Archer Materials Limited
Appendix 4E
Preliminary Final Report for the year ended 30 June 2024
1.
Company Details
Name of entity:
Archer Materials Limited
ABN:
64 123 993 233
Reporting period:
For the year ended 30 June 2024
Previous period:
For the year ended 30 June 2023
2.
Results for announcement to the market
30 June 2024
$
30 June 2023
$
Variance
$
Variance
%
Revenue from ordinary activities
-
-
-
-
Profit/(loss) from ordinary activities
after tax attributable to members
(4,803,150)
(9,049,457)
4,246,307
47%
Net profit/(loss) for the period
attributable to members
(4,803,150)
(9,049,457)
4,246,307
47%
Dividends
No dividends have been paid or proposed during the current reporting period.
Key notes
The net loss of the Group for the year ended 30 June 2024 was $4,803,150 (2023: $9,049,457)
and includes:
•
Share based payments expense of $603,093 representing the expense associated with
unlisted option vesting during the year (2023: $5,554,843) net of forfeitures.
•
Direct expenditure on quantum and biochip technology research activities (including
allocation of direct personnel costs) of $4,524,190 (2023: $2,965,560).
•
Unreaslised loss associated with the fair value adjustment of Archer’s share and option
investments in:
o Volatus Capital Corp (shares) as at 30 June 2024 of $9,665 (2023: $128,088); and
o ChemX Materials Limited (shares and options) as at 30 June 2024 of $297,955 (2023:
$720,303).
The above expense items are offset by:
•
An income amount of $2,135,936, being the estimated research and development tax
incentive receivable based on associated expenditure for the year ended 30 June 2024,
adjusted for actual amounts received the prior year tax incentive claimed (30 June 2023:
$1,498,471); and
•
Interest income of $941,147 (2023: $677,248).
For personal use only
Archer Materials Limited
Appendix 4E
Preliminary Final Report for the year ended 30 June 2024
3.
Net tangible assets
30 June 2024
(cents)
30 June 2023
(cents)
Variance
(cents)
Variance
Net tangible assets per share
8.31 cents
10.06 cents
(1.75) cents
(17%)
The net tangible assets calculation does not include rights-of-use assets of $109,309 (30 June
2023: $9,097) or intangible assets of $502,754 (30 June 2023: $353,694) but includes the lease
liabilities of $109,309 (30 June 2023: $9,097).
4.
Control gained over entities
Not applicable.
5.
Loss of control over entities
Not applicable.
6.
Dividends
No dividends have been paid or proposed during the current or prior reporting period.
7.
Dividend reinvestment plans
Not applicable.
8.
Details of associates and joint venture entities
Not applicable.
9.
Foreign entities
Details of origin of accounting standards used in compiling the report:
Not applicable.
10.
Audit qualification or review
Details of audit/review dispute or qualification (if any):
The Financial Statements and accompanying notes for the Group for the year ended 30 June 2024,
contained in the attached Annual Report, upon which this Appendix 4E is based, have been audited
by Grant Thornton Audit Pty Ltd. An unmodified audit report has been provided.
For personal use only
Archer Materials Limited
Appendix 4E
Preliminary Final Report for the year ended 30 June 2024
11.
Attachments
Details of attachments (if any):
The Annual Report, which includes Financial Statements and accompanying notes for the Group
for the year ended 30 June 2024 is attached.
12.
Signed
As authorised by the Board of Directors
Signed
Date
28 August 2024
Greg English
Executive Chairman
Adelaide
For personal use only
Annual Report
For the year ended 30 June 2024
For personal use only
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3 | Archer Materials Limited 2024 Annual Report
Chair’s Report
4
Operating and Financial Review
> Strategy
7
> Summary of Financial Performance
8
> Changes in Equity
8
> Factors and Risks Affecting Future Performance
9
> Advanced Semiconductors
10
Quantum Technology
11
Biochip
16
Directors’ Report
22
Remuneration Report (audited)
28
Auditor’s Independence Declaration
39
Financial Information
> Statement of Profit or Loss and other
42
Comprehensive Income
> Statement of Financial Position
43
> Statement of Changes in Equity
44
> Statement of Cash Flows
45
> Notes to the Financial Statements
46
Directors’ Declaration
68
Independent Auditor’s Report
70
Additional Information
74
Corporate directory / Stay in touch
77
Table of Contents
Archer Materials Limited
(ABN 64 123 993 233)
The laboratory plant and equipment shown in the
photos and images in this report are not assets of
the Company.
Archer Materials Limited
Annual Report for the year
ended 30 June 2024
For personal use only
The quantum team achieved several milestones during the
year, progressing the 12CQ Project. The team focussed on
two key areas: control (sensing and detecting the input of
quantum information); and readout (providing the output of
quantum information).
For control, Archer achieved longer electron spin coherence
lifetimes of up 300 nanoseconds at room temperature
through a new process of using carbon nano-onion (CNO)
films, improving on the Company’s initial 230 nanoseconds.
These extended times mean that quantum information has
longer to be processed.
The team increased the speed
and accuracy of CNO reading by
developing a new method that uses
resonators to sample electron spin
states. This builds on the work that
continued on the pulsed electron spin
resonance (p-ESR) chip.
Archer collaborated with its research partner in Switzerland,
École Polytechnique Fédérale de Lausanne (EPFL), to make
the p-ESR micro system. The p-ESR improves control in the
12CQ device by helping perform complex measurements
for potential electron spin manipulation in the 12CQ CNO
material, to detect and analyse the behaviour of unpaired
electrons that carry quantum information. The p-ESR
microsystem is a further advancement in the development
of quantum sensors for Archer.
The quantum team started working with Queen Mary
University of London (QMUL) to investigate how electrons
travel through carbon nanostructures using graphene-
based devices, aiming to find Coulomb blockade, a
significant effect in quantum physics.
For readout, Archer designed, fabricated, and started
measurements for its readout circuitry that it developed
over the past 12 months, using the CNOs. The readout
devices used Faraday shielding to block some electromatic
fields and validated its sensitivity to a single electronic
energy level, along with demonstrating tuneability.
Separately, the Biochip team made good progress on
development of the miniature ‘lab-on-a-chip’ device for
medical diagnostics.
Chair’s Report
Greg English
Executive Chair
The teams behind Archer Materials’ two core technologies,
the Biochip and 12CQ Project, have made strong advancements over
the past 12 months in their respective missions to improve medical
diagnostics and bring on the next phase of computing, quantum.
4
For personal use only
Greg English
Executive Chair
28 August 2024
Archer demonstrated multiplexing on the Biochip through
new hardware and software. Multiplexing allows the chip to
test multiple liquid disease samples on a single device.
Archer further derisked the Biochip graphene field effect
transistor (gFET) design by validating different design
generations on four-inch wafers through some European
foundry partners on both muti-project wafer (MPW) runs
and whole wafer runs. The gFET design was fabricated on a
whole six-inch wafer run at a commercial foundry partner in
Spain, bringing it closer to the commercial-scale eight and
twelve-inch wafer size, which produce a higher amount of
chips.
Along side this, Archer designed and sent a miniaturised
design of the gFET for fabrication to one of its European
foundry partners, which the Company expects back before
the end of 2024.
The Biochip team improved the functionality of the gFET
by creating a new procedure to assess and test the gFET
sensor performance and ensure consistency over time.
Archer can now use the new ways to detect substances
under different settings and conditions using machine
learning and data analysis. The new procedure will be used
in the manufacture of the chips through Archer’s European
foundry partners.
Archer has a portfolio of patent applications to protect its
intellectual property (IP) and it is crucial that we form solid
partnerships with others in the industry. This includes R&D
at Archer’s university partners and foundries who fabricate,
assemble, package, and distribute chips. Over the past 12
months, Archer has continued to strengthen its relationships
with its research and foundry partners in Europe, the
Asia-Pacific, and now the US, all assisting the company’s
development of its IP.
There is a great need for commercial quantum computer
devices. Society is on the cusp on moving from traditional
to quantum computing. The rise of artificial intelligence (AI)
is forcing the transition, as the algorithms that drive AI will
need quantum computing power.
Improving access to medical diagnostics is vital to
healthcare across the globe. Past pandemics only highlight
the need for wider use of medical diagnostics on mobile
devices.
Archer’s technologies are still in their development stages,
but the team over the past 12 months has built upon the
infrastructure and advanced the technology to get the
Company to its next development phase.
Both the 12CQ and Biochip teams are being led by Chief
Technology Officer, Dr Simon Ruffell. Dr Ruffell (PhD in
Physics) has deep industry experience and knowledge,
and has managed multi-functional teams including process,
hardware, and software engineering teams. His strong
background in quantum and semiconductors will help lead
the company to growth by utilising Archer’s solid cash
balance to develop the technologies.
I acknowledge the hard work that the Archer team has
done for advancing our company. Thanks to their relentless
dedication and skill, we are on a fast track to commercialise
impactful technologies. I extend my gratitude to our
shareholders as well, for continuing to believe in Archer’s
goal of creating devices poised to transform global
industries.
Yours sincerely,
5 | Archer Materials Limited 2024 Annual Report
For personal use only
Operating and
Financial Review
Archer is a technology company that operates within
the semiconductor industry. The Company aims to develop
advanced devices, including devices relevant to quantum
computing and medical diagnostics.
6
For personal use only
In 2023/2024 the Company:
> Commenced working with world-leading and
tier-one semiconductor manufacturers across Europe,
Asia- Pacific and the US towards industry fabrication
and verification of Archer’s technology.
> Submitted Australian and international patent
applications in relation to the 12CQ quantum material
and biochip technologies.
> Gained commercial access to world class
semiconductor fabrication infrastructure and facilities,
and technical experts in Australia and internationally to
develop Archer’s technology, including EPFL in
Switzerland and Queen Mary University of London.
> Continued to build on the talent profile of the company.
The technical team is composed of 8 PhDs and 3
MSc with experience ranging from academia and
industry. The leadership team has been bolstered with
a combined high-tech industry experience of over 50
years and a track record of productisation of R&D
projects.
> Was Australia’s first quantum industry representative
at key events with the World Economic Forum’s
Centre for the Fourth Industrial Revolution to showcase
the company’s technologies amongst global industry
leaders.
Quantum
> Increased coherence time milestone at room
temperature for its 12CQ carbon nano-onion (CNO)
material from 230 nanoseconds to up to 300
nanoseconds through a new process using new
CNO films.
> Initiated ion-implantation experiments to control
CNO size and arrangement, paving the way for
enhanced quantum device fabrication and
performance testing.
> Progressed CNO readout technology design and
validation, and associated engineering processes and
measurements required for quantum device operation
and function.
> Progressed its 12CQ quantum technology project by
developing a pulsed electron spin resonance (p-ESR)
chip with research partner EPFL.
Strategy
Biochip
> Fabricated three design generations of the biochip
graphene field effect transistor (gFET) system for
biosensing through its European foundry partners
including on a larger six-inch whole wafer run.
> Redesigned circuit layouts to miniaturise the gFET
chip design from 10mm2 to 1.5mm2 and sent them for
fabrication to one of Archer’s European foundry partners.
> Demonstrated multiplexing on the biochip gFET
through developing hardware and software for reading
multiple liquid samples on a single device.
In 2024/25, Archer’s growth involves:
> Progressing the control and readout functionality,
and design fabrication, for its technologies including
its 12CQ quantum technology and graphene-based
lab-on-a-chip, biochip.
> Identifying other technologies and devices that may
be suitable for the Company’s quantum technology.
> Creating new and strengthening existing strategic
commercial partnerships including securing future
semiconductor and device manufacturing capabilities
advancing the Company’s technology.
> Utilising world-class technology development
infrastructure and facilities, R&D, people, and IP,
to support pre-market development.
> Protecting intellectual property (e.g. patents and
international patent applications) with global
competitive advantages underpinning the
Company’s technologies.
> Growing the Company’s intellectual property portfolio
through the development and/or acquisition of new
technologies.
> Hiring highly qualified talent to expedite developing and
potentially commercialising the Company’s technology.
Factors and Risks affecting future performance are included
on page 9.
7 | Archer Materials Limited 2024 Annual Report
For personal use only
Summary of
Financial Performance
Changes in Equity
The net loss of the Group for the year ended 30 June
2024 was $4,803,150 (2023: $9,049,457) and includes:
> Share based payments expense of $603,093
representing the expense associated with unlisted
option vesting during the year (2023: $5,554,843)
net of forfeitures.
> Direct expenditure on quantum and biochip technology
research activities (including allocation of direct
personnel costs) of $4,524,190 (2023: $2,965,560).
> Unreaslised loss associated with the fair value
adjustment of Archer’s share and option investments in:
• Volatus Capital Corp (shares) as at 30 June 2024 of
$9,665 (2023: $128,088); and
• ChemX Materials Limited (shares and options) as at
30 June 2024 of $297,955 (2023: $720,303).
The above expense items are offset by:
> An income amount of $2,135,936, being the estimated
research and development tax incentive receivable
based on associated expenditure for the year ended
30 June 2024, adjusted for actual amounts received
the prior year tax incentive claimed (30 June 2023:
$1,498,471); and
> Interest income of $941,147 (2023: $677,248).
During the year ended 30 June 2024 the Group’s net
cash position (defined as cash and short term deposits)
decreased by $5,107,642 from $23,317,462 (1 July 2023) to
$18,209,820 (30 June 2024). The Group has no corporate
debt.
This net decrease in cash and short term deposits was
predominantly influenced by the following cash outflows:
> direct expenditure on quantum and biochip technology
research activities ($4,524,190); and
> intellectual property assets and plant and equipment
($197,007); and
> corporate, administration and wages (net of allocations
to quantum and biochip technology research activities)
expenditure ($2,825,325).
These cash outflows were offset by inflows associated with:
> research and development tax incentive receipt in
respect of the claim for the year ended 30 June 2023
($1,455,936); and
> interest receipts ($1,098,763).
Shares
The number of Archer ordinary shares (“Shares”) on issue
did not change during the year. At 30 June 2024 there was
254,847,013 Shares on issue (1 July 2023: 254,847,013).
Unlisted Options
The number of unlisted share options on issue decreased
from 24,950,000 (1 July 2023) to 18,700,000 (30 June
2024) during the year as a result of the following events:
> 1,500,000 share options exercisable at $0.7277 each
and expiring on 31 March 2024, expired unexercised.
> 4,750,000 share options with an exercise price of
$1.79 and expiring on 31 May 2025, lapsed or were
forfeited in accordance with the terms of which they
were issued.
Performance Rights
There were no performance rights issued during the year or
on issue as at the date of this report.
Dividends
There were no dividends paid, recommended or declared
during the current or previous reporting period, or as at the
date of this report.
Operating and Financial Review
8
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Factors and Risks
Affecting Future
Performance
Access to Funding
The Company does not receive any income from its
operating business, and the Company is reliant on capital
raisings, Commonwealth Government research and
development tax incentives and the sale of non-core assets
to fund its future operations. Therefore, the Company’s
ability to continue to develop its technology is contingent
upon the Company’s ability to source timely access to
additional funding as it is required.
Key Agreements
Development and potential commercialisation of the 12CQ
quantum technology intellectual property and associated
patents and patent applications are dependent on the
Licence Agreement with the University of Sydney remaining
in-place. Termination of the Licence Agreement would
mean that Archer would be unable to access the intellectual
property required to commercialise the associated quantum
technology.
As at the date of this document, the Company is not aware
of any grounds that the University of Sydney may have to
terminate the Licence Agreement.
Intellectual Property
Commercially exploiting and legally protecting the intellectual
property underlying the Company’s technology, including
its graphene-based lab-on-a-chip biochip technology
development, is dependent on the Company progressing its
associated patent applications.
The protection of intellectual property, including patents
and patent applications, has the potential for third-party
claims against the Company’s owned or licensed intellectual
property.
There is a risk that all reasonable efforts by the Company
to protect proprietary rights may not be sufficient or
effective, including risks that intellectual property may not
have adequate patent or copyright protection for certain
innovations, that the scope of available protections is
insufficient, or that an issued patent may be deemed invalid
or unenforceable in certain jurisdictions.
As at the date of this document, the Company is not aware of
third-party claims against the Company’s owned or licensed
intellectual property or any patent or patent application
lapsing, being refused, or expiring.
Access to Facilities
The development of the Company’s technologies requires
access to institutional scale infrastructure and facilities
which if shutdown, would restrict Company access during
the periods of closure. The Company currently has access
to facilities and collaborators in numerous locations in
Australia, Europe, Asia, and North America to help limit the
impact of any closures.
Key Personnel
The Company’s technology is unique, with very few people
available globally with the required knowledge, skills,
relationships, and experience to develop the technologies
towards future possible commercialisation. The Company’s
projects may be delayed if key personnel are not available
to work.
Potential commercial viability of products
The 12CQ and biochip projects are in the research
and development phase. Company staff and external
consultants are in laboratories conducting experiments to
determine if the materials underlying the technologies can
perform as predicted. There is no guarantee that these
experiments will be successful.
