ANNUAL REPORT
30 June 2018
BARD1 LIFE SCIENCES LIMITED
CONTENTS PAGE
CONTENTS
Corporate Directory
Directors’ Report
Auditor’s Independence Declaration to the Directors’
Statement of Comprehensive Income
Statement of Financial Position
Changes in Equity
Statement of Cash Flows
1
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report to Members
Corporate Governance Statement
ASX Additional Shareholder Information
1
2
10
11
12
13
14
15
38
39
43
49
Solicitors
DLA Piper
Level 31, Central Park
152 St George’s Terrace
Perth Western Australia 6000
Bankers - Australia
National Australia Bank
1232 Hay Street
West Perth Western Australia 6005
ASX Code
BD1 - Fully Paid Ordinary Shares
BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
CORPORATE DIRECTORY
Directors
Peter Gunzburg
Brett Montgomery
Dr. Irmgard Irminger-Finger Executive Director
Chairman
Non-Executive Director
Chief Executive Officer
Dr. Leearne Hinch
Company Secretary
Pauline Collinson
Registered Office
Unit B1, Tempo Building
431 Roberts Road
Subiaco Western Australia 6008
Telephone: +61 (0)8 9381 9550
Facsimile: +61 (0)8 9381 7559
Website: www.bard1.com
Postal Address
PO Box 7493
Cloisters Square
Perth Western Australia 6850
Share Registry - Australia
Computershare Investor Services Pty Ltd
Level11
172 St George’s Terrace
Perth Western Australia 6000
Telephone: 1300 850 505
Overseas : +61 3 91454000
Facsimile: +61(0)8 93232033
Auditors - Australia
Ernst & Young
11 Mounts Bay Road
Perth Western Australia 6000
- 1 -
BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
DIRECTORS' REPORT
The directors present their report together with the financial report of BARD1 Life Sciences Limited (BARD1 LSL or
Company) and its controlled entities (collectively referred to as the Group) for the financial year ended 30 June 2018 and
the independent auditor’s report thereon.
DIRECTORS
The names and details of the directors of the Company in office during the year ended 30 June 2018 and until the date of
this report are as follows.
Directors were in office for this entire period unless otherwise stated.
Peter Gunzburg - Chairman B Com. (Appointed 24 September 2001)
Mr Gunzburg has over 20 years’ experience as a stockbroker. He has a Commerce Degree from the University of Western
Australia and has previously been a director of the Australian Stock Exchange Limited, CIBC World Markets Australia
Limited and a number of ASX listed entities.
In the past 3 years Mr Gunzburg has been a director of ASX listed entities Fleetwood Corporation Limited (20/2/2002-
27/11/2015) and Dragon Mining Limited (8/2/2010-19/5/2015).
Brett Montgomery – Non-Executive Director (appointed 15 August 1989)
Mr Montgomery has extensive experience in the management of publicly listed mining companies having previously been
the Managing Director of Kalimantan Gold NL and a Director of Grants Patch Mining Limited. Mr Montgomery is a Non-
Executive Director of Tanami Gold NL (ASX:TAM) and has previously been a Director of Magnum Gas and Power Limited
(ASX:MPE) and EZA Corporation Limited (ASX:EZA).
In the past 3 years Mr Montgomery has been a director of ASX listed entities Tanami Gold Limited (20/02/2013 - Present)
EZA Corporation (19/11/2014 - 18/1/2016) and Magnum Power and Gas Limited (9/10/2008 – 19/8/2016). He was
appointed Managing Director of ASX listed AIC Resources Limited (ASX:A1C) on 11/5/2017.
