023,303) were issued and fully paid. All ordinary
shares rank equally as to voting, dividends and liquidation. There are no reserved shares of the Group.
The shares have no par value.
March 2020
March 2019
No. of shares
$
No. of shares
$
At start of the period
41,023,303
130,945,206
225,625,991
123,019,417
Consolidated 10 into 1 on 30 April 2018
Shares issued for the acquisition of
Amplia Therapeutics
22,562,995
–
–
18,460,308
7,937,932
Placement of shares 14 June 2019
3,600,000
360,000
Rights issue 31 July 2019
Placement of shares 31 August 2019
Placement of shares 24 January 2020
6,847,282
1,700,000
13,292,600
688,931
170,000
930,482
Other costs
At end of period
Shares Issued
–
(191,484)
–
(12,143)
66,463,185
132,903,135
41,023,303
130,945,206
During the year a total of 25,439,882 were issued. In 2019, 18,460,308 shares were approved for issue by the
Company’s shareholders for the acquisition of Amplia Therapeutics Pty Limited.
Options
The Company has on issue 10,353,688 share options to employees, directors and non-employees as at
31 March 2020 (March 2019: 3,270,000).
Share Based Compensation
The movement in fair value of employee, director and non-employee share options of $202,835 (2019: $244,396)
corresponds with the amount recorded in expenses during the period and represents the fair value of vested
and issued options.
Share Option Reserve
The share option reserve is used to record the fair value of options as at each reporting date. The values of
options are transferred between equity components as they expire/lapse/are exercised.
Foreign Currency Translation Reserve
The foreign currency translation reserve is used to allow for translation differences on conversion from the
functional currency to the presentational currency.
40 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 16. FINANCIAL INSTRUMENTS
Categories of financial instruments, including fair value of financial instruments
The classification of each class of financial assets and liabilities, and their fair values are as follows:
March 2020
March 2019
Carrying
Amounts
$
Fair Value
$
Carrying
Amounts
$
Fair Value
$
–
–
–
–
–
–
–
–
Non-derivative financial assets
Loans and Receivables
i. Accounts receivable
ii. Other receivables
Non-derivative financial liabilities
At Amortised Cost
i. Accounts payable and accrued liabilities
510,620
510,620
526,859
526,859
Financial Risks
The financial risks associated with the Group’s financial assets and liabilities include credit risk, interest rate risk,
liquidity risk and currency risk.
Credit Risk – Financial instruments that potentially subject the Group to concentrations of credit risk consist
principally of cash and cash equivalents, investments, loans and receivables. The maximum credit risk is the
face value of these financial instruments. However, the Group considers the risk of non-recovery of these
accounts to be minimal.
Maximum Risk Exposure – The maximum credit risk exposures are the carrying amounts of the financial
assets and financial liabilities listed under the “Categories of Financial Instruments, including Fair Value of
Financial Instruments” table. No financial assets are either past due or impaired. There are no collateral and
other credit enhancements for the financial assets.
Currency Risk – Currency risk is the risk of loss to the Group arising from adverse changes in foreign exchange
rates. The Group has an Australian dollar presentation currency and is exposed to currency risk in respect of
amounts held in foreign currency bank accounts and demand deposits. At 31 March 2020 the Group held
NZ$13,764 (2019: NZ$97,353), US$nil (2019: US$74,954) and Euro 50 (2019: 583) in such accounts and deposits.
Should exchange rates strengthen by 10% this would have an impact of A$1,350 (2019: A$20,000).
Interest Rate Risk – Interest rate risk is the risk of loss to the Company arising from adverse changes in interest
rates. The Group has no interest bearing debt and is only exposed to interest rate risk in respect of amounts
held in bank current accounts and demand deposits. At 31 March 2020, the Group held $1,003,754 (2019:
$1,039,309) in such accounts and deposits. A 50 basis points (0.5%) decrease is used when reporting interest
rate risk internally to key management personnel and represents management’s assessment of the reasonably
possible change in interest rates. For each interest rate movement of 50 basis points lower, assuming all other
variables were held constant, the Group’s loss for the year would increase by $5,000 (2019: $5,200).