The Company’s ability to commercialise the intellectual
property and sell products to customers may be affected
by many factors, including the commercial viability of, and
potential delays in, the delivery of products and technology
and the ability to find customers for the Company’s
products. There is no certainty that the Company will be
able to make and sell commercially viable products.
The following describes some of the external factors
and business risks that could have a material impact
on the Company’s ability to deliver its strategy:
9 | Archer Materials Limited 2024 Annual Report
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Advanced
Semiconductors
Archer is developing advanced semiconductor devices, including
devices relevant to quantum computing and medical diagnostics.
Archer is progressing the development of its 12CQ quantum device
and graphene-based ‘lab-on-a-chip’ biochip technology.
Operating and Financial Review
10
For personal use only
11 | Archer Materials Limited 2024 Annual Report
Quantum Technology
12CQ Project
Readout allows for interpretation of quantum calculations
while minimising the loss of quantum information to the
surrounding environment.
Archer’s focus involved designing and developing several
quantum state readout technologies from first principles
for the unique carbon-based material in Archer’s 12CQ
technology (Image 1).
The Archer team designed and manufactured microwave
circuitry for which readout devices will be embedded.
These circuit designs were validated using electromagnetic
simulation software and then built. The initial design of
the electronic equipment required to interface between
the readout technology and facility-based measurement
systems was completed.
The Archer team then used the simulation software to
validate readout device component designs undergoing
foundry fabrication. Testing and manufacturing some of
these readout device components for measurements is
done in partnership with an industry-based measurement
facility in Germany.
During the year, the Archer 12CQ Project made important
advancements in its high-fidelity readout (data output)
and control (data input) function.
Early-stage measurements and testing provided a proof-
of-principal for initial approaches to Archer’s readout
technology, including the first indications of quantum
state detection. The design and manufacture of readout
hardware, technology, and associated techniques for the
12CQ device is ongoing. Archer is working with commercial
foundry partners for readout device design.
Further developments were made during the year that
build on Archer’s advances reported in FY23 on its
wafer-scale manufacturing of hundreds of chip-based
quantum electronic devices incorporating and integrating
the company’s 12CQ quantum material for testing and
measurements.
Image 1
A device developed by Archer
to readout quantum states
for the 12CQ technology.
For personal use only
Quantum Technology
12CQ Project
Magnetoresistance was for the first time observed in
Archer’s unique carbon-based quantum material – paving
the way towards potential spintronic applications of the
unique 12CQ carbon material. The measurements were
performed using QEDs fabricated at the nanometre-scale
and state-of-the-art cryogenic measurement facilities in
Australia.
The Archer team estimated for the first time the ‘exchange
interaction’ parameter in the quantum material. Archer used
powdered quantities of CNO material samples in various
pulsed electron spin setups and configurations at a range
of temperatures.
The exchange interaction parameter
will guide the development and
building of the qubit logic gates.
Archer further designed, developed, fabricated, and began
measurements on its readout circuits, including devices
incorporating the unique carbon nanomaterial used for the
12CQ devices. Faraday shielding for the readout devices
was also designed, manufactured, and implemented.
The Company completed the integration of electronic
equipment to interface between readout technology and
state-of-art measurement systems in facilities in Australia.
Early-stage measurements commenced on readout
devices, including employing the microwave reflectometry
technique. The readout devices were based on a single
electron radio-frequency-box architecture and fabricated
using scanning electron microscopy and electron beam
lithography.
The work validated the readout device’s sensitivity to
a single electronic energy level and demonstrated the
tuneability of the respective resonant circuit using a varactor
technology. This tuneability is significant in the context
of optimising the signal-to-noise ratio of the device’s
microwave readout tone.
The readout devices and components required a high
level of nanoscale precision between multiple fabrication
steps. More advanced fabrication included the nanometre
(one billionth of a metre) alignment between nanosized
electrodes and discrete 50 nanometre particles of the
carbon material used in the 12CQ technology (Image 2).
The development of optimised reflectometry-based
readout was awarded a UNSW Science Translational Impact
Seed Funding grant to support the R&D required for the
associated cryogenics and high-end electronic equipment.
Archer has also gained access to an Australian-based
Helium Ion Beam microscope, providing ultra-precise
imaging resolution and ion beam-based milling for the
formation of quantum nanodevices as part of Archer’s
R&D activities.
The Company developed and tested low-temperature
operation devices for the quantum spin state detection in
few- and single-carbon nanostructures using electron spin
resonance measurement techniques. Initial measurements
indicated a strong correlation between the simulated and
real devices.
Archer intends to manufacture wafer-scale runs of these
devices within a commercial foundry in the United States.
The design and manufacture of readout hardware,
technology, and associated techniques for the 12CQ Project
is ongoing.
Archer has brought in specialist staff from the semiconductor
industry, with experience developing and commercialising
semiconductor products and technology. Archer is working
with commercial foundry partners in Europe for device
designs.
Image 2
Readout device components fabricated by Archer for the
12CQ technology. The components show the result of ultra-
precise nanometre alignment applied in multiple fabrication
steps between nanosized electrodes and a discrete 50
nanometre (spherical) particle of the carbon material.
Operating and Financial Review
12
For personal use only
Archer and EPFL intend to use the p-ESR microsystem to
perform complex measurements involving the potential
electron spin manipulation of Archer’s 12CQ quantum
materials. The miniaturisation and electron spin sensitivity
of the p-ESR microsystem may allow Archer to explore
opportunities in developing quantum sensors, advanced
spectrometers, and analytical devices.
The p-ESR microsystem is a tiny, integrated device
designed to detect and analyse the behaviour of unpaired
electrons, that potentially carry spin quantum information,
in materials at a very small scale. It measures 0.7mm2 in size
and it includes integrated circuit components like micro
coils, amplifiers, filters, and mixers, all working together
to detect and amplify signals related to the behaviour of
unpaired electrons (Image 3). Significant innovation is
required to design, develop, and build an operational
p-ESR microsystem.
The p-ESR chip is manufactured using a 130nm SiGe
BiCMOS technology (IHP SG13G2Cu). This follows research
and development by Archer and EPFL on detecting electron
spins in its quantum materials using continuous wave ESR
(“cw-ESR”) chips built with high electron mobility transistor
(“HEMT”) and complementary metal-oxide semiconductor
(“CMOS”) technology (ASX ann. 10 Oct 2022, 1 Feb 2022,
and 20 Apr 2023). The new p-ESR chip technology is a
significant advance over the HEMT and CMOS chips in both
design and functionality.
The technical details of the design, characterisation, and
operation of the p-ESR chip were made publicly available as
a pre-print scientific article in an open-access repository1.
Archer filed an Australian provisional
patent application related to the
p-ESR chip.
Image 3
The 0.7 mm2 single chip integrated p-ESR, indicated by
the arrow, which is glued on a printed circuit board and
electronically connected by gold wire bonding.
Image 4
Photograph under magnification of the chip area showing
some of the integrated micron sized components, including
micro coils. The chip stands in contrast to traditional ESR
instrument systems that often entail bulky and complex
setups that require significant space and resources.
During the year, Archer designed, developed, and built a single chip
integrated pulsed electron spin resonance (“p-ESR”) microsystem,
with its research partner École Polytechnique Fédérale de Lausanne
(“EPFL”) in Switzerland.
1 R. Farsi et al. X-band single chip integrated pulsed electron spin resonance microsystem. ChemRxiv, 26 March 2024. https://doi.org/10.26434/chemrxiv-2024-0tvmv
13 | Archer Materials Limited 2024 Annual Report
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Quantum Technology
12CQ Project
The Archer quantum team also improved how the Company
detects single electron spins. Archer developed a new
method using resonators that can be adjusted to how they
respond to a spin signal. This means Archer can now fine-
tune the resonators to make its readings faster and more
accurate.
Adjustable resonator responses has the potential to allow
the management of more quantum bits (qubits) at once.
An electron’s ability to stay in a spin state depends on its
stability and spin lifetime. Being able to read these signals
faster means that more can be done with the electron
before it loses its spin state.
The team conducted measurements over three separate
test sessions. Each session refined the detection circuits,
studying the characteristics of single electron box devices
in different settings. As a result, Archer can more effectively
read the quantum states of the materials used in these
devices.
These resonator devices, along with development of the
spin reading, build on the previous work for the pulsed
electron spin resonance (“p-ESR”) chip, done in partnership
with EPFL, and will lead to probing the spin on single CNOs.
The single electron box devices are made with extreme
precision at the nanometre scale, each containing a single
carbon nanoparticle.
-10
-20
-30
-40
360
400
440
0
1
2
3
4
5
6
Frequency (MHz)
Varactor voltage
dB
442
438
434
-10
-20
-30
-40
-50
a.
b.
c.
d.
e.
Image 5
The company’s new method to enhance the accuracy and speed of readings quantum information using resonators to improve
the ability to detect a single electron spin detection in the CNO material. (a) and (d) shows a test chip ready for testing with a
high magnification image of a single CNO in a device (b). (c) and (e) show typical data collected from devices.
Frequency (MHz)
Operating and Financial Review
14
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Image 6
Early quantum electrical data from the collaboration with
Queen Mary University of London (QMUL).
Devices worked well with standard gold nanoparticles,
whereas those made with CNOs resisted electricity, and did
not show stable single electron charging signal. The Archer
team is now improving how the electrodes connect to
CNOs, how electrons move through the CNOs, the number
of electrons (spins) on our current CNOs, and the chemical
makeup and size of the CNOs.
The team achieved electron spin lifetimes of up to 300
nanoseconds of films of CNOs formed by a new process.
These lifetimes match those measured on the pyrolysis
method that was previously used for formation.
Archer also commenced an official project with Queen Mary
University of London (QMUL) to study electron movement
through CNOs using graphene-based nanodevices, to
observe the Coulomb blockade phenomenon, an important
phenomenon in quantum physics.
15 | Archer Materials Limited 2024 Annual Report
The collaboration officially began on 20 June 2024,
focusing on detailed studies of initial test wafer properties.
Wafer measurements will be performed at a very low
temperature of 77 Kelvin (-196 degrees Celsius), and the
graphene electrodes on essential devices will be physically
examined. The team will also check to confirm the presence
of CNOs and clusters of CNOs on these devices.
The team will discuss results with QMUL from these colder
temperature measurements on the test wafer and review
progress and data from devices specially made for and
decorated with Archer’s CNOs and sent to QMUL. This
research is an essential step in Archer’s collaboration
to understand how electrons behave in these unique
materials.
For personal use only
Biochip
This could enable the ability to detect multiple biologically
relevant targets on a chip at the same time, a process
known as multiplexing. Archer owns 100% of the biochip
technology intellectual property.
During the year, Archer advanced and derisked its gFET
through different designs at some of its foundry partners in
the Netherlands, Germany, and Spain.
Archer’s first-generation gFET
design was submitted and validated
by a commercial foundry partner in
Germany for a Multi-Project Wafer
(“MPW”) run.
Archer’s biochip innovation aims to integrate graphene field
effect transistors (“gFETs”) into advanced fluidic systems to create
miniaturised lab-on-a-chip device platforms for medical diagnostics.
The final fabrication processes were performed in-house by
the Company in Australia.
The MPW-produced gFETs were fabricated on a six-inch
wafer and diced into individual chips (Image 7). An MPW
is where Archer’s device designs are imprinted on a small
area of a wafer with the designs of other companies on the
same wafer.
The gFET devices have been measured and function as
expected, including the demonstration of liquid gating, and
are compatible with the Archer Biochip system platform.
Archer sent an advanced gFET design to foundry partner
in the Netherlands on a four-inch whole wafer run, which
was validated. (Image 8). The advanced gFET design now
creates the potential for an early biochip platform that has
single-device multiplexing, meaning the biochip technology
could sense different liquid samples and test for multiple
diseases at once.
Archer intends to integrate more functionality on the
biochip and optimise the device size and geometry to build
advanced sensing regions.
The electronic and spectroscopic characteristics of the
gFET chips, and the foundry fabrication process yield, are
consistent with what Archer expected. The gFET chips are
also compatible with Archer’s biochip system platform.
The whole wafer fabrication of the gFET device design is
a significant step towards industrial production. Archer will
use outcomes of the runs to evaluate the foundries best
suited to Archer’s technology.
The Company demonstrated multiplexing readout for
its advanced Biochip gFET devices by designing and
developing new hardware and software systems to readout
the signal from four gFET sensors at once on a single chip.
Image 7
Archer’s Biochip gFET chips are diced from the six-inch
multi-project wafer manufactured by a German foundry
partner.
Operating and Financial Review
16
For personal use only
Image 8
Archer’s advanced gFET chips for advanced biosensing
diced from the whole four-inch wafer fabricated in a
commercial foundry.
17 | Archer Materials Limited 2024 Annual Report
This is a significant advancement over earlier Biochip
system generations which could only activate one-sensor-
at-a-time.
The new R&D Biochip system with multiplexing capability
provides automated hands-free operation, as it integrates
liquid handling automation and data acquisition. The
software developed by Archer can display all single and
time series measurements in real-time for the four gFET
sensors simultaneously.
Archer built on the gFET whole four-inch wafer run by
submitting and fabricating a six-inch whole wafer run at its
foundry partner in Spain (refer Image 9, page 18).
The Spain foundry has ISO 13485 certification to
manufacture medical device components, an important
hallmark for future manufacturing partnerships. The
fabrication produced 145 chips with eight gFET devices
on each chip.
The gFETs are designed to be fabricated with structures
suitable for liquid multiplexing, with advances over previous
chip design features, including in-gating and channel
definition. Archer tested the chips diced from the wafer in
its laboratory in Australia.
The Company is working with the Spanish foundry partner
to integrate testing of the gFET devices at the point of
manufacture to improve the efficiency of the Company’s
technology development processes.
By developing various designs for
Archer’s Biochip gFET sensors, the
Company can broaden its foundry
network, improve quality control
of its chips, and expand possible
applications.
For personal use only
Biochip
Image 9
Archer’s gFET chips fabricated on a whole six-inch
wafer by Archer’s foundry partner in Spain.
Operating and Financial Review
18
Working with an ISO-certified foundry to manufacture
medical device components aligns with the purpose of the
Biochip - to potentially transform the medical diagnostics
industry by providing better access for disease detection.
The Company also progressed two provisional patent
applications related to the Biochip technology to patent
pending by the Patent Cooperation Treaty pathway. The
patent applications cover graphene field effect transistors,
and a system of chip readout electronics, fluidics, and
integration with liquid delivery automation and software.
Archer designed a miniaturised version of its Biochip gFET
chip. The new miniaturised design was sent to a foundry
partner in Europe for a whole-wafer fabrication of reduced
size gFET chips, which Archer intends to integrate with
other parts of the Biochip technology.
Archer has developed in-house expertise and know-how in
gFET chip design with this significant reduction in size.
The new gFET chip design has been significantly reduced
in size over earlier designs of 10mm2 to 1.5mm2. It will be
tested on a four-inch wafer which is expected to produce
1375 chips on it, compared to the 45 chips produced using
earlier designs in previous four-inch wafer fabrication runs.
Archer miniaturised the total chip size by redesigning the
layout of the circuits creating these gFET transistors.
Archer applies the ‘fabless’ chipmaker model by
designing, researching, and developing its chips, while
outsourcing manufacturing to specialised companies in the
semiconductor supply chain. This includes the creation of
a new miniaturised Biochip gFET chip design, sending the
design for a whole wafer run in a commercial foundry, and
deciding on the chip assembly and semiconductor device
electronics packaging and related electrical testing.
Archer continues to strengthen its relationships with
global semiconductor industry partners. The miniaturised
wafer will be diced and assembled at Archer’s outsourced
semiconductor assembly and testing (“OSAT”) partner in
Japan.
The OSAT includes moulding, dicing, and lead frame design
for the dedicated assembly of the ANL produced wafer, and
device electronic shorting and related packaging testing.
New capabilities are key in advancing the Biochip
development to interfacing and integration with miniaturised
gFET chip sensor designs.
For personal use only
Image 10
Example electrical data from gFET testing. The graph shows
improved measurement-to-measurement and chip-to-chip
variability with voltage sweep conditions.
20
40
60
80
100
120
140
160
180
Voltage sweep time (s)
Dirac Voltage (V)
1.0
0.8
0.6
0.4
0.2
0.0
Reduced device-to-device and
measurement-to-measurement range.
Improved sensitivity
Archer chips
on wafer
19 | Archer Materials Limited 2024 Annual Report
During the year, Archer established a multidisciplinary
laboratory at Cicada Innovations, in Sydney, Australia. The
Company outgrew its previous laboratory arrangements in
the University of Sydney Hardware Lab. The new laboratory
facility primarily supports Archer’s R&D activities and
includes capabilities for hardware testing and analysis, and
materials chemistry and engineering.