Dr Irmgard Irminger-Finger – Chief Scientific Officer/Executive Director PD, PhD (appointed 16 June 2016)
Dr Irminger-Finger is Privat Docent at the University and University Hospital of Geneva, head of the Laboratory of Molecular
Gyneocology and Obstetrics, A/Professor at the University of Western Australia, and Scientific Director of BARD1 Life Sciences
Limited. She studied biology and biochemistry at the University of Zurich, obtained a master in molecular biology and
biochemistry and a PhD in molecular genetics. After several years as researcher at the Harvard University, she returned to
Geneva, Switzerland. Having obtained a Swiss federal career development award, she focused her research on the molecular
pathways at the aging and cancer interface. Since 2006 she heads the Molecular Gyneocology and Obstetrics Laboratory at
the Geneva University Hospitals with focus on the function of tumour suppressor genes BRCA1 and BARD1. Dr Irminger-
Finger built up her reputation as expert on the BRCA1 and BARD1 genes, as author of more than 90 scientific articles, speaker
at more than 200 conferences and meetings, editor of scientific journals, and member of specific study groups and task forces
on cancer, and author of several patents that paved the way towards applications in cancer diagnostics and therapy. Dr
Irminger-Finger has received numerous awards and grants both for academic research and for her entrepreneurial work as
founder of a successful biotech start-up.
Dr Irminger-Finger has not been a director of any other listed companies in the last three years.
Professor Geoff Laurent – Non-Executive Director PhD, FRCP (Hon), FRCPath, FMedSci (Deceased 12 August 2018)
Professor Geoff Laurent was an accomplished organisational leader, thought-leader, scientific editor, advisory board member,
and award winning respiratory scientist with over 250 peer reviewed publications. Prof Laurent was an Emeritus Professor at
the University of Western Australia (UWA), a Director of biotechnology company BARD1 LSL, and a Scientific Advisor and
Consultant at Helmholtz Zentrum München. From 2012 until 2017, Geoff was Director of the Institute for Respiratory Health
and Director of the Centre for Cell Therapy and Regenerative Medicine at UWA. Prior to this he was Director of the Centre for
Respiratory Research, Vice-Dean of Enterprise, and Head of the Research Department of Internal Medicine at University
College London. He is Editor-in-Chief of the International Journal of Biochemistry and Cell Biology, was a Past President of
the British Association for Lung Research, consulted to numerous biotechnology and pharmaceutical companies, and was a
visiting scientist at Johnson and Johnson. Prof Laurent was elected a Fellow of the Academy of Medical Sciences, and received
the European Respiratory Societies Presidential Award for his contribution to lung science.
Professor Laurent sadly passed away on 12 August 2018.
Professor Laurent was not a director of any other listed company over the last three years.
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BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
INTERESTS IN THE SHARES AND OPTIONS OF THE COMPANY AND RELATED BODIES CORPORATE
As at the date of this report, the interests of the directors in the shares and performance shares of BARD1 Life Sciences
Limited were:
Ordinary
Shares
Peter Gunzburg
Brett Montgomery
Dr Irmgard Irminger-Finger
29,835,004
4,700,000
108,252,420
Unquoted
Performance
Shares
-
-
**108,252,420
** Unquoted Performance Shares are Escrowed for a period of 24 months and with an expiry date of 5 years from date of quotation. As
announced on 20 June 2018, these shares were released from Escrow.
CHIEF EXECUTIVE OFFICER
Dr Leearne Hinch BSc BVMS MBA
Dr Leearne Hinch is a biotechnology executive and consultant with extensive experience in the life sciences industry in general
management, strategy, fundraising, business development and commercialisation. Leearne has strategic, operational and
technical experience leading and managing the development and commercialisation of drug, device and animal health
products. She is CEO of BARD1 Life Sciences Ltd, director of Ingeneus Solutions, and previously held CEO and executive
positions in ASX-listed biotechnology, multinational and private companies including Eustralis Pharmaceuticals Ltd, Immuron
Ltd, OBJ Ltd, Holista CollTech Ltd, Chemeq Ltd and Virbac (Australia) Pty Ltd. Leearne holds Bachelor of Science, Bachelor
of Veterinary Medicine and Surgery, and Master of Business Administration qualifications, and is a member of the Accelerating
Commercialisation Expert Network.
COMPANY SECRETARY
Pauline Collinson
Mrs Collinson has been employed by the Company for 25 years and has held the position of Company Secretary for 17
years. She is also the Company Secretary of ASX listed Tanami Gold NL.
PRINCIPAL ACTIVITIES
The principal activities of the consolidated group during the financial year were the research and development of non-invasive
diagnostic tests for early detection of cancer, based on certain proprietary intellectual property.