Annual Report 2020 41
16. FINANCIAL INSTRUMENTS continued
Liquidity Risk – Liquidity risk is the risk that the Group will encounter difficulty in raising funds at short notice
to meet commitments associated with financial instruments. The Group’s non-derivative and derivative
financial liabilities have contractual maturities as summarised below:
Contractual cash flow maturities
Carrying
amount
Contractual
cash flows
Within
6 months
6 to 12
months
1 to 5 years
Later than
5 years
2020 March
Accounts payable and
accrued liabilities
2019 March
Accounts payable and
accrued liabilities
510,620
510,620
510,620
510,620
510,620
510,620
526,859
526,859
526,859
526,859
526,859
526,859
–
–
–
–
–
–
–
–
–
–
–
–
On 13 December 2013 all redeemable preferences shares (“RPS”), convertible notes and loans from shareholders
were either converted into company shares or were fully repaid. As at 31 March 2020 the Group had no such
liabilities other than $10,614 (2019: $10,614) of unpaid RPS due to holders not being contactable and accordingly
liquidity risk is minimal.
17. AUDITOR’S REMUNERATION
Audit and review of financial statements
Grant Thornton – Australia
Remuneration for audit and review of financial statements
Other Services
Grant Thornton Australia
Taxation compliance
Assistance on preparation of R&D rebate
Overseas Grant Thornton network firms
Accounting services
Taxation compliance
Total other service remuneration
Total auditor’s remuneration
March 2020
$
March 2019
$
45,000
45,000
46,000
46,000
7,000
–
–
–
7,000
52,000
13,000
14,000
–
–
27,000
73,000
42 Amplia Therapeutics Limited
Notes to the Financial Statementsfor the year ended 31 March 2020 18. EARNINGS PER SHARE
Both basic and diluted earnings per share (“EPS”) have been calculated in accordance with paragraph 9 and 18
of AASB 133 using the loss attributable to shareholders of the Group as the numerator (i.e. no adjustments to
loss were necessary in 2019 or 2020).
The weighted average number of shares for both basic and diluted EPS in 2020 was 48,470,801 (2019: 39,755,425).
Options have not been included in the weighted average number of ordinary shares outstanding for the
purpose of calculating diluted EPS as they do not meet the requirements for inclusion under AASB 133. Options
are non-dilutive as the Group result was a loss.
Post Consolidation Basis
Basic EPS – cents
Diluted EPS – cents
March 2020
March 2019
(4.6)
(4.6)
(4.7)
(4.7)
19. CAPITAL MANAGEMENT
When managing capital, management’s objective is to ensure that the Group has sufficient cash to continue as
a going concern. Until such time as the Group produces revenues from sales or out-licensing, cash principally
comes from the issue of new securities to new and/or existing shareholders.
When pricing such new share issues, the Board takes into account multiple factors including:
■■ Market conditions for high risk investments;
■■ Estimation of current market value of the Group’s IP;
■■ The dilution effect of new issues on existing shareholders; and
■■ Whether or not the new issue is restricted to existing shareholders.
Management has no plans to pay a dividend to the holders of ordinary shares until, at the earliest, such time as
the Company produces internally generated revenues.
The Group is not subject to externally imposed capital requirements.
20. SUBSEQUENT EVENTS
No matter or circumstance has arisen since the end of the financial year which is not otherwise dealt with
in this report or in the Consolidated Financial Statements that has significantly affected or may significantly
affect the operations of the Group, the results of those operations or the state of affairs of the Group in
subsequent financial years.
Annual Report 2020 43
Directors’ Declaration
In the opinion of the Directors of Amplia Therapeutics Limited:
a. The Consolidated Financial Statements and Notes of Amplia Therapeutics Limited are in accordance with
the Corporations Act 2001, including
i. Giving a true and fair view of its financial position as at 31 March 2020 and its performance for the
financial year ended on that date; and
ii. Complying with Australian Accounting Standards (including the Australian Accounting Interpretations)
and the Corporations Regulations 2001; and
b. There are reasonable grounds to believe that Amplia Therapeutics will be able to pay its debts as and when
they become due and payable.
The Directors have been given the declarations required by section 295A of the Corporations Act 2001 from the
Chief Executive Officer and the Chief Financial Officer for the financial year ended 31 March 2020.
Note 1 confirms that the Consolidated Financial Statements also comply with International Financial
Reporting Standards.