Archer also developed a standardised procedure for testing
its gFETs manufactured by its European suppliers. The
new procedure was developed to ensure the gFETs work
correctly before using them in sensors.
Archer determined new ways to electrically operate the
gFET sensor – speed, and the direction of the voltage
applied to the gate (a part of the transistor). These factors
change how the transistor responds based on the liquid
and the number of ions in the liquid (tiny, charged particles),
ultimately setting the sensitivity and speed of the sensor.
Through this ability, Archer can use new ways to detect
substances under different operating conditions using data
analysis and machine learning.
Understanding and changing these aspects allows Archer
to potentially produce a sensor that can quickly and
accurately detect different substances.
The team examined how different settings, like the
electrical biasing conditions and voltage sweeps, to see
how they affect the transistor (gFET) operation. In addition,
testing was done on how storing and using the transistor
repeatedly impacts its performance, as well as what
happens when different liquids are applied to it.
Archer is determining how best to optimise gFET stability
and durability. They are investigating protection of
the transistor by adding special ultrathin coatings and
employing precision materials modification steps during the
fabrication process. This work will help Archer move to the
next phase of developing a sensing method.
Archer has collaborated with several European foundries
to develop and test gFETs for the Biochip and the new
procedure will ensure consistency, reliability, and sensitivity
with our gFETs.
In addition, Archer has initiated experiments with
semiconductor companies in the US to investigate novel
processing steps into the gFET fabrication flow. This work
is complementary to the fabrication already done in the
European foundries.
A sensing electrical parameter as a function of voltage sweep
For personal use only
Archer’s technology
patents and patents
pending
Operating and Financial Review
The below tables detail Archer’s patents and patents pending
for the Quantum and Biochip technologies.
QUANTUM TECHNOLOGY
Priority date
Stage
Owner
Title & Summary
3 Dec 2015
Granted
The University
A quantum electronic device
of Sydney 1 and
Ecole Polytechnique
Federale De Lausanne
Patent Office
Patent/Application Number
Japan
6809670
South Korea
10-2288974
China
4606612
United States of America
11126925
Australia
2016363118
Hong Kong
1256636
Europe 2
3383792
1 This patent is exclusively licenced to Archer under a Licence
Agreement with The University of Sydney.
2 Designated countries: Belgium, Switzerland, Germany, Spain,
France, United Kingdom, Republic of Ireland, Italy, Netherlands,
Sweden, Turkey
9 Jun 2023
Provisional
Archer
Electron spin containing materials and methods for producing
Patent
said materials
Patent Office
Patent/Application Number
Australia
2023901839
22 Mar 2024
Pending
Archer
An electron spin resonance spectroscopy system
Patent Office
Patent/Application Number
Australia
2024900773
20
For personal use only
BIOCHIP TECHNOLOGY
Priority date
Stage
Owner
Title & Summary
15 Feb 2019
Pending
Archer
Graphene complexes and compositions thereof
Patent Office
Patent/Application Number
Australia
PCT/AU2020/050128
2020220236
United States of America
17429442
31 Mar 2022
Pending
Archer
Fabrication and processing of graphene electron devices on
silicon with a SiO2 passivation layer
Patent Office
Patent/Application Number
Australia
PCT/AU2023/050251
17 Oct 2022
Pending
Archer
Nanofabrication of electronic device components
Patent Office
Patent/Application Number
Australia
PCT/AU2023/051025
1 Dec 2021
Pending
Archer
Detection and quantification of nucleic acids
Patent Office
Patent/Application Number
Australia
PCT/AU2022/051434
2022401057
United States of America
18/715693
Japan
Awaiting application number
China
202280080331.3
Europe
22899651.8
11 Nov 2022
Pending
Archer
A device, system, and method for sensing an electronic property
of fluid sample
Patent Office
Patent/Application Number
Australia
PCT/AU2023/051141
23 Dec 2022
Pending
Archer
Methods for fabrication of graphene field effect transistors with
a liquid top-gate and associated componentry
Patent Office
Patent/Application Number
Australia
PCT/AU2023/051357
21 Jun 2024
Pending
Archer
Graphene field effect transistors and methods for their production
Patent Office
Patent/Application Number
Australia
2024901889
21 | Archer Materials Limited 2024 Annual Report
For personal use only
Directors’ Report
22
For personal use only
Directors’ Report
The Operating and Financial Review (which includes the Chair’s Report) of this Annual Report is incorporated by reference
into, and can be found on pages 4 to 21 of this Annual Report.
The Directors of Archer Materials Ltd present their report (including the Remuneration Report) together with the Financial
Statements of the consolidated entity, being Archer Materials Ltd and its controlled entities (‘Company’, ‘Group’, ‘Archer’),
For the financial year ended 30 June 2024.
Directors
The following Directors were in office at any time during or
since the end of the financial year:
> Greg English
(Executive Chair)
> Kenneth Williams
(Independent Non-Executive Director)
> Bernadette Harkin
(Independent Non-Executive Director
23 | Archer Materials Limited 2024 Annual Report
Chief Executive Officer
> Dr Mohammad Choucair
Held the position of Chief Executive Officer during
the financial year and as at the date of this report.
Company Secretary
> Damien Connor
Held the position of Company Secretary during the
financial year and as at the date of this report.
For personal use only
Greg English is the co-founder and Executive Chair of Archer.
He has been Chair of the board since 2008 and has
overseen Archer’s growth as a technology company that
operates within the semiconductor industry.
Greg has more than 25 years of engineering and legal
experience and has held senior roles for Australian and
multinational companies. Greg has received recognition for
his work as a lawyer.
Greg is an experienced company director and has also
served on the boards of other ASX listed companies. He
holds a bachelor’s degree in engineering and a law degree
(LLB).
Directorships of other ASX Listed entities in the last 3 years:
Core Lithium Limited (ASX: CXO) (current).
Interest in Shares and Options:
11,509,852 ordinary shares. 5,000,000 unlisted options,
exercisable at $1.79 and expiring on 31 May 2025.
Special Responsibilities:
Executive Chair. Member, Audit & Risk Management
Committee. Member, Remuneration & Nomination
Committee.
Ken was appointed as a Director of the Company on 28
September 2020. Ken has over 30 years’ experience in
corporate finance and has held senior executive, director,
and Chair positions with leading ASX companies.
Ken’s extensive experience in corporate finance includes
diverse experience in mergers, acquisitions, divestments
and corporate reconstructions. Ken was the Independent
Chair of Statewide Superannuation Trust (Statewide Super),
a South Australian based industry super fund with over
$12 billion in funds under management.
Ken was a member of Statewide Super’s Investment
Committee, and Remuneration & Nomination Committee.
In April 2022 Statewide Super merged with Hostplus.
Ken, until recently held the role of Deputy Chancellor of the
University of Adelaide but resigned in May 2024 to join the
Transition Council of Adelaide University to be formed from
the merger of the University of Adelaide and the University
of South Australia. He was also appointed to the Board of
SA Water, effective 3 August 2023.
Prior roles include Chair of AWE Limited, Chair of Havilah
Resources Limited, and Senior Finance Executive roles with
Newmont Corporation, Normandy Mining, and Qantas.
Directorships of other ASX Listed entities in the last 3 years:
Barton Gold Holdings Limited (ASX: BGD) (current), Lanyon
Investment Company Limited (ASX: LAN formerly 8IP
Emerging Companies Limited (ASX: 8EC)] (resigned 10 May
2022).
Interest in Shares and Options:
Nil Shares. 1,500,000 unlisted options, exercisable at $1.79
and expiring on 31 May 2025.
Special Responsibilities:
Chair, Audit & Risk Management Committee. Member,
Remuneration & Nomination Committee.
Information on
continuing Directors
and Management
Directors’ Report
Greg English
(Executive Chair)
LLB, BE (Mining)
Kenneth Williams
(Non- Executive Director)
B.Econ (HONS), MAppFin, FAICD
24
For personal use only
Where:
Column A is the number of meetings the Director was
entitled to attend.
Column B is the number of meetings the Director attended.
As at the date of this report, the Group has not formed
separate Governance Committee, as these matters are
handled by the Board as a whole. The Board considers this
appropriate given the size and nature of the Company at
this time.
Bernadette was appointed as a Director of the Company
on 6 October 2021. Bernadette has over 30 years of
experience working as a business technologist across
strategy, sales, marketing, operations, and delivery for
multinational Information Technology companies including
Wipro, IBM, Avanade, and CGI.
This includes 3 years at IBM where Bernadette served as a
board member for IBM Philippines. Bernadette’s experience
covers technology areas of Cloud, Analytics, Mobility, AI
and Security.
Bernadette’s international experience spans leadership
within large corporate governance structures and the
start-up of new businesses.
Bernadette has led and held senior advisory roles involving
business transformations for businesses in the US, Europe,
and Asia, including those within the STEM sector, which
have been underpinned by corporate growth strategies
leveraging innovative technologies.
Directorships of other ASX Listed entities in the last 3 years:
Nil.
Interest in Shares and Options:
Nil Shares. 1,500,000 unlisted options, exercisable at $1.79
and expiring on 31 May 2025.
Special Responsibilities:
Chair, Remuneration & Nomination Committee. Member,
Audit & Risk Management Committee.
The number of meetings of the Company’s Board of
Directors and each Board committee held during the
year ended 30 June 2023, and the numbers of meetings
attended by each Director were as follows:
A
B
A
B
A
B
Greg
9
9
4
4
3
3
English
Kenneth
9
9
4
4
3
3
Williams
Bernadette
9
9
4
4
3
3
Harkin
Board of
Directors
Director
Audit & Risk
Management
Committee
Remuneration
& Nomination
Committee
Meetings of
Directors
Bernadette Harkin
(Non- Executive Director)
MBA, GAICD
25 | Archer Materials Limited 2024 Annual Report
For personal use only
Information on
continuing Directors
and Management
Directors’ Report
Dr Mohammad Choucair
(Chief Executive Officer)
FRSN FRACI GAICD BSc Nanotechnology (Hon. 1),
PhD (Chemistry)
Damien Connor
(Chief Financial Officer / Company Secretary)
CA GAICD AGIA B.Com
Dr Mohammad Choucair was appointed CEO of Archer in
December 2017 and is leading the company to develop
disruptive deep tech that address complex global
challenges.
Mohammad served a 2-year mandate at the World
Economic Forum on the Global Council for Advanced
Materials and is internationally recognised for his forward-
thinking breakthroughs in Nanotechnology.
Mohammad is Alumni of the World Economic Forum,
Alumni of the Australian Graduate School of Management,
and a Graduate Member of the Australian Institute of
Company Directors.
He received the Royal Australian Chemical Institute
Cornforth Medal for the most outstanding Chemistry PhD
in Australia and is a Fellow of The Royal Society of New
South Wales and The Royal Australian Chemical Institute.
Damien Connor was appointed Company Secretary and
Chief Financial Officer on 1 August 2014.
Damien is an experienced Company Secretary and CFO,
with over 20 years finance and accounting experience
including over 15 years in the mining and mineral
exploration industry.
Damien has been providing Company Secretary and CFO
services to a number of ASX listed and unlisted entities
since 2011.
Damien is a member of the Chartered Accountants of
Australia and New Zealand (Chartered Accountant), an
associate member of the Governance Institute of Australia
(Chartered Secretary) and a Graduate of the Australian
Institute of Company Directors.
26
For personal use only
Principal activities
During the year, the principal activities of the
Group were:
> Technology research and development of the
carbon nano onion quantum material (“12CQ Project”)
and graphene-based lab-on-a-chip biosensing chip
(“biochip”).
> Utilising semiconductor development infrastructure
and facilities, R&D, people, and IP, to support technology
research and development.
> Internationally protecting and prosecuting intellectual
property (e.g. patents and patent applications).
> Collaborating and partnering with organisations
in computing, deep tech, technology research and
development, and manufacturing as part of global
networks in the semiconductor industry.
Significant changes to the state of affairs
The Directors are not aware of any significant changes in
the state of affairs of the Group occurring during the year
ended 30 June 2024, other than as disclosed in this report.
Events arising since the end of the reporting
period:
On 12 July 2024, the Group announced the departure of
Dr Mohammad Choucair as Chief Executive Officer (“CEO”),
with Mohammad to step down from the CEO role in January
2025 to ensure a smooth transition and handover.
Dr Mohammad Choucair held the position of Chief Executive
Officer during the financial year and as at the date of this
report.
On 15 July 2024 the Group announced Dr Simon Ruffell’s
promotion to Chief Technology Officer (“CTO”) to ensure a
smooth transition and the continued growth of the Group’s
two key projects.
The Directors are not aware of any other matter or
circumstance that has arisen since the end of the year that
has significantly affected, or may significantly affect the
Group’s operations, the results of those operations, or the
Group’s state of affairs in future financial years.
27 | Archer Materials Limited 2024 Annual Report
Archer is a technology company
with a focus on developing
innovative deep tech in the
semiconductor industry.
The Company is developing and working towards
commercialising semiconductor devices and sensors
relevant to quantum computing and lab-on-a-chip
medical diagnostics.
Directors’ Report
For personal use only
Remuneration
Report (audited)
Directors’ Report
28
For personal use only
The Remuneration Report is set out
under the following main headings:
A. Principles used to determine the nature and
amounts of remuneration
B. Details of remuneration
C. Employment Contracts of Directors and
other Key Management Personnel
D. Share based remuneration
E. Bonuses included in remuneration
F.
Other information
The Directors of Archer Materials Limited (the Group) present the Remuneration Report for Non-Executive Directors,
Executive Directors and other Key Management Personnel, prepared in accordance with the Corporations Act 2001
and the Corporations Regulations 2001.
The names and roles of the Company’s key
management personnel during the year are:
> Greg English
Executive Chair
> Kenneth Williams
Independent Non-Executive Director
> Bernadette Harkin
Independent Non-Executive Director
> Dr Mohammad Choucair
Chief Executive Officer
> Damien Connor
Chief Financial Officer & Company Secretary
29 | Archer Materials Limited 2024 Annual Report
For personal use only
A. Principles used to determine the nature and amounts of remuneration
The Board has a Remuneration and Nomination Committee,
comprising Bernadette Harkin (Chair), Kenneth Williams
and Greg English.
The Remuneration and Nomination Committee assists the
Board in discharging its responsibilities in relation to people
and remuneration activities, including oversight of risks
related to people performance management, Company
culture, succession planning, capacity and capability, and
inclusion and diversity.
Archer’s remuneration philosophy is to seek, attract and
retain high performing staff and incentivise executives to
lead our Company in an inspiring way and to outperform.
We focus on demonstrating clear links between business
performance and remuneration outcomes while continuing
to build value for all stakeholders.
The Board believes that individual salary negotiation is
more appropriate than formal remuneration policies and
external advice and market comparisons are sought where
necessary. The Group discloses the fees and remuneration
paid to all Directors as required by the Corporations Act
2001. The Board recognises that the attraction of high calibre
executives is critical to generating shareholder value.
The directors and executives receive a superannuation
guarantee contribution required by the government of 11%
per annum (11.5 % from 1 July 2024) and do not receive any
other retirement benefits. Some individuals, however, may
choose to sacrifice part of their salary to increase payments
towards superannuation and/or elected to increase
superannuation contributions a part of their salary package.
All remuneration paid to Directors and executives is valued
at the cost to the Group. The Group has established a
Performance Rights Plan and Share Option Plan (Plan) for
the benefit of Directors, officers, senior executives and
consultants.
The Board’s policy is to remunerate non-executive
directors at the market rates for time, commitment and
responsibilities. The Board determines payments to
executives and reviews their remuneration annually, based
on market price, duties and accountability. Independent
external advice is sought when required.
The maximum aggregate amount of fees that can be paid
to non-executive directors, in aggregate, is $500,000 per
annum which has not changed since Archer listed on the
ASX in August 2007. These amounts are not linked to the
financial performance of the consolidated Group. However,
to align director’s interests with shareholder interests, the
directors are encouraged to hold shares in Archer.
Each member of the executive team has signed a formal
contract at the time of their appointment covering a range of
matters including their duties, rights, responsibilities and any
entitlements on terminations. The standard contract sets out
the specific formal job description.
Use of remuneration consultants
The Company has not engaged the services of a
remuneration consultant during the year.
Voting and comments made at the
Company’s 2023 Annual General Meeting
The Company received 97.16 % ‘for’ votes on its
Remuneration Report for the financial year ending 30 June
2023. The Company received no specific feedback on its
Remuneration Report at the 2023 Annual General Meeting.