OPERATING RESULTS
For the year
ended 30 June
2018
$
For the year
ended 30 June
2017
$
62,418
210,785
(1,817,301)
44,028
-
(2,604,171)
Other income
Research and development grant
Loss from operating activities
CORPORATE INFORMATION
Corporate structure
BARD1 Life Sciences Limited is a Company limited by shares and is incorporated and domiciled in Australia. BARD1 Life
Sciences Limited is the ultimate legal parent entity.
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BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
REVIEW AND RESULTS OF OPERATIONS
BARD1 Life Sciences Ltd (ASX:BD1) is an Australian-based biotechnology company focused on developing and
commercialising non-invasive diagnostics for early detection of cancer. During the 2018 financial year, there were a number
of important research and corporate developments:
Research
•
•
•
•
Advanced Ovarian Cancer Program: Completed OC-400, OC-400V and OC-CA125 studies to further develop and
optimise the BARD1-Ovarian test with the addition of the CA125 biomarker improving accuracy to 88% sensitivity and
93% specificity.
Publication of lung cancer results: Publication of POC study results for BARD1-Lung in international peer-reviewed
journal PLOS ONE.
Progressed Cancer Vaccine Collaboration: Completed Stage 1 of the Cancer Vaccine Collaboration with the IRH and
commenced Stage 2 to evaluate its effectiveness for reducing tumours in animal models.
Transfer of BARD1 assay to Luminex® platform: Signed Assay Development Agreement with Thermo Fisher
Scientific to develop a RUO multiplex BARD1 autoantibody assay using ProcartaPlex® Technology for performance on
Luminex® instrumentation.
Corporate
•
•
•
New patents granted: Several patents granted in two key patent families protecting the BARD1-Lung test in Australia,
Japan and Israel, and the BARD1-Ovarian test in the USA.
Advisory Board Appointment: Appointment of Dr Samuel Janes MBBS MRCP MSc PhD to the BARD1 Advisory Board.
Capital Raisings: Successful completion of Placements and Share Purchase Plan (SPP) to raise $2,813,326, before
costs.
Ovarian Cancer Diagnostic Program
BARD1 plans to develop BARD1-Ovarian as an accurate and reliable screening test for early detection of ovarian cancer, the
leading cause of gynaecological cancer death in women. During the year, BARD1 LSL completed several important ovarian
cancer studies to further develop and optimise the BARD1-Ovarian test.
On 9 January 2018, BARD1 announced positive results from its OC-400 Study to evaluate the accuracy of the BARD1-Ovarian
test to detect ovarian cancer in 400 samples of ovarian cancer and healthy controls. The results demonstrated that BARD1-
Ovarian could accurately detect ovarian cancer with 82% sensitivity and 79% specificity in cross-validation test sets.
On 6 March 2018, BARD1 announced additional positive results from a follow-on OC-400V Study to evaluate the robustness
of BARD1-Ovarian in an independent test set of 82 new ovarian cancers and 27 previously tested healthy controls. The results
showed high accuracy for detection of ovarian cancer with 89% sensitivity and 82% specificity in the independent test set.
On 18 May 2018, BARD1 announced it had signed an Assay Development agreement with Thermo Fisher Scientific to transfer
its research assay to the Luminex® platform to speed further development and validation activities. Development of the new
multiplex BARD1 autoantibody assay using ProcartaPlex® Technology for performance on Luminex® instrumentation will
enable the Company to transfer its ongoing research and development activities for BARD1-Ovarian, BARD1-Lung and other
diagnostic applications to an Australian laboratory that will potentially increase its access to the Australian Government’s RDTI.
On 19 June 2018, BARD1 announced positive results from its OC-CA125 Study to evaluate and compare the accuracy of the
original BARD1 algorithm alone, CA125 alone, and the combined BARD1-CA125 algorithm to detect ovarian cancer in 200
ovarian cancers and 200 healthy controls. The results demonstrated that the accuracy of the BARD1-Ovarian test was
significantly improved by addition of the CA125 cancer biomarker with an AUC 0.95, 88% sensitivity and 93% specificity for
detection of ovarian cancer.
Upon successful completion of the Assay Development project to transfer the research BARD1 assay to Luminex®
instrumentation, BARD1 intends to conduct clinical studies in 2019 to evaluate the clinical performance of BARD1-Ovarian for
early detection of ovarian cancer.
Lung Cancer Diagnostic Program
BARD