Signed in accordance with a resolution of the Directors:
Warwick Tong
Chairman
John Lambert
CEO and Managing Director
Dated the 25th of June 2020
44 Amplia Therapeutics Limited
Directors’ Declaration
Independent Auditor’s Report
Collins Square, Tower 5
727 Collins Street
Melbourne Victoria 3008
Correspondence to:
GPO Box 4736
Melbourne Victoria 3001
T +61 3 8320 2222
F +61 3 8320 2200
E info.vic@au.gt.com
W www.grantthornton.com.au
Independent Auditor’s Report
To the Members of Amplia Therapeutics Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Amplia Therapeutics Limited (the Company) and its subsidiaries (the Group),
which comprises the consolidated statement of financial position as at 31 March 2020, the consolidated statement of profit
or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash
flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant
accounting policies, and the Directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:
a giving a true and fair view of the Group’s financial position as at 31 March 2020 and of its performance for the year
ended on that date; and
b complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are
further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are
independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and
the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for
Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled
our other ethical responsibilities in accordance with the Code.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Material uncertainty related to going concern
We draw attention to Note 1 in the financial statements, which indicates that the Group incurred a net loss of $2,219,474
during the year ended 31 March 2020 and as at that date had a closing cash balance of $1,108,115. As stated in Note 1, these
events or conditions, and other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast doubt on
the Group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
Grant Thornton Audit Pty Ltd ACN 130 913 594
a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
www.grantthornton.com.au
‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients
and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International
Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are
delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one
another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to
Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to
Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation.
Annual Report 2020 45
Independent Auditor’s Report
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial
report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in
forming our opinion thereon, and we do not provide a separate opinion on these matters.
In addition to the matter described in the Material uncertainty related to going concern section, we have determined the
matters described below to be the key audit matters to be communicated in our report.
Key audit matter
Intangible Assets (Note 6)
How our audit addressed the key audit matter
At 31 March 2020, the Group has intangible assets with a
book value of $7,937,932 relating to AMP886 and AMP945
(the drug candidates). There is a risk that the recoverable
value of these assets is lower than their current book value
and therefore that impairment should be recognised.
As intangible assets not yet available for use, the drug
candidates are monitored closely for any indicators of
impairment and tested at least annually for impairment in
accordance with AASB 136 Impairment of Assets.
Our procedures included, amongst others:
Obtaining the independent valuation performed and
assessing the competency and objectivity of the valuers;
Consulting with our internal expert on the appropriateness
of the valuation methodology and key inputs and
assumptions;
Evaluating the reasonableness of assumptions used in the
independent valuation of each of the drug candidates;
This area is a key audit matter due to the significant
judgements involved in assessing the valuation of the assets
and whether any impairment has occurred.
Evaluating management’s impairment assessment and
testing the underlying assumptions; and
Assessing disclosures in the financial statements for
adequacy.
Information other than the financial report and auditor’s report thereon
The Directors are responsible for the other information. The other information comprises the information included in the
Group’s annual report for the year ended 31 March 2020, but does not include the financial report and our auditor’s report
thereon.
Our opinion on the financial report does not cover the other information and we do not express any form of assurance
conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or
otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the financial report
The Directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in
accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the Directors
determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material
misstatement, whether due to fraud or error.
In preparing the financial report, the Directors are responsible for assessing the Group’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the
Directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so.
46 Amplia Therapeutics Limited
Independent Auditor’s Report
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material
misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance
is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing
Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions
of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance
Standards Board website at: http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf. This description forms part of our
auditor’s report.
Report on the remuneration report
Opinion on the remuneration report
We have audited the Remuneration Report included in pages 7 to 15 of the Directors’ report for the year ended 31 March
2020.
In our opinion, the Remuneration Report of Amplia Therapeutics Limited, for the year ended 31 March 2020 complies
with section 300A of the Corporations Act 2001.
Responsibilities
The Directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance
with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report,
based on our audit conducted in accordance with Australian Auditing Standards.
Grant Thornton Audit Pty Ltd
Chartered Accountants
T S Jackman
Partner – Audit & Assurance
Melbourne, 25 June 2020
Annual Report 2020 47
Shareholder Information
a. Number of ATX shareholders
b. Total shares issued
2,945
86,339,787
c. Percentage of total holdings by or on behalf of the 20 largest shareholders
66.66%
d. Distribution schedule of holdings
Ordinary Shares
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001 and over
Holders
Total % Held
1,662
645
213
351
74
0.56
1.84
1.84
13.47
82.28
e. Shareholders with less than a marketable parcel: 2,176
f. Voting rights: Every member present personally or by proxy or attorney etc, shall, on a show of hands, have
one vote and on a poll shall have one vote for every share held.
TOP 20 HOLDERS OF ORDINARY FULLY PAID SHARES
Rank
Name
Number
of Shares
% of Total
Issued Capital
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
Hsbc Custody Nominees (Australia) Limited
Bond Street Custodians Limited
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