Consequences of performance on
shareholder wealth
In considering the Group’s performance and benefits for
shareholder wealth, the Board has regard to the Company’s
share price in respect of the current financial year and the
previous four (4) financial years:
Item
30 June
2024
30 June
2023
30 June
2022
30 June
2021
30 June
2020
Share
price($)
$0.335
$0.595
$0.55
$0.95
$0.60
Remuneration Report (audited)
30
For personal use only
B. Details of Remuneration
Details of the nature and amount of each element of the remuneration of each Key Management Personnel (KMP) of the
Group are shown in the table below:
DIRECTORS AND OTHER KEY MANAGEMENT PERSONNEL
Short-term
Employee Benefits
Post
employment
Benefits
Termination
Benefits
Share
Based
Payments
Employee
Year
Cash
Salary &
Fees
$
Cash
Bonus
$
Super-
annuation
$
Termination
Benefits
$
Unlisted
Options 1
$
Total
$
Performance
based
%
Executive Director
Mr English
2024
371,690
62,166 2
40,886
-
463,358
938,100
6.6%
Executive Chair
Not independent
2023
315,374
25,343 2
35,903
-
1,271,087
1,647,707
1.7%
Non-Executive Directors
Mr Williams
2024
70,000
-
7,700
-
139,007
216,707
-%
Independent
2023
63,348
-
6,652
-
381,326
451,326
-%
Ms Harkin
2024
70,000
-
7,700
-
139,007
216,707
-%
Independent
2023
63,348
-
6,652
-
381,326
451,326
-%
Other Key Management Personnel
Dr Choucair
2024
336,923
16,500 3
38,960
-
556,030
948,413
1.9%
Chief Executive Officer
2023
298,654
51,000 3
36,969
-
1,525,305
1,911,928
3.0%
Mr Connor
2024
237,563
-
-
-
139,007
376,570
-%
Company Secretary
& CFO
2023
170,550
-
-
-
381,326
551,876
-%
2024 Total
2024
1,086,176
78,666
95,246
-
1,436,409
2,696,497
2023 Total
2023
911,274
76,343
86,176
-
3,940,370
5,014,163
1 In accordance with Accounting Standards, remuneration includes a portion of the notional value of the options granted during the year. The notional
value of options are determined as at the grant date and is progressively allocated over the vesting period. The amount included as remuneration is not
indicative of the benefit (if any) that the employee may ultimately realise should the option vest and become exercisable. The notional value of the options
as at the grant date has been determined in accordance with the accounting policy detailed at Note 1 and calculation details in Note 18.
2 Short-term incentive cash bonus, approved by the non-executive directors, related to KPI achievement, pursuant to Mr English’s employment contract.
3 Short-term incentive cash bonus, approved by the Board, related to KPI achievement, pursuant to Dr Choucair’s employment contract.
31 | Archer Materials Limited 2024 Annual Report
For personal use only
Remuneration Report (audited)
C. Employment Contracts of Directors and Other Key Management Personnel
Remuneration and other terms of employment for the Directors and other Key Management Personnel are formalised in
either contracts of employment or service agreements. The main provisions of the agreements relating to remuneration
are set out below:
Name
Remuneration
Unit of
Measure
Term of
agreement
Notice Period
Greg English
Executive Chair
Total Fixed Remuneration (TFR):
$412,576 per annum inclusive of superannuation. 1
Effective 1 July 2024 2,3
TFR of $431,012 per annum inclusive applicable superannuation.
Short-term incentive:
Discretionary up to 15% of TRF each year, is determined with
reference to KPIs as set by the Board annually.
Long-term incentive:
Entitled to receive Options or Performance Rights equal to the
maximum number of Options or Performance Rights granted
to a director of the Company in the same financial year, subject
to shareholder approval and KPIs including the Company’s
share price movement compared with the ASX Small Ordinaries
Resources Index.
Salaried
employee
Permanent
employee,
no fixed
term.
Between 1
month and 12
months’ notice
depending on the
circumstances.
Any applicable
termination
payment is
calculated based
on reasons for
termination from 1
month salary plus
leave entitlements
up to 12 months’
salary plus leave
entitlements.
Kenneth
Williams
Non-Executive
Director
Base remuneration:
$70,000 per annum plus superannuation. 1
Director
fees
No fixed
term.
None
Bernadette
Harkin
Non-Executive
Director
Base remuneration:
$70,000 per annum plus superannuation. 1
Director
fees
No fixed
term.
None
Key Management Personnel
Dr Mohammad
Choucair
Chief Executive
Officer
Base Remuneration:
$330,000 per annum plus superannuation. 1
Short-term incentive:
Discretionary up to 25% of salary each year, is determined with
reference to KPIs as set by the Board annually.
Long-term incentive:
Entitled to receive Options or Performance Rights equal to the
maximum number of Options or Performance Rights granted
to a director of the Company in the same financial year, subject
to shareholder approval and KPIs including the Company’s
share price movement compared with the ASX Small Ordinaries
Resources Index.
Director
fees
Permanent
employee,
no fixed
term.
As announced
on 12 July
2024, Dr
Mohammad
Choucair will
step down
from the role of
CEO in January
2025.
Damien Connor 4
Company
Secretary /CFO
Variable
Services as required
Hourly
rate
contract
No fixed
term.
Either party
may terminate
by providing 3
months’ notice.
1 Superannuation rate appliable to the year ended 30 June 2024 was 11% per annum. The superannuation rate increases to 11.5% per annum from 1 July 2024.
2 From 1 July 2024, Mr English’s superannuation contributions will be based on the superannuation guarantee levy rate prescribed by the Superannuation
Guarantee Administration Act 1992 (Cth), being 11.5% per annum, up to the maximum superannuation contribution base (MSCB).
3 In July 2024, the Remuneration and Nomination Committee undertook a review of staff wages. The review was conducted to ensure that wages are keeping
up with recent CPI and interest rate increases and that wages are not declining in real terms. Consequently, the Board approved a 4% per annum increase to Mr
English’s TFR (with effect on and from 1 July 2024).
4 Contract payments are made to Damien Connor Consulting Pty Ltd – an entity associated with Damien Connor.
32
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D. Share-based Remuneration
UNLISTED OPTIONS (OPTIONS)
All Options refer to Options over ordinary shares of the Company, which are exercisable on a one-for-one basis under the
terms of the agreements.
The Group has established a Performance Rights and Share Option Plan for the benefit of eligible staff, Directors, officers,
senior executives and consultants. Under the Performance Rights and Share Option Plan, the Company, through the Board,
may offer Options to eligible persons on such terms that the Board considers appropriate, including any performance or
other vesting hurdles that may apply.
Options granted to KMP during the reporting period
No Options were granted as remuneration to KMP during the year ended 30 June 2024 (30 June 2023: Nil).
Options to KMP forfeited, cancelled, lapsed or expired during the reporting period
During the reporting period 1,500,000 Options, with an exercise price of $0.7277 each and expiring on 31 March 2024,
expired unexercised.
PERFORMANCE RIGHTS (RIGHTS)
The Company’s Performance Rights and Share Option Plan provides for the issue of Rights to Directors, employees and
contractors of the Company and its associated body corporates.
All Rights issued under the Plan refer to Rights over ordinary shares of the Company, which are exercisable on a one-
for-one basis under the terms of the agreements. Vesting of Rights is generally subject to the achievement of particular
performance conditions as determined by the Board.
There were no Rights issued during the reporting period and none are on issue at the reporting date.
SHARES
There were no Shares issued as remuneration during year ended 30 June 2024 (30 June 2023: Nil).
33 | Archer Materials Limited 2024 Annual Report
For personal use only
Remuneration Report (audited)
E. Bonuses included in Remuneration
Details of the short-term incentive cash bonuses awarded as remuneration to each key management personnel, the
percentage of the available bonus that was paid in the financial year, and the percentage that was forfeited because the
person did not meet the performance criteria is set out below.
Employee
Included in remuneration ($)
Percentage vested
during the year
Percentage forfeited
during the year
Greg English 1
Executive Chair
$62,165
(inclusive of superannuation)
100%
-
Dr Mohammad Choucair 2
Chief Executive Officer
$18,398
(inclusive of superannuation)
20%
80%
1 Mr English’s contract of employment provides for a discretionary cash bonus of up to 15% of his salary each year, determined with reference to KPIs set by
the Board annually. The KPI’s subject of the bonus payable for the financial year were determined with reference to satisfaction of performance targets
relating to corporate strategy objectives, funding and stakeholder management.
2 Dr Choucair’s contract of employment provides for a discretionary cash bonus of up to 25% of his salary each year, determined with reference to KPIs set
by the Board annually. The KPI’s subject of the bonus payable for the financial year were determined with reference to satisfaction of performance targets
relating to key technical and corporate strategy objectives.
No other key management personnel were awarded short-term incentive cash bonuses as remuneration during the year
ended 30 June 2024.
34
For personal use only
F. Other Information
Option Holdings of Key Management Personnel as at 30 June 2024
The number of Options over ordinary shares in the Company held, directly, indirectly, or beneficially, by each specified
Director and other key management personnel, including their personally related entities as at reporting date, is as follows:
2024
Key
Management
Personnel
Held at
1 July 2023
Vested and
exercisable
at 1 July
2023
Granted as
Remuneration Exercised
Forfeited/
Lapsed/
Expired/
Cancelled
Held
at
30 June
2024
Vested and
Exercisable at
30 June 2024
Mr English
5,000,000
3,333,334
-
-
-
5,000,000
5,000,000
Mr Williams
3,000,000
1,000,000
-
-
(1,500,000)
1,500,000
1,500,000
Ms Harkin
1,500,000
1,000,000
-
-
-
1,500,000
1,500,000
Dr Choucair
6,000,000
4,000,000
-
-
-
6,000,000
6,000,000
Mr Connor
1,500,000
1,000,000
-
-
-
1,500,000
1,500,000
Total
17,000,000
10,333,334
-
-
(1,500,000)
15,500,000
15,500,000
Performance Rights Holdings of Key Management Personnel as at 30 June 2024
There were no Rights to acquire shares in the Company held by KMP during the current or prior reporting period.
Share Holdings of Key Management Personnel as at 30 June 2024
The number of ordinary shares of Archer Materials Limited held, directly, indirectly, or beneficially, by each Director and
other key management personnel, including their personally related entities as at reporting date:
2024
Key Management
Personnel
Held at
1 July 2023
Granted as
Compensation
Options
Exercised
Other
Changes
Held at
30 June 2024
Mr English
11,509,852
-
-
-
11,509,852
Mr Williams
-
-
-
-
-
Ms Harkin
-
-
-
-
-
Dr Choucair
3,854,927
-
-
-
3,854,927
Mr Connor
943,831
-
-
-
943,831
Total
16,308,610
-
-
-
16,308,610
35 | Archer Materials Limited 2024 Annual Report
For personal use only
Remuneration Report (audited)
Transactions with Key Management Personnel
Transactions with key management personnel and related parties as disclosed below are made on normal commercial
terms and conditions. Outstanding balances are unsecured and are repayable in cash.
Amounts paid or payable to key management personnel and related parties/entities:
Related Party
Relationship to Key Management
Personnel/Director
Services Provided
2024
$
2023
$
Piper Alderman
Lawyers
A business of which Greg English
is a Consultant.
Legal advice
$9,271
$14,172
Damien Connor
Consulting Pty Ltd
A business of which Damien
Connor is a Director.
Finance/ Co. Secretary
consulting fees.
$237,563
$170,550
Dr Choucair is a co-inventor of the 12CQ intellectual property licenced to Archer under a Licence Agreement with
The University of Sydney. During the year Dr Choucair was paid $29,203 by The University of Sydney (2023: Nil).
END OF AUDITED REMUNERATION REPORT
36
For personal use only
Unissued Shares Under Option
Unissued ordinary shares of Archer Materials Limited under option at the date of this report are:
Issued to
Issue Date
Grant Date
Number of
Options Granted
Option
Exercise Price
Expiry Date
Directors 1
2/12/2021
24/11/2021
8,000,000
$1.79
31/05/2025
CEO 1
2/12/2021
24/11/2021
6,000,000
$1.79
31/05/2025
Company Secretary 1
2/12/2021
24/11/2021
1,500,000
$1.79
31/05/2025
Other Employees
2/12/2021
24/11/2021
3,200,000
$1.79
31/05/2025
18,700,000
1 Previously issued to members of key management personnel as remuneration.
All Options are unlisted and exercisable into fully paid ordinary shares in the Company on a one for one basis. These
Options do not entitle the holders to participate in any share issue of the Company.
Refer Note 18 for details of movement in Options during the reporting period. No Options over ordinary shares have been
issued, forfeited, cancelled or lapsed since the end of the reporting period.
Performance Rights (Rights)
There were no Rights on issue during the reporting period or as at the date of this report.
Environmental Issues
The Group’s operations are subject to significant environmental regulations under the laws of the Commonwealth and/
or State. No notice of any breach has been received and to the best of the Directors’ knowledge no breach of any
environmental regulations has occurred during the financial year or up to the date of this Annual Report.
Indemnity and insurance of officers
The Company’s Constitution provides that the Company indemnifies, on a full indemnity basis and to the full extent
permitted by law, officers of the Company for all losses or liabilities incurred by the person as an officer of the Company or
a related body corporate. In conformity with the Constitution, the Company is party to Deeds of Indemnity in favour of each
of the Directors referred to in this report who held office during the year.
The Company has paid premiums to insure each of the Directors, Officers and Consultants 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 Executive of the Company, other than conduct involving wilful breach of duty or a lack of good faith in relation
to the Company. The policy does not specify the individual premium for each officer covered and the amount paid is
confidential. Since the end of the year the Company has paid, or agreed to pay, premiums in respect of such contracts for
the year ending 30 June 2024.
37 | Archer Materials Limited 2024 Annual Report
For personal use only
Directors’ Report
Indemnity and insurance of auditor
The Company has not, during or since the end of the financial period, indemnified or agreed to indemnify the auditor of
the Company or any related entity against a liability incurred by the auditor.
During the financial period, the Company has not paid a premium in respect of a contract to insure the auditor of the
Company or any related entity.
Non-audit services
Details of the amounts paid or payable to the auditor (Grant Thornton) for services they provided during the financial year
are outlined in Note 6 to the financial statements. No non-audit services were provided by the auditor during the year.
Proceedings on behalf of the Company
As far as the Directors’ are aware, no person has applied to the Court for leave to bring proceedings on behalf of the
Company or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on
behalf of the Company for all or any part of those proceedings. The Company was not a party to any such proceedings
during the year.
Corporate Governance
The Board has adopted the ASX Corporate Governance Council’s “Corporate Governance Principles and
Recommendations – 4th Edition” (ASX Recommendations). The Board continually monitors and reviews its existing and
required policies, charters and procedures with a view to ensuring its compliance with the ASX Recommendations to
the extent deemed appropriate for the size of the Company and the status of its projects and activities. Good corporate
governance practices are also supported by the ongoing activities of the Audit & Risk Management Committee and the
Remuneration and Nomination Committee.
The Company’s Corporate Governance Statement for the financial year ending 30 June 2024 is dated 30 June 2024 and
was approved by the Board on 28 August 2024.
The Corporate Governance Statement provides a summary of the Company’s ongoing corporate governance practices in
accordance with the ASX Recommendations. The Corporate Governance Statement is supported by a number of policies,
procedures, code of conduct and formal charters, all of which are located in the Corporate Governance section of the
Company’s website: www.archerx.com.au.
Auditor’s Declaration
The auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on page
39 and forms part of the director’s report for the financial year ended 30 June 2024.
This report is signed in accordance with a resolution of the Board of Directors.
Greg English
Executive Chair
28 August 2024
38
For personal use only
Grant Thornton Audit Pty Ltd
Grant Thornton House
Level 3
170 Frome Street
Adelaide SA 5000
GPO Box 1270
Adelaide SA 5001
T +61 8 8372 6666
www.grantthornton.com.au
ACN-130 913 594
Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Limited ABN 41 127 556 389 ACN 127 556 389.
‘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 Limited 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 ACN 127 556 389 and its Australian subsidiaries and related entities. Liability limited by a scheme approved under Professional Standards
Legislation.
Auditor’s Independence Declaration
To the Directors of Archer Materials Limited
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the audit
of Archer Materials Limited for the year ended 30 June 2024, I declare that, to the best of my knowledge and
belief, there have been:
a no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the
audit; and
b no contraventions of any applicable code of professional conduct in relation to the audit.
GRANT THORNTON AUDIT PTY LTD
Chartered Accountants
J L Humphrey
Partner – Audit & Assurance
Adelaide, 28 August 2024
39 | Archer Materials Limited 2024 Annual Report
For personal use only
Financial
Information
40
For personal use only
41 | Archer Materials Limited 2024 Annual Report
For personal use only
Financial Information
42
Notes
CONSOLIDATED GROUP
2024
$
2023
$
REVENUE
Revenue from ordinary activities
-
-
OTHER INCOME
Research and development tax concession
2,135,936
1,498,471
Other income
3
941,147
702,248
3,077,083
2,200,719
EXPENSES
Depreciation expense
(154,523)
(34,395)
Amortisation of intangibles
11
(27,171)
(19,344)
Quantum and biochip technology research expenditure
(4,524,190)
(2,965,560)
Employee benefits expense
(1,257,843)
(1,098,392)
Share based payments expense
18
(603,093)
(5,554,843)
Fair value loss on financial assets
9
(307,620)
(848,391)
Corporate consultants/public relations expense
(459,321)
(216,325)
ASX listing and share registry expense
(145,610)
(163,923)
Other expenses
(400,862)
(349,003)
LOSS BEFORE TAX
(4,803,150)
(9,049,457)
Income tax benefit /(expense)
-
-
LOSS FOR THE YEAR
(4,803,150)
(9,049,457)
Other comprehensive income
-
-
TOTAL COMPREHENSIVE LOSS FOR THE YEAR
(4,803,150)
(9,049,457)
Cents
Cents
Loss per share
Basic and diluted loss for the year per share
16
(1.88)
(3.62)
The financial statements should be read in conjunction with the accompanying notes.
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR THE YEAR ENDED 30 JUNE
For personal use only
43 | Archer Materials Limited 2024 Annual Report
Notes
CONSOLIDATED GROUP
2024
$
2023
$
ASSETS
CURRENT ASSETS
Cash and cash equivalents
7
2,838,675
772,317
Term deposits – short term
7
15,371,145
22,545,145
Trade and other receivables
8
2,575,930
2,032,765
Other financial assets
9
567,259
874,879
Prepayments
761,237
537,127
TOTAL CURRENT ASSETS
22,114,245
26,762,233
NON-CURRENT ASSETS
Intangible assets
11
502,754
353,694
Property, plant and equipment
163,931
83,880
Right of use asset – office leases
14
109,309
9,097
TOTAL NON- CURRENT ASSETS
775,994
446,671
TOTAL ASSETS
22,890,239
27,208,904
CURRENT LIABILITIES
Trade and other payables
12
614,090
785,719
Lease liability
94,335
9,097
Employee entitlements
13
342,237
378,868
TOTAL CURRENT LIABILITIES
1,050,662
1,173,684
NON-CURRENT LIABILITIES
Lease liability
14,974
-
Employee entitlements
13
24,423
34,983
TOTAL NON-CURRENT LIABILITIES
39,397
34,983
TOTAL LIABILITIES
1,090,059
1,208,667
NET ASSETS
21,800,180
26,000,237
EQUITY
Issued capital
15
47,799,119
47,799,119
Reserves
17
14,219,548
15,371,834
Accumulated losses
(40,218,487)
(37,170,716)
TOTAL EQUITY
21,800,180
26,000,237
The financial statements should be read in conjunction with the accompanying notes.
STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE
For personal use only
Financial Information
44
Issued
Capital
$
Retained
Earnings
$
Share Based
Payments
Reserve
$
Acquisition
Reserve
$
Total
$
BALANCE AT 1 JULY 2023
47,799,119
(37,170,716)
15,371,834
-
26,000,237
Expense associated with unlisted
option vesting during the period
(refer Note 18)
-
-
603,093
-
603,093
Transfer of lapsed or exercised
share-based payments to
retained earnings
-
1,755,379
(1,755,379)
-
-
Transactions with owners
47,799,119
(35,415,337)
14,219,548
-
26,603,330
Total loss for the year
-
(4,803,150)
-
-
(4,803,150)
Other comprehensive income
-
-
-
-
-
BALANCE AT 30 JUNE 2024
47,799,119
(40,218,487)
14,219,548
-
21,800,180
Issued
Capital
$
Retained
Earnings
$
Share Based
Payments
Reserve
$
Acquisition
Reserve
$
Total
$
BALANCE AT 1 JULY 2022
47,723,569
(29,197,602)
10,893,334
-
29,419,301
Expense associated with unlisted
option vesting during the period
(refer Note 18)
-
-
5,554,843
-
5,554,843
Shares issued during the year
- net of costs (refer Note 15)
75,550
-
-
-
75,550
Transfer of lapsed or exercised
share-based payments to
retained earnings
-
1,076,343
(1,076,343)
-
-
Transactions with owners
47,799,119
(28,121,259)
15,371,834
-
35,049,694
Total loss for the year
-
(9,049,457)
-
-
(9,049,457)
Other comprehensive income
-
-
-
-
-
BALANCE AT 30 JUNE 2023
47,799,119
(37,170,716)
15,371,834
-
26,000,237
The financial statements should be read in conjunction with the accompanying notes.
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 30 JUNE
For personal use only
45 | Archer Materials Limited 2024 Annual Report
Notes
CONSOLIDATED GROUP
2024
$
2023
$
CASH FLOW FROM OPERATING ACTIVITIES
Payments to suppliers and employees
(2,825,325)
(1,334,837)
Payments for quantum and biochip technology research activities
(4,524,190)
(2,965,560)
Interest received
1,098,763
227,903
Research and development tax concession received
1,455,936
1,021,471
Innovation grant received
-
25,000
NET CASH USED IN OPERATING ACTIVITIES
19
(4,794,816)
(3,026,023)
CASH FLOWS FROM INVESTING ACTIVITIES
Proceeds from redemption of short term deposits
7
7,174,000
2,500,000
Payments for intellectual property
(80,642)
(124,698)
Payments for property, plant and equipment
(116,365)
(60,402)
NET CASH PROVIDED BY / (USED) IN INVESTING ACTIVITIES
6,976,993
2,314,900
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares
15
-
75,550
Payment of lease liability
(115,819)
(10,652)
NET CASH (USED) / PROVIDED BY FINANCING ACTIVITIES
(115,819)
64,898
Net increase / (decrease) in cash held
2,066,358
(646,225)
Cash at the beginning of the year
772,317
1,418,542
CASH AT THE END OF THE FINANCIAL YEAR
7
2,838,675
772,317
The financial statements should be read in conjunction with the accompanying notes.
STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE
For personal use only
Financial Information
46
Notes to the Financial Statements for the year ended 30 June 2024
Basis of preparation
The financial report is a general-purpose financial
report that has been prepared in accordance with
Australian Accounting Standards, Australian Accounting
Interpretations, other authoritative pronouncements of
the Australian Accounting Standards Board (AASB) and
the Corporations Act 2001.
Archer Materials Limited is a for profit entity for the
purposes of preparing the financial statements. The
financial report has been presented in Australian dollars.
Australian Accounting Standards set out accounting
policies that the AASB has concluded would result
in a financial report containing relevant and reliable
information about transactions, events and conditions
to which they apply. Compliance with Australian
Accounting Standards ensures that the financial
statements and notes also comply with International
Financial Reporting Standards. Material accounting
policies adopted in the preparation of this financial
report are presented below. They have been
consistently applied unless otherwise stated.
The financial report has been prepared on an accruals
basis and is based on historical costs modified,
where applicable, by the measurement at fair value
of selected non-current assets, financial assets and
financial liabilities.
The principal accounting policies adopted in the
preparation of the financial statements are set out below.
Principles of Consolidation
The parent entity controls a subsidiary if it is exposed,
or has rights, to variable returns from its involvement
with the subsidiary and has the ability to affect those
returns through its power over the subsidiary. A list
of controlled entities is contained in Note 10 to the
financial statements.
As at reporting date, the assets and liabilities of all
controlled entities have been incorporated into the
consolidated financial statements as well as their results
for the year then ended. Where controlled entities have
entered (left) the consolidated group during the year, their
operating results have been included/(excluded) from the
date control was obtained/(ceased).
All inter-group balances and transactions between
entities in the consolidated group, including any
recognised profits or losses, have been eliminated on
consolidation. Accounting policies of subsidiaries have
been changed, where necessary, to ensure consistency
with those adopted by the parent entity.
Current and non-current classification
Assets and liabilities are presented in the statement
of financial position based on current and non-current
classification.
An asset is classified as current when: it is either
expected to be realised or intended to be sold or
consumed in the consolidated entity’s normal operating
cycle; it is held primarily for the purpose of trading; it
is expected to be realised within 12 months after the
reporting period; or the asset is cash or cash equivalent
unless restricted from being exchanged or used to settle
a liability for at least 12 months after the reporting period.
All other assets are classified as non-current.
A liability is classified as current when: it is either
expected to be settled in the consolidated entity’s normal
operating cycle; it is held primarily for the purpose of
trading; it is due to be settled within 12 months after the
reporting period; or there is no unconditional right to
defer the settlement of the liability for at least 12 months
after the reporting period. All other liabilities are classified
as non-current.
Cash and cash equivalents
Cash and cash equivalents includes cash on hand,
deposits held at call with financial institutions, other
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. For the
statement of cash flows presentation purposes, cash and
cash equivalents also includes bank overdrafts, which
if applicable, will be shown within borrowings in current
liabilities on the Statement of Financial Position.
Property, plant and equipment
Property, plant and equipment is carried at cost less
where applicable, any accumulated depreciation and
impairment losses.
The carrying amount of property, plant and equipment
is reviewed annually by Directors to ensure it is not in
excess of the recoverable amount from these assets.
The recoverable amount is assessed on the basis of
the expected net cash flows that will be received from
the assets employment and subsequent disposal. The
expected net cash flows have been discounted to their
present values in determining recoverable amounts.
Subsequent costs are included in the asset’s carrying
amount or recognised as a separate asset, as
appropriate, only when it is probable that future economic
benefits associated with the item will flow to the Group
and the cost of the item can be measured reliably.
NOTE 1 – STATEMENT OF MATERIAL ACCOUNTING POLICIES
For personal use only
47 | Archer Materials Limited 2024 Annual Report
All other repairs and maintenance are charged to the
Statement of Profit or Loss during the financial period in
which are they are incurred.
Depreciation
The depreciable amount of all fixed assets is depreciated
on a straight-line basis over their useful lives to the
consolidated entity commencing from the time the
asset is held ready for use. Leasehold improvements
are depreciated over the shorter of either the unexpired
period of the lease or the estimated useful lives of the
improvements.
The depreciation rates used for each class of depreciable
assets are:
Class of
Non-Current Asset
Depreciation
Rate
Basis of
Depreciation
Plant and
Equipment
10 – 33%
Straight Line
Leasehold
improvements
2.5%
Straight Line
The assets’ residual values and useful lives are reviewed,
and adjusted if appropriate, at each reporting date. An
asset’s carrying amount is written down immediately to
its recoverable amount if the asset’s carrying amount is
greater than its estimated recoverable amount.
Gains and losses on disposals are determined by
comparing proceeds with the carrying amount. These
gains and losses are included in the Statement of Profit
or Loss.
Intangible assets
Intangible assets acquired separately are measured on
initial recognition at cost. The cost of intangible assets
acquired in a business combination is their fair value
at the date of acquisition. Following initial recognition,
intangible assets are carried at cost less any accumulated
amortisation and accumulated impairment losses.
Internally generated intangibles, excluding capitalised
development costs, are not capitalised and the related
expenditure is reflected in profit or loss in the period in
which the expenditure is incurred.
The useful lives of intangible assets are assessed as
either finite or indefinite.
Intangible assets with infinite lives are amortised over
the useful economic life and assessed for impairment
whenever there is an indication that the intangible
asset may be impaired. The amortisation period and
the amortisation method for an intangible asset with a
finite useful life are reviewed at least at the end of each
reporting period.
Changes in the expected useful life or the expected
pattern of consumption of future economic benefits
embodied in the asset are considered to modify the
amortisation period or method, as appropriate, and are
treated as changes in accounting estimates.
The amortisation expense on intangible assets with finite
lives is recognised in the statement of profit or loss in the
expense category that is consistent with the function of
the intangible assets.
Intangible assets with finite useful lives are not amortised,
but are tested for impairment annually, either individually
or at the cash-generating unit level. The assessment of
indefinite life is reviewed annually to determine whether
the indefinite life continues to be supportable. If not, the
change in useful life from indefinite to finite is made on a
prospective basis.
An intangible asset is derecognised upon disposal (i.e.,
at the date the recipient obtains control) or when no
future economic benefits are expected from its use or
disposal. Any gain or loss arising upon derecognition of
the asset (calculated as the difference between the net
disposal proceeds and the carrying amount of the asset)
is included in the statement of profit or loss.
Research and development costs
Research costs are expensed as incurred and included
in the statement of profit or loss as quantum and
biochip technology research expenditure. Development
expenditures on an individual project are recognised
as an intangible asset only when the Group can
demonstrate:
> The technical feasibility of completing the intangible
asset so that the asset will be available for use or sale
> Its intention to complete and its ability and intention to
use or sell the asset
> How the asset will generate future economic benefits
> The availability of resources to complete the asset
> The ability to measure reliably the expenditure during
development
Following initial recognition of the development
expenditure as an asset, the asset is carried at cost
less any accumulated amortisation and accumulated
impairment losses. Amortisation of the asset begins
when development is complete and the asset is available
for use. It is amortised over the period of expected
future benefit. Amortisation is recorded in cost of sales.
During the period of development, the asset is tested for
impairment annually.
For personal use only
Financial Information
48
Patents and licences
The Group has made payments in respect of patents and
licences and also pays for on-going patent prosecution
costs. The Licences have been granted for patents which
are undergoing prosecution by the relevant government
agencies and the Company also owns a patent
undergoing prosecution.
Patents have a life of up to 20 years and are assessed on
a case by case basis. Licences for the use of intellectual
property are granted for periods ranging between three
and five years depending on the specific licences. The
licences require an annual fee to be paid to continue
to access the licenses. As a result, those licences are
assessed as having a finite useful life.
A summary of the policies applied to the Group’s
intangible assets is, as follows:
Licences
Patents
Useful lives
Finite (5 years)
Finite (20 years)
Amortisation
method used
Amortised on
a straight-line
basis over the
period of the
licence
Amortised on
a straight-line
basis over the
period of the
patent
Internally
generated or
acquired
Acquired
Acquired
Trade and other payables
These amounts represent liabilities for goods and
services provided to the consolidated entity prior
to the end of the financial year/period and which
are unpaid. Due to their short-term nature they are
measured at amortised cost and are not discounted.
The amounts are unsecured and are usually paid
within 30 days of recognition.
Provisions
Provisions are recognised when the Group has a legal
or constructive obligation, as a result of past events, for
which it is probable that an outflow of economic benefits
will result and that outflow can be reliably measured.
Employee Benefits
Provision is made for the Company’s liability for
employee benefits arising from services rendered by
employees to reporting date. Employee benefits that
are expected to be settled wholly within one year
have been measured at the amounts expected to be
paid when the liability is settled, plus related on-costs.
Employee benefits payable later than one year have
been measured at the present value of the estimated
future cash outflows to be made for these benefits.
Those cashflows are discounted using market yields on
high quality corporation bonds with terms to maturity
that match the expected timing of cashflows.
Share-based Payments
Equity-settled transactions
The Company provides benefits to employees
(including directors) in the form of share-based payment
transactions, whereby employees render services in
exchange for shares or rights over shares (‘equity-settled
transactions’).
The Company currently provides benefits under a
Performance Rights and Share Option Plan.
The cost of these equity-settled transactions with
employees and directors is measured by reference to the
fair value at the date at which they are granted.
In valuing equity-settled transactions, no account is taken
of any performance conditions, other than conditions
linked to the price of the shares of the Company (‘market
conditions’). The cost of equity-settled transactions is
recognised, together with a corresponding increase
in equity, over the period in which the performance
conditions are fulfilled, ending on the date on which the
relevant employees become fully entitled to the award
(‘vesting date’).
The cumulative expense recognised for equity-settled
transactions at each reporting date until vesting date
reflects:
i) the extent to which the vesting period has expired; and
ii) the number of awards that, in the opinion of the
directors, will ultimately vest. This opinion is formed
based on the best available information at reporting
date. No adjustment is made for the likelihood of
market performance conditions being met as the effect
of these conditions is included in the determination of
fair value at grant date.
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
49 | Archer Materials Limited 2024 Annual Report
No expense is recognised for awards that do not
ultimately vest, except for awards where vesting is
conditional upon a market condition.
Where the terms of an equity-settled award are modified,
as a minimum an expense is recognised as if the
terms had not been modified. In addition, an expense
is recognised for any increase in the value of the
transaction as a result of the modification, as measured at
the date of modification. Where an equity-settled award
is cancelled, it is treated as if it had vested on the date of
cancellation, and any expense not yet recognised for the
award is recognised immediately.
However, if a new award is substituted for the cancelled
award, and designated as a replacement award on the
date that it is granted, the cancelled and new award
are treated as if they were a modification of the original
award, as described in the previous paragraph.
The dilutive effect, if any, of outstanding Options and
Rights is reflected as additional share dilution in the
computation of earnings per share.
Issued capital
Ordinary shares are classified as equity. Incremental
costs directly attributable to the issue of new shares or
Options are shown in equity as a deduction, net of tax,
from the proceeds.
Leases
The Group assesses at contract inception whether a
contract is, or contains, a lease. That is, if the contract
conveys the right to control the use of an identified asset
for a period of time in exchange for consideration.
Group as a lessee
The Group applies a single recognition and measurement
approach for all leases, except for short-term leases and
leases of low-value assets. The Group recognises lease
liabilities to make lease payments and right-of-use assets
representing the right to use the underlying assets.
i) Right-of-use assets
The Group recognises right-of-use assets at the
commencement date of the lease (i.e., the date the
underlying asset is available for use). Right-of-use
assets are measured at cost, less any accumulated
depreciation and impairment losses, and adjusted
for any remeasurement of lease liabilities. The cost
of right-of-use assets includes the amount of lease
liabilities recognised, initial direct costs incurred, and
lease payments made at or before the commencement
date less any lease incentives received. Right-of-use
assets are depreciated on a straight-line basis over the
shorter of the lease term and the estimated useful lives
of the asset.
ii) Lease Liabilities
At the commencement date of the lease, the Group
recognises lease liabilities measured at the present
value of lease payments to be made over the lease
term. The lease payments include fixed payments
(including in-substance fixed payments) less any lease
incentives receivable.
In calculating the present value of lease payments,
the Group uses its incremental borrowing rate at the
lease commencement date because the interest rate
implicit in the lease is not readily determinable. After the
commencement date, the amount of lease liabilities is
increased to reflect the accretion of interest and reduced
for the lease payments made.
In addition, the carrying amount of lease liabilities is
remeasured if there is a modification, a change in the
lease term, a change in the lease payments (e.g., changes
to future payments resulting from a change in an index
or rate used to determine such lease payments) or a
change in the assessment of an option to purchase the
underlying asset.
For personal use only
Financial Information
50
Financial Instruments - initial recognition and
subsequent measurement
A financial instrument is any contract that gives rise to
a financial asset of one entity and a financial liability or
equity instrument of another entity.
i) Financial assets
Initial recognition and measurement
Financial assets are classified, at initial recognition, as
subsequently measured at amortised cost, fair value
through other comprehensive income (OCI), and fair value
through profit or loss.
The classification of financial assets at initial recognition
depends on the financial asset’s contractual cash flow
characteristics and the Group’s business model for
managing them. With the exception of trade receivables
that do not contain a significant financing component or
for which the Group has applied the practical expedient,
the Group initially measures a financial asset at its fair
value plus, in the case of a financial asset not at fair
value through profit or loss, transaction costs. Trade
receivables that do not contain a significant financing
component or for which the Group has applied the
practical expedient are measured at the transaction
price determined under AASB 15.
In order for a financial asset to be classified and
measured at amortised cost or fair value through OCI, it
needs to give rise to cash flows that are ‘solely payments
of principal and interest (SPPI)’ on the principal amount
outstanding. This assessment is referred to as the SPPI
test and is performed at an instrument level.
The Group’s business model for managing financial
assets refers to how it manages its financial assets
in order to generate cash flows. The business model
determines whether cash flows will result from
collecting contractual cash flows, selling the financial
assets, or both.
Purchases or sales of financial assets that require delivery
of assets within a time frame established by regulation or
convention in the market place (regular way trades) are
recognised on the trade date, i.e., the date that the Group
commits to purchase or sell the asset.
Subsequent measurement
For purposes of subsequent measurement, financial
assets are classified in four categories:
> Financial assets at amortised cost (debt instruments)
> Financial assets at fair value through OCI with
recycling of cumulative gains and losses (debt
instruments)
> Financial assets designated at fair value through OCI
with no recycling of cumulative gains and losses upon
derecognition (equity instruments)
> Financial assets at fair value through profit or loss
Financial assets at amortised cost (debt instruments)
This category is the most relevant to the Group. The
Group measures financial assets at amortised cost if both
of the following conditions are met:
> The financial asset is held within a business model
with the objective to hold financial assets in order to
collect contractual cash flows; and
> The contractual terms of the financial asset give
rise on specified dates to cash flows that are solely
payments of principal and interest on the principal
amount outstanding
Financial assets at amortised cost are subsequently
measured using the effective interest (EIR) method
and are subject to impairment. Gains and losses
are recognised in profit or loss when the asset is
derecognised, modified or impaired.
Derecognition
A financial asset (or, where applicable, a part of a financial
asset or part of a group of similar financial assets) is
primarily derecognised (i.e., removed from the Group’s
consolidated statement of financial position) when:
> The rights to receive cash flows from the asset have
expired; or
> The Group has transferred its rights to receive cash
flows from the asset or has assumed an obligation
to pay the received cash flows in full without
material delay to a third party under a ‘pass-through’
arrangement; and either (a) the Group has transferred
substantially all the risks and rewards of the asset,
or (b) the Group has neither transferred nor retained
substantially all the risks and rewards of the asset, but
has transferred control of the asset.
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
51 | Archer Materials Limited 2024 Annual Report
When the Group has transferred its rights to receive cash
flows from an asset or has entered into a pass-through
arrangement, it evaluates if, and to what extent, it has
retained the risks and rewards of ownership. When it
has neither transferred nor retained substantially all
of the risks and rewards of the asset, nor transferred
control of the asset, the Group continues to recognise
the transferred asset to the extent of its continuing
involvement. In that case, the Group also recognises
an associated liability. The transferred asset and the
associated liability are measured on a basis that reflects
the rights and obligations that the Group has retained.
Continuing involvement that takes the form of a
guarantee over the transferred asset is measured at the
lower of the original carrying amount of the asset and the
maximum amount of consideration that the Group could
be required to repay.
Financial assets at fair value through profit or loss
Financial assets at fair value through profit or loss are
carried in the statement of financial position at fair value
with net changes in fair value recognised in the statement
of profit or loss.
This category includes listed equity investments which
the Group had not irrevocably elected to classify at
fair value through OCI. Dividends on listed equity
investments are recognised as other income in the
statement of profit or loss when the right of payment has
been established.
Impairment of financial assets
The Group recognises an allowance for expected credit
losses (ECLs) for all debt instruments not held at fair value
through profit or loss. ECLs are based on the difference
between the contractual cash flows due in accordance
with the contract and all the cash flows that the Group
expects to receive, discounted at an approximation of
the original effective interest rate. The expected cash
flows will include cash flows from the sale of collateral
held or other credit enhancements that are integral to the
contractual terms.
ECLs are recognised in two stages. For credit exposures
for which there has not been a significant increase in
credit risk since initial recognition, ECLs are provided
for credit losses that result from default events that are
possible within the next 12-months (a 12-month ECL).
For those credit exposures for which there has been a
significant increase in credit risk since initial recognition,
a loss allowance is required for credit losses expected
over the remaining life of the exposure, irrespective of the
timing of the default (a lifetime ECL).
For trade receivables and contract assets, the Group
applies a simplified approach in calculating ECLs.
Therefore, the Group does not track changes in credit
risk, but instead recognises a loss allowance based
on lifetime ECLs at each reporting date. The Group
has established a provision matrix that is based on
its historical credit loss experience, adjusted for
forward-looking factors specific to the debtors and the
economic environment.
The Group considers a financial asset in default when
contractual payments are 90 days past due. However,
in certain cases, the Group may also consider a
financial asset to be in default when internal or external
information indicates that the Group is unlikely to receive
the outstanding contractual amounts in full before
taking into account any credit enhancements held by
the Group. A financial asset is written off when there is
no reasonable expectation of recovering the contractual
cash flows.
ii) Financial liabilities
Initial recognition and measurement
Financial liabilities are classified, at initial recognition,
as financial liabilities at fair value through profit or
loss, loans and borrowings, payables, or as derivatives
designated as hedging instruments in an effective
hedge, as appropriate.
All financial liabilities are recognised initially at fair value
and, in the case of loans and borrowings and payables,
net of directly attributable transaction costs.
The Group’s financial liabilities include trade and
other payables, loans and borrowings including bank
overdrafts, and derivative financial instruments.
Subsequent measurement
The measurement of financial liabilities depends on their
classification, as described below:
Derecognition
A financial liability is derecognised when the obligation
under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another
from the same lender on substantially different terms, or
the terms of an existing liability are substantially modified,
such an exchange or modification is treated as the
derecognition of the original liability and the recognition
of a new liability. The difference in the respective carrying
amounts is recognised in the statement of profit or loss.
For personal use only
Financial Information
52
Impairment of non-financial assets
At each reporting date, the Group reviews the carrying
values of its tangible and intangible assets to determine
whether there is any indication that those assets
have been impaired. If such an indication exists, the
recoverable amount of the asset, being the higher of the
asset’s fair value less costs to dispose and value in use,
is compared to the asset’s carrying value. Any excess of
the asset’s carrying value over its recoverable amount is
expensed to the Statement of Profit or Loss.
Where it is not possible to estimate the recoverable
amount of an individual asset, the Group estimates the
recoverable amount of the cash-generating unit to which
the asset belongs.
Income Tax
The income tax expense/(revenue) for the year comprises
current income tax expense/(income) and deferred tax
expense/(income).
Current income tax expense charged to the profit or loss
is the tax payable on taxable income calculated using
applicable income tax rates enacted, or substantially
enacted, as at reporting date. Current tax liabilities/
(assets) are therefore measured at the amounts
expected to be paid to/(recovered from) the relevant
taxation authority.
Deferred income tax expense reflects movements in
deferred tax asset and deferred tax liability balances
during the year as well as unused tax losses. Current
and deferred income tax expense/(income) is charged
or credited directly to equity instead of the profit or loss
when the tax relates to items that are credited or charged
directly to equity.
Deferred tax assets and liabilities are ascertained based
on temporary differences arising between the tax bases
of assets and liabilities and their carrying amounts in
the financial statements. Deferred tax assets also result
where amounts have been fully expensed but future tax
deductions are available. No deferred income tax will
be recognised from the initial recognition of an asset or
liability, excluding a business combination, where there is
no effect on accounting or taxable profit or loss.
Deferred tax assets and liabilities are calculated at the tax
rates that are expected to apply to the period when the
asset recognised or the liability is settled, based on tax
rates enacted or substantively enacted at reporting date.
Their measurement also reflects the manner in which
management expects to recover or settle the carrying
amount of the related asset or liability.
Deferred tax assets relating to temporary differences and
unused tax losses are recognised only to the extent that
it is probable that future taxable profit will be available
against which the benefits of the deferred tax asset can
be utilised.
Where temporary differences exist in relation to
investments in subsidiaries, branches, associates, and
joint ventures, deferred tax assets and liabilities are
not recognised where the timing of the reversal of the
temporary difference can be controlled and it is not
probable that the reversal will occur in the foreseeable
future.
Current tax assets and liabilities are offset where
a legally enforceable right of set-off exists and it is
intended that net settlement or simultaneous realisation
and settlement of the respective asset and liability
will occur. Deferred tax assets and liabilities are offset
where a legally enforceable right of set-off exists, the
deferred tax assets and liabilities relate to income taxes
levied by the same taxation authority on either the same
taxable entity or different taxable entities where it is
intended that net settlement or simultaneous realisation
and settlement of the respective asset and liability will
occur in future periods in which significant amounts
of deferred tax assets or liabilities are expected to be
recovered or settled.
Tax Consolidation
Archer Materials Limited and its wholly-owned Australian
subsidiaries have formed an income tax consolidated
group under tax consolidation legislation. The Group
notified the Australian Tax Office that it had formed an
income tax consolidated group to apply from 1 July 2007.
Research and Development Tax Concession
To the extent that research and development costs
are eligible activities under the “Research and
development tax incentive” programme, a refundable
tax offset is available for companies with annual
turnover of less than $20 million. The Group recognises
refundable tax offsets received in the financial year as
R&D tax concession income in statement of profit or
loss, resulting from the monetisation of available tax
losses that otherwise would have been carried forward.
These amounts are recognised at their fair value only
to the extent that where there is reasonable assurance
that the incentive will be received.
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
53 | Archer Materials Limited 2024 Annual Report
Revenue
Interest revenue is recognised on a proportional basis
taking into account the interest rates applicable to the
financial assets.
Revenue from the rendering of a service is recognised
upon the delivery of the service to the customers.
All revenue is stated net of the amount of goods and
services tax (GST).
Goods and Services Tax (‘GST’) and other similar taxes
Revenues, expenses and assets are recognised net of
the amount of GST, except where the amount of GST
incurred is not recoverable from the Australian Tax Office.
In these circumstances, the GST is recognised as part of
the cost of acquisition of the asset or as part of an item of
the expense. Receivables and payables in the statement
of financial position are shown inclusive of GST. The
net amount of GST recoverable from, or payable to, the
Australian Tax Office is included in other receivables or
other payables in the statement of financial position.
Cash flows are presented in the Statement of Cash
Flows on a gross basis, except for the GST component of
investing and financing activities, which are disclosed as
operating cash flows.
Commitments and contingencies are disclosed net of
the amount of GST recoverable from, or payable to, the
Australian Tax Office.
Critical Accounting Estimates and Judgements
The Directors evaluate estimates and judgments
incorporated into the financial report based on historical
knowledge and best available current information.
Estimates assume a reasonable expectation of future
events and are based on current trends and economic
data obtained both externally and within the Group.
Key estimates
(i) Impairment
The Company assesses impairment at the end of each
reporting period by evaluating conditions and events
specific to the Company that may be indicative of
impairment triggers. Recoverable amounts of relevant
assets are reassessed using fair value less cost of
disposal calculations which incorporate various key
assumptions.
(ii) Research and development (R&D) tax concession
The Group is entitled to claim R&D tax incentives in
Australia. The R&D tax incentive is calculated using
the estimated expenditures multiplied by a 48.5%
non-refundable tax offset (as a non base rate entity)
or otherwise 43.5% (as a base rate entity). It has been
established that the conditions of the R&D incentive
have been met and that the expected amount of the
incentive can be reliably measured. Estimated amounts
receivable are recognised as research and development
tax concession income.
Comparative Figures
When required by accounting standards, comparative
figures have been adjusted to conform to changes in
presentation of the current financial year.
Adoption of New and Revised Accounting Standards
At the date of authorisation of these financial statements,
several new Standards and amendments to existing
Standards, and Interpretations have been published by
the AASB.
Management have adopted all relevant pronouncements,
as applicable, for the first period beginning on or after
the effective date of the pronouncement. New Standards,
amendments and Interpretations not adopted in the
current year have not been disclosed as they are not
expected to have a material impact on the Group’s
financial statements.
The financial report was authorised for issue on
28 August 2024 by the Board of Directors.
For personal use only
Financial Information
54
NOTE 2 – OPERATING SEGMENTS
The Directors have considered the requirements of AASB 8 - Operating segments and the internal reports that are reviewed
by the chief operating decision maker (the Board) in allocating resources have concluded at this time there are no separately
identifiable segments. The Group operates in one segment being materials technology research.
NOTE 3 – OTHER INCOME
CONSOLIDATED GROUP
30 JUNE
2024
$
30 JUNE
2023
$
Interest income
941,147
677,248
Commonwealth innovation grant
-
25,000
TOTAL OTHER INCOME
941,147
702,248
NOTE 4 – INCOME TAX
30 JUNE
2024
$
30 JUNE
2023
$
a) The components of income tax benefit comprise:
Current tax
-
-
b) The prima facie tax on loss from before income tax is reconciled
to the income tax as follows:
30% (2023: 30%):
Net loss
(4,803,150)
(9,049,457)
Income tax rate
30%
30%
Prima facie tax benefit on loss before income tax
(1,440,945)
(2,714,837)
(Non-assessable income) / Non-deductible expenses
(386,100)
968,198
Tax effect of temporary differences not brought to account as they
do not meet the recognition criteria
1,827,045
1,746,639
Income tax attributable to loss
-
-
c) Unused tax losses for which no deferred tax asset has been recognised at 30% (2023: 30%)
8,062,817
7,663,471
d) Timing difference for which no deferred tax asset / (liability) has been recognised
69,540
(36,595)
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
55 | Archer Materials Limited 2024 Annual Report
NOTE 5 – KEY MANAGEMENT PERSONNEL COMPENSATION
a) Names and positions held of consolidated entity key management personnel in office at any time during the
financial year are:
Mr Greg English
Chair – Executive
Mr Kenneth Williams
Director – Non-executive
Ms Bernadette Harkin
Director – Non-executive
Dr Mohammad Choucair
Chief Executive Officer
Mr Damien Connor
Chief Financial Officer & Company Secretary
Other than the directors and officers of the company listed above, there are no additional key management personnel.
b) Key Management Personnel Compensation
Refer to the Remuneration Report for details of the remuneration paid or payable to each member of the Group’s Key
Management Personnel (KMP). Detailed disclosures regarding remuneration are found in the Remuneration report
contained in the Directors report.
The aggregate remuneration of KMP of the Group during the year is as follows:
30 JUNE
2024
$
30 JUNE
2023
$
Short term benefits
1,158,430
987,617
Post-employment benefit (superannuation)
101,658
86,176
Share - based payments
1,436,409
3,940,370
2,696,497
5,014,163
NOTE 6 – AUDITOR REMUNERATION
30 JUNE
2024
$
30 JUNE
2023
$
Total fees paid or payable for services provided by Grant Thornton Audit Pty Ltd
and its related practices were as follows:
Audit Services
Audit and review of Financial Reports
62,000
59,600
No non audit services were provided.
NOTE 7 – CASH AND CASH EQUIVALENTS AND TERM DEPOSITS
30 JUNE
2024
$
30 JUNE
2023
$
Cash at bank and on hand
2,838,675
772,317
Short term deposits
15,371,145
22,545,145
For the year ended 30 June 2024, the Group has deposited any funds surplus to immediate requirements in higher yielding
short term deposits. Maturity dates for short term deposits vary between 30 and 365 days at 30 June 2024. The weighted
average interest rate on the short term deposits is 5.11%. Short term bank deposits are able to be converted to available
cash with 30 days’ notice. The Group’s exposure to interest rate risk is summarised at Note 22.
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Financial Information
56
NOTE 8 – TRADE AND OTHER RECEIVABLES
30 JUNE
2024
$
30 JUNE
2023
$
Research and development tax incentive receivable
2,130,000
1,450,000
Accrued interest receivable – short term deposits
372,636
530,252
Other receivables
73,294
52,513
2,575,930
2,032,765
NOTE 9 – OTHER FINANCIAL ASSETS
30 JUNE
2024
$
30 JUNE
2023
$
Financial assets - at fair value through profit or loss
- Listed Investment in Volatus Capital Corp (“Volatus”) - shares
8,952
18,617
- Listed Investment in ChemX Materials Ltd (“ChemX”) - shares
555,414
821,549
- Listed Investment in ChemX Materials Ltd (“ChemX”) - options
2,893
34,713
567,259
874,879
Reconciliation
Reconciliation of the fair values at the beginning and end of the current and
previous financial year are set out below:
Opening fair value
874,879
1,708,806
Additions – listed options in ChemX (at cost)
-
14,464
Revaluation decrements
(307,620)
(848,391)
Closing fair value
567,259
874,879
All financial assets designated at fair value through profit or loss utilise level 1.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified as
financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for trading, where
they are acquired for the purpose of selling in the short-term with an intention of making a profit, or a derivative; or (ii)
designated as such upon initial recognition where permitted. Fair value movements are recognised in profit or loss.
The fair value of listed investments (publicly traded equity securities) is based on quoted market prices at the end of the
reporting period (Level 1).
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
57 | Archer Materials Limited 2024 Annual Report
NOTE 10 – INVESTMENT IN CONTROLLED ENTITIES
Country of
Incorporation
PERCENTAGE OWNED
30 JUNE
2024
%
30 JUNE
2023
%
Parent Entity
- Archer Materials Limited
Australia
Subsidiaries of Archer Materials Limited:
- Carbon Allotropes Pty Limited
Australia
100
100
- Archer Energy and Resources Pty Ltd
Australia
100
100
- Archer Metals Pty Ltd
Australia
100
100
- Archer IOCG Pty Ltd
Australia
100
100
NOTE 11 – INTANGIBLE ASSETS
30 JUNE
2024
$
30 JUNE
2023
$
Patents, licences and trademarks - at cost
574,204
397,973
Accumulated amortisation
(71,450)
(44,279)
502,754
353,694
Movements in carrying amounts:
Balance at the beginning of the period
353,694
248,340
Additions
176,231
124,698
Amortisation
(27,171)
(19,344)
Balance at the end of the period
502,754
353,694
NOTE 12 – TRADE AND OTHER PAYABLES
30 JUNE
2024
$
30 JUNE
2023
$
Trade payables
307,393
388,621
Other creditors and accruals
306,697
397,098
614,090
785,719
NOTE 13 – EMPLOYEE ENTITLEMENTS
30 JUNE
2024
$
30 JUNE
2023
$
Current – annual leave, long service leave and other employee provisions
342,237
378,868
Non-current - long service leave provision
24,423
34,983
366,660
413,851
For personal use only
Financial Information
58
NOTE 14 – RIGHT-OF-USE ASSETS AND LEASE LIABILITIES
30 JUNE
2024
$
30 JUNE
2023
$
Lease Liabilities
Opening Balance
9,097
19,750
Initial recognition of office leases
216,031
-
Interest during the year
-
-
Lease payment during the year
(115,819)
(10,653)
Balance at the end of the year
109,309
9,097
Classified as:
94,335
9,097
Current
14,974
-
Non-current
109,309
9,097
Right-of-use-Asset
Balance on initial recognition
31,805
31,805
Initial recognition of office leases during the year
216,031
-
Balance at the end of the year
247,836
31,805
Accumulated amortisation
Balance at the beginning of the year
(22,708)
(12,056)
Amortisation during the year
(115,819)
(10,652)
Balance at the end of the year
(138,527)
(22,702)
Balance at the end of the year
109,309
9,097
The Group has entered into lease contracts for corporate offices in Adelaide, South Australia and Sydney, New South
Wales. With the exception of short-term leases and leases of low value underlying assets, each lease is reflected on the
statement of financial position as a right-of-use asset and a lease liability.
The Adelaide office lease has been extended for a period of 2 years from 7 May 2024 (expires 31 May 2026). The Sydney
office lease has a term of 13 months (from 1 November 2023 to 31 December 2024). The Group is in the process of securing
a lease for an alternative location for its Sydney office post 31 December 2024.
Refer to Note 1 for the accounting policy that applies to lease liabilities and right-of-use assets.
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
59 | Archer Materials Limited 2024 Annual Report
NOTE 15 – ISSUED CAPITAL
CONSOLIDATED GROUP
30 JUNE
2024
$
30 JUNE
2023
$
254,847,013 (2023: 254,847,013) fully paid ordinary shares
47,799,119
47,799,119
a) Shares on issue
30 June 2024
Number
$
Movements in fully paid shares
Balance as at 1 July 2023
254,847,013
47,723,119
Shares issued - nil
-
-
Balance as at 30 June 2024
254,847,013
47,723,119
Shares on issue
30 June 2023
Number
$
Movements in fully paid shares
Balance as at 1 July 2022
248,467,207
47,723,569
Shares issued - exercise of Options (31 October 2022)
500,000
75,550
Shares issued - exercise of Options (27 March 2023)1
5,879,806
-
Balance as at 30 June 2024
254,847,013
47,723,119
1
5,879,806 Shares issued following the cashless exercise of 8,800,000 Options (exercisable at $0.1511 each and expiring or before 31 March 2023).
On 9 March 2023, the Board (with Mr English abstaining) approved an amendment to the Archer Performance Rights and Share Option Plan (the ‘Plan’),
to include a Cashless Exercise Mechanism. The formula for calculating the number of Shares to be issued on Cash-less Exercise, pursuant to the Plan, as
amended, is as follows as:
A =
O – ((O x E)/ SP)
Where:
A =
the number of Shares required to be issued by the Company;
O =
the number of Share Options for which the Cash-less Exercise Mechanism has been exercised;
E =
the Exercise Price for the Share Options for which the Cash-less Exercise Mechanism has been exercised;
SP =
the volume weighted average market price (as defined in the ASX Listing Rules) of Shares over the five (5) trading days on
which trades in Shares are actually recorded immediately preceding (but excluding) the date of the Notice of Exercise.
(b) Options on issue
All options on issue are unlisted options (Options).
Details of the Options outstanding as at the end of the year are set out below:
Issued to
Issue Date
Grant Date
Number
of Options
Granted
Option
Exercise
Price
Expiry Date
Balance at
30 June
2024
Balance at
30 June
2023
Director
30/11/2020
30/11/2020
1,500,000
$0.7277
31/03/2024
-
1,500,000
Directors, CEO &
Other Employees
2/12/2021
24/11/2021
24,050,000
$1.79
31/05/2025
18,700,000
21,950,000
Other Employees
29/8/2022
28/8/2022
1,500,000
$1.79
31/03/2025
-
1,500,000
27,050,000
18,700,000
24,950,000
For personal use only
Financial Information
60
NOTE 15 – ISSUED CAPITAL (CONTINUED)
All Options are unlisted and are exercisable into fully paid ordinary shares in the Company on a one for one basis.
Options granted during the year
There were no Options granted during the year.
Options exercised during the year
There were no Options exercised during the year.
Options lapsed/forfeited during the year
4,750,000 Options with an exercise price of $1.79 and expiring on 31 May 2025, lapsed or forfeited in accordance with the
terms of which they were issued; and
1,500,000 Options with an exercise price of $0.7277 and expiring on 31 March 2024, expired unexercised.
See Note 18 for further details regarding movements in Options during the year.
c) Performance Rights (Rights) on issue
There were no Rights on issue during the reporting period or as at the date of this report.
d) Capital Management
Management effectively manages the Group’s capital and capital structure by assessing the Group’s financial risks through
regular monitoring of budgets and forecast cashflows. The Board’s policy is to maintain a strong capital base so as to
maintain investor, creditor and market confidence and to sustain future development of the business, including through
the issue of shares. The Group’s capital is shown as issued capital in the statement of financial position. The Group is not
subject to any external capital restrictions.
NOTE 16 – LOSS PER SHARE
30 JUNE
2024
$
30 JUNE
2023
$
Reconciliation of earnings to Statement of Profit or Loss and other
Comprehensive Income
Loss for year used to calculate basic EPS
(4,791,150)
(9,049,457)
Number
Number
a) Weighted average number of shares outstanding during the year used in
calculation of basic EPS
254,847,013
250,329,074
b) In accordance with AASB 133 “Earnings per Share” as potential ordinary
shares may only result in a situation where their conversion results in a
decrease on profit per share or increase in loss per share, no dilutive effect
has been taken into account.
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
61 | Archer Materials Limited 2024 Annual Report
NOTE 17 – RESERVES
30 JUNE
2024
$
30 JUNE
2023
$
Share-based payments reserve
Share based payment reserve
14,219,548
15,371,834
Movement associated with Options during the year:
Opening Balance
15,371,834
10,893,334
Granted – expense associated with vesting during the year
1,874,384
5,890,941
Exercised
-
(544,060)
Forfeited
(1,271,291)
(336,098)
Lapsed
(1,755,379)
(532,283)
Closing Balance
14,219,548
15,371,834
The share-based payments reserve records items recognised as an expense on the valuation of Options or Rights.
Refer Note 18 for further details regarding the movement in Options issued during the reporting period.
NOTE 18 – SHARE BASED PAYMENTS
UNLISTED OPTIONS
30 JUNE 2024
The number of Options and weighted average exercise prices are as follows for the reporting period presented:
Number of
Options
$
Weighted Average
Exercise Price Per Option
Opening Balance (1 July 2023)
24,950,000
15,371,834
$1.73
Expense related to vesting of options in prior periods
-
1,874,384
$1.79
Forfeited
(2,500,000)
(1,271,291)
$1.79
Lapsed
(2,250,000)
(1,351,129)
$1.79
Expired
(1,500,000)
(404,250)
$0.7277
Closing Balance – 30 June 2024
18,700,000
14,219,548
$1.79
The weighted average remaining contractual life of Options at 30 June 2024 is 0.92 years.
During the year, an amount of $1,755,379 was transferred to retained losses, relating to prior period share-based payments
associated with the write-back to retained earnings of share-based payments expense associated with previously issued
Options that had vested and were lapsed or expired during the year.
During the year an amount of $603,093 was recorded to the Statement of Profit or Loss and Other Comprehensive Income
under ‘share based payments expense’ (30 June 2023: $5,554,843), associated with:
> vesting of Options granted during prior reporting periods $1,874,074; and
> write back to profit and loss, associated with previously issued Options that had not vested and were forfeited during the
current year ($1,271,291).
For personal use only
Financial Information
62
NOTE 18 – SHARE BASED PAYMENTS (CONTINUED)
Options granted during the year
No Options were granted during the year.
Options exercised during the year
No options were exercised during the year.
Options forfeited, lapsed or expired during the year
4,750,000 Options with an exercise price of $1.79 and expiring on 31 May 2025, lapsed or forfeited in accordance with the
terms of which they were issued; and
1,500,000 Options with an exercise price of $0.7277 and expiring on 31 March 2024, expired unexercised.
An amount of $1,755,379 was written-back to retained losses for the year ended 30 June 2024, relating to prior period
share-based payments expense associated with the 3,750,000 vested Options that lapsed or expired during the year.
An amount of $1,271,291 was written-back to the ‘share-based payments expense’ on the Statement of Profit or Loss and
Other Comprehensive Income’ for the year ended 30 June 2024, relating to prior period share-based payments expense
associated with the 2,500,000 unvested Options that were forfeited during the year.
Performance Rights
There were no performance rights on issue at any time during the current or prior reporting periods.
NOTE 19 – CASH FLOW INFORMATION
a) Reconciliation of cash flows from operations with loss after income tax
30 JUNE
2024
$
30 JUNE
2023
$
Loss after income tax
(4,803,150)
(9,049,457)
Depreciation (net of capitalised depreciation)
154,523
34,395
Amortisation of intangibles
27,171
19,344
Fair value loss on financial assets (Note 9)
307,620
848,391
Share based payments
1,874,385
5,890,941
Wire-back of share based payment expense – forfeited options
(1,271,291)
(336,098)
Changes in assets and liabilities:
- Increase in trade and other receivables
(767,275)
(906,624)
- (Decrease)/increase in trade and other payables
(269,608)
436,959
- (Decrease)/increase in employee entitlements
(47,191)
36,126
Net cash used in operating activities from continuing operations
(4,794,816)
(3,026,023)
b) Non-Cash Financing and Investing Activities
There were no non-cash investing or financing activities undertaken during reporting period.
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
63 | Archer Materials Limited 2024 Annual Report
NOTE 20 – CONTINGENT ASSETS, LIABILITIES & COMMITMENTS
Sugarloaf Land Option
In November 2018 Archer announced the sale of its Sugarloaf farmland for $1.35 million. The transaction settled on 1 July
2019 with Archer receiving the $1.35 million sale proceeds in July 2019. The purchaser of the farmland has granted Archer
an option to buy back approximately 30% of the Sugarloaf farm land, which may be required for the construction of the
Sugarloaf Graphite Processing Facility (“Land Option”). The Land Option may be exercised by Archer any time before 4
December 2028. The Land Option was not assigned to iTech Minerals Ltd.
ChemX Materials Limited – royalty
In June 2021 Archer announced the completion of the sale of tenements to ChemX Materials Limited. In addition to the
consideration already received, Archer is also entitled to a 2% Net Smelter Return royalty on the value of all minerals
(excluding graphite) extracted from the tenements sold to ChemX.
Leigh Creek Project bonus payment
In August 2020, the Company sold the Leigh Creek Magnesite Project (“Project”) to Magmetal Tech Pty and Witchimag
Pty Ltd (“Witchimag”). Under the terms of the Project sale agreement, Archer is entitled to a bonus payment if Witchimag
lists on a stock exchange after completion. The bonus payment is equal to 5% of the value of the consideration paid to the
owners of Witchimag under the listing (“bonus payment”). In June 2022, Canadian Stock Exchange listed Crest Resources
Inc (“Crest”) announced that it had entered into a Letter of Intent to acquire a 69.5% interest in Witchimag. If Crests
acquisition of Witchimag completes, then the Company may become entitled to the bonus payment.
The Group did not have any further contingent assets or liabilities as at 30 June 2024.
NOTE 21 – RELATED PARTY TRANSACTIONS
a) Subsidiaries
Interests in subsidiaries are disclosed in Note 10.
b) Key Management Personnel
Disclosures relating to Key Management personnel are set out in Note 5 and the Remuneration Report contained within
the Directors’ Report.
c) Other transactions with related parties
Piper Alderman lawyers were paid a total of $9,271 (2023: $14,172) for legal services rendered to the Group. Mr English is
a Consultant at Piper Alderman lawyers.
Dr Choucair is a co-inventor of the 12CQ intellectual property licenced to Archer under a Licence Agreement with The
University of Sydney. During the year Dr Choucair was paid $29,203 by The University of Sydney (2023: Nil).
For personal use only
Financial Information
64
Notes to the Financial Statements for the year ended 30 June 2023
NOTE 22 – FINANCIAL INSTRUMENTS
a) Financial Risk Management Policies
The Group’s financial instruments consist mainly of deposits with banks, short-term investments, accounts receivable and
payables.
b) Interest Rate Risk
Interest rate risk is managed with a mixture of fixed and floating rate cash deposits. It is the policy of the group to keep
surplus cash in high yielding deposits.
i) Treasury Risk Management
The Board meets on a regular basis to analyse financial risk exposure and to evaluate treasury management strategies in
the context of the most recent economic conditions and forecasts.
The Board’s overall risk management strategy seeks to assist the Group in meeting its financial targets, whilst minimising
potential adverse effects on financial performance.
ii) Financial Risk Exposure and Management
The main risk the group is exposed to through its financial instruments is interest rate risk.
c) Sensitivity Analysis
Interest Rate and Price Risk
The Group has performed a sensitivity analysis relating to its exposure to interest rate risk and price risk at reporting date.
This sensitivity analysis demonstrates the effect on the current year results and equity which could result from a change in
these risks.
Interest Rate Sensitivity Analysis
At 30 June 2024, the effect on loss and equity as a result of changes in the interest rate, with all other variables remaining
constant would be as follows:
2024
$
2023
$
Change in loss
- Increase in interest rates by 2%
307,423
450,903
- Decrease in interest rates by 2%
(307,423)
(450,903)
Change in equity
- Increase in interest rates by 2%
307,423
450,903
- Decrease in interest rates by 2%
(307,423)
(450,903)
d) Net Fair Value of Financial Assets and Liabilities
The net fair value of cash and cash equivalent and noninterest bearing monetary financial assets and financial liabilities of
the consolidated entity approximate their carrying value.
The net fair value of other monetary financial assets and financial liabilities is based on discounting future cash flows by the
current interest rates for assets and liabilities with similar risk profiles. The balances are not materially different from those
disclosed in the balance sheet of the consolidated entity.
e) Credit risk
The maximum exposure to credit risk, excluding the value of any collateral or other security, at reporting date to recognised
financial assets, is the carrying amount, net of any provisions for doubtful debts of those assets, as disclosed in the balance
sheet and notes to the financial statements.
The consolidated entity does not have any material credit risk exposure to any single debtor or group of debtors under
financial instruments entered into by the consolidated entity.
Notes to the Financial Statements for the year ended 30 June 2024
For personal use only
65 | Archer Materials Limited 2024 Annual Report
f) Liquidity risk
Vigilant liquidity risk management requires the Group to maintain sufficient liquid assets (mainly cash and cash equivalents)
to be able to pay debts as and when they become due and payable.
The Group manages liquidity risk by maintaining adequate cash reserves by continuously monitoring actual and forecast
cash flows and matching the maturity profiles of financial assets and liabilities.
Trade payables are generally payable on 30-day terms.
Remaining contractual maturities
The following tables detail the Group’s remaining contractual maturity for its financial instrument liabilities. The tables
have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the
financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining
contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position.
Weighted
average
interest rate
1 year or less
Between 1
and 2 years
Between 2
and 5 years
Over 5 years
Consolidated – 30 June 2024
%
$
$
$
$
Non-interest bearing
Trade and other payables
614,090
-
-
-
Interest-bearing - variable
Lease liability
4.1%
94,335
14,974
-
-
Total
708,425
14,974
-
-
Weighted
average
interest rate
1 year or less
Between 1
and 2 years
Between 2
and 5 years
Over 5 years
Consolidated – 30 June 2023
%
$
$
$
$
Non-interest bearing
Trade and other payables
785,719
-
-
-
Interest-bearing - variable
Lease liability
4.1%
9,097
-
-
-
Total
794,816
-
-
-
The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually
disclosed above.
g) Market risk
Foreign currency risk
Foreign exchange risk arises when future commercial transactions and recognised assets and liabilities are denominated in
a currency that is not the Company’s functional currency. The Company operates internationally and is exposed to foreign
exchange risk arising from various currency exposures, primarily with respect to the United States Dollar (USD).
Price risk
The Group is exposed to price risk associated with the investment in listed company shares.
For personal use only
66
NOTE 23 – ARCHER MATERIALS LIMITED PARENT COMPANY INFORMATION
PARENT ENTITY
30 JUNE
2024
$
30 JUNE
2023
$
ASSETS
Current assets
21,545,461
25,885,383
Other financial assets
567,259
874,879
Investments in subsidiaries
1,524
1,971
Other Non-current assets
775,995
446,671
TOTAL ASSETS
22,890,239
27,208,904
LIABILITIES
Current liabilities
1,050,662
1,173,684
Non-current liabilities
39,397
34,983
TOTAL LIABILITIES
1,090,059
1,208,667
EQUITY
Issued capital
47,799,119
47,799,119
Share based payments reserve
14,219,548
15,371,834
Retained losses
(40,218,487)
(37,170,716)
TOTAL EQUITY
21,800,180
26,000,237
FINANCIAL PERFORMANCE
Loss for the year
(4,802,703)
(9,048,997)
Other comprehensive income
-
-
TOTAL LOSS
(4,802,703)
(9,048,997)
Guarantees in relation to relation to the debts of subsidiaries
Archer Materials Limited has not entered into a deed of cross guarantee with its wholly-owned subsidiaries Archer Energy
& Resources Pty Ltd, Carbon Allotropes Pty Limited, Archer IOCG Pty Ltd and Archer Metals Pty Ltd.
Contingent assets, liabilities and commitments
Refer Note 20 for details of contingent assets, liabilities and commitments as at 30 June 2024.
NOTE 24 – EVENTS SUBSEQUENT TO REPORTING DATE
On 12 July 2024 the Group announced the departure of Dr Mohammad Choucair as Chief Executive Officer (“CEO”), with
Mohammad to step down from the CEO role in January 2025 to ensure a smooth transition and handover. Dr Mohammad
Choucair held the position of Chief Executive Officer during the financial year and as at the date of this report.
On 15 July 2024 the Group announced Dr Simon Ruffell’s promotion to Chief Technology Officer (“CTO”) to ensure a
smooth transition and the continued growth of the Group’s two key projects.
The Directors are not aware of any other matter or circumstance that has arisen since the end of the year that has
significantly affected, or may significantly affect the Group’s operations, the results of those operations, or the Group’s
state of affairs in future financial years.
Notes to the Financial Statements for the year ended 30 June 2024
Financial Position
For personal use only
67 | Archer Materials Limited 2024 Annual Report
Entity Name
Type
of Entity
Trustee,
partner or
participant
in JV
% of
share
capital
Country of
incorporation
Australian
resident or
foreign
resident
Foreign
jurisdiction(s)
of foreign
residents
Archer Materials Limited
(Parent Entity)
Body
Corporate
n/a
Australia
Australian
n/a
Carbon Allotropes Pty
Limited
Body
Corporate
n/a
100
Australia
Australian
n/a
Archer Energy and
Resources Pty Ltd
Body
Corporate
n/a
100
Australia
Australian
n/a
Archer Metals Pty Ltd
Body
Corporate
n/a
100
Australia
Australian
n/a
Archer IOCG Pty Ltd
Body
Corporate
n/a
100
Australia
Australian
n/a
Consolidated Entity
Disclosure Statement
For the Year Ended 30 June 2024
Archer Materials Limited and Controlled Entities | ABN: 64 123 993 233
Basis of Preparation
This Consolidated Entity Disclosure Statement (CEDS) has
been prepared in accordance with the Corporations Act
2001 and includes required information for each entity that
was part of the consolidated entity as at the end of the
financial year.
Consolidated entity
This CEDS includes only those entities consolidated as at
the end of the financial year in accordance with AASB 10
Consolidated Financial Statements (AASB 10).
Determination of Tax Residency
Section 295 (3A) of the Corporations Act 2001 defines
tax residency as having the meaning in the Income Tax
Assessment Act 1997. The determination of tax residency
involves judgment as there are currently several different
interpretations that could be adopted, and which could give
rise to a different conclusion on residency.
In determining tax residency, the consolidated entity has
applied the following interpretations:
Australian tax residency
The consolidated entity has applied current legislation
and judicial precedent, including having regard to the Tax
Commissioner’s public guidance in Tax Ruling TR 2018/5
Income tax: central management and control test of
residency.
Partnerships and Trusts
Australian tax law does not contain specific residency tests
for partnerships and trusts. Generally, these entities are
taxed on a flow-through basis so there is no need for a
general residence test. There are some provisions which
treat trusts as residents for certain purposes but this does
not mean the trust itself is an entity that is subject to tax.
Additional disclosures on the tax status of partnerships and
trusts have been provided where relevant.
For personal use only
Directors’
Declaration
68
For personal use only
69 | Archer Materials Limited 2024 Annual Report
1. the Financial Statements and Notes as set out on pages 42 to 67 are in accordance with the Corporations Act 2001 and:
a) comply with Australian Accounting Standards and International Financial Reporting Standards as disclosed in Note 1; and
b) give a true and fair view of the financial position as at 30 June 2024 and of the performance for the period ended on that date.
2. the Executive Chair and the Chief Financial Officer have each declared that:
a) the financial records of the Company for the year ended have been properly maintained in accordance with section 286
of the Corporations Act 2001
b) the financial statements and notes for the financial year comply with the Accounting Standards; and
c) the financial statements and notes give a true and fair view.
3. in the Directors’ opinion there are reasonable grounds to believe that the Company will be able to pay its debts as
and when they become due and payable.
4. the information disclosed in the consolidated entity disclosure statement is true and correct as at 30 June 2024.
This declaration is made in accordance with a resolution of the Board of Directors.
Greg English
Executive Chair
Dated this 28th day of August 2024
69 | Archer Materials Limited 2023 Annual Report
The Directors of the Company declare that:
For personal use only
70
Independent
Auditor’s Report
70
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‘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 Limited is a member firm of Grant Thornton International Ltd (GTIL).
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Legislation.
Independent Auditor’s Report
To the Members of Archer Materials Limited
Report on the audit of the financial report
Opinion
We have audited the financial report of Archer Materials Limited (the Company) and its subsidiaries (the
Group), which comprises the consolidated statement of financial position as at 30 June 2024, 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 material accounting policy information, the consolidated entity
disclosure statement 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 30 June 2024 and of its performance for
the year ended on that date; and
a 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 (including Independence
Standards) (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.
71 | Archer Materials Limited 2024 Annual Report
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Independent Auditor’s Report
Grant Thornton Audit Pty Ltd 2
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.
Key audit matter
How our audit addressed the key audit matter
Recognition of research and development tax
incentive – Notes 1 & 8
The Group receives a research and development
(R&D) refundable tax offset from the Australian
government, which represents 48.5 cents in each
dollar of eligible annual R&D expenditure if its turnover
is less than $20 million per annum. Registration of
R&D Activities Application is filed with AusIndustry in
the following financial year and based on this filing, the
Group receives the incentive in cash.
Management reviewed the Group’s total R&D
expenditure to estimate the refundable tax offset
receivable under the R&D tax incentive legislation.
This area is a key audit matter due to the size of the
accrual and the degree of judgment and interpretation
of the R&D tax legislation required by management to
assess the eligibility of the R&D expenditure under the
scheme.
Our procedures included, amongst others:
•
obtaining through discussions with management
and understanding of the process to estimate the
claim;
•
utilising an internal R&D tax specialist to;
− review the expenditure methodology employed
by management for consistency with the R&D
tax offset rules; and
− consider the nature of the expenses against the
eligibility criteria of the R&D tax incentive
scheme to form a view about whether the
expenses included in the estimate were likely to
meet the eligibility criteria;
•
comparing the nature of the R&D expenditure
included in the current year estimate to the prior
year’s claim;
•
testing a sample of R&D expenditure and agreeing
to supporting documentation to ensure appropriate
classification, the validity of the claimed amount and
eligibility against the R&D tax incentive scheme
criteria;
•
assessing the appropriateness of the financial
statement disclosures.
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 30 June 2024, 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:
a the financial report that gives a true and fair view in accordance with Australian Accounting Standards and
the Corporations Act 2001 (other than the consolidated entity disclosure statement); and
72
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Grant Thornton Audit Pty Ltd 3
b the consolidated entity disclosure statement that is true and correct in accordance with the Corporations
Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i
the financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error; and
ii
the consolidated entity disclosure statement that is true and correct and is free of 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.
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_2020.pdf.This
description forms part of our auditor’s report.
Report on the remuneration report
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
J L Humphrey
Partner – Audit & Assurance
Adelaide, 28 August 2024
Opinion on the remuneration report
We have audited the Remuneration Report included in pages 23 to 29 of the Directors’ report for the year
ended 30 June 2024.
In our opinion, the Remuneration Report of Archer Materials Limited, for the year ended 30 June 2024
complies with section 300A of the Corporations Act 2001.
73 | Archer Materials Limited 2024 Annual Report
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Additional
Information
74
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Shareholder information
Substantial Shareholders
There are no substantial shareholders in the Company with
5% or greater relevant interest in securities of the Company.
Distribution of equity securities
Number of security holders by size of holding:
Voting Rights
The voting rights attaching to each class of equity
securities is set out below:
(a) Ordinary Shares: On a show of hands, every person
present who is a member or proxy, attorney or
representative of a member has one vote and upon
a poll each share shall have one vote.
(b) Unlisted Options: No voting rights.
Range
Ordinary Shares
Unlisted Options
1 - 1,000
2,309
-
1,001 - 5,000
3,947
-
5,001 - 10,000
1,686
-
10,001 - 100,000
2,588
-
100,001 and over
399
8
Total
10,929
8
Unmarketable Parcels
Minimum parcel size
Holders
Ordinary Shares
Minimum $500.00 parcel
1,786 shares
3,245
2,818,318
at $0.28 per share closing
price on 1 August 2024.
75 | Archer Materials Limited 2024 Annual Report
Additional information required by the ASX Listing Rules and not
disclosed elsewhere in this report is set out below.
Information in this section is current as at 1 August 2024.
For personal use only
Corporate Governance Statement
For the Year Ended 30 June 2024
The Corporate Governance Statement for the Group has been released as a separate document and is located in the Corporate
Governance section of the Company’s website at: www.archerx.com.au
Twenty largest holders of each class of quoted equity security:
Ordinary Shares
Rank
Name
Shares
% Issued capital
1
BNP PARIBAS NOMS PTY LTD
9,204,392
3.61
2
GDE EXPLORATION (SA) PTY LTD
7,471,798
2.93
3
CITICORP NOMINEES PTY LIMITED
5,089,208
2.18
4
DR MOHAMMAD CHOUCAIR
3,854,927
1.51
5
INVERTON PTY LTD
3,491,072
1.37
6
GDE EXPLORATION (SA) PTY LTD
3,006,719
1.18
7
BNP PARIBAS NOMINEES PTY LTD
2,960,223
1.16
8
MR FORBES VALE SPRAWSON + MRS MARGARET MARY SPRAWSON
2,300,000
0.90
9
KOOYAP PTY LTD MR BASIL CATSIPORDAS
2,946,534
0.76
10
NETWEALTH INVESTMENTS LIMITED
1,604,321
0.63
13
MR ALISTAIR CHARLES JACKSON
1,547,347
0.61
14
MR BASIL CATSIPORDASMR
1,475,000
0.58
15
MRS DEBORAH ANNETTE ROSSITER
1,463,679
0.57
16
MRS KAREN DRISCOLL + MR RAYMOND DRISCOLL
1,316,970
0.52
17
WADE BOLLENHAGEN
1,218,300
0.48
18
MR JARROD DRISCOLL
1,132,957
0.44
19
MR STEPHEN EDWARD MAHNKEN + MRS DIOR LEONE MAHNKEN
1,100,000
0.43
20
ROSSBOW PTY LTD
1,050,000
0.41
Total
54,542,337
21.40
76
Additional Information
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Corporate directory
Stay in touch
Directors
> Greg English
(Executive Chair)
> Kenneth Williams
(Independent Non-Executive Director)
> Bernadette Harkin
(Independent Non-Executive Director
Chief Executive Officer
> Dr Mohammad Choucair
Held the position of Chief Executive Officer during
the financial year and as at the date of this report.
Company Secretary
> Damien Connor
Held the position of Company Secretary during the
financial year and as at the date of this report.
Registered Office
Lot Fourteen, Frome Road
ADELAIDE SA 5000
Telephone: +61 8 8272 3288
Email: hello@archerx.com.au
Share Registry
Computershare Investor Services Pty Ltd
Level 5, 115 Grenfell Street
ADELAIDE SA 5000
Auditors
Grant Thornton Audit Pty Ltd
Level 3, 170 Frome Street
ADELAIDE SA 5000
Australian Securities Exchange
The Company is listed on the Australian Securities Exchange
ASX CODE: AXE
Recieve the latest news, reports and
presentations via email.
> Shareholders are encouraged to take advantage of
the benefits of electronic communications by electing
to receive communication from the Company and its
share registry electronically.
Shareholders can change their communication
preferences through the registry website:
www.investorcentre.com
For more information about Archer’s activities, and sign
up to receive the latest news, reports, presentations
and ASX released, please visit the following:
> Website:
archerx.com.au
> Sign up to our Newsletter:
eepurl.com/dKosXI
> Twitter:
twitter.com/archerxau
> YouTube:
bit.ly/2UKBBmG
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Annual Report
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Archer Materials Limited
(ABN 64 123 993 233)
> Lot Fourteen, Frome Road
ADELAIDE SA 5000
> Contact:
P: +61 8 8272 3288
E:
hello@archerx.com.au
> archerx.com.au
For personal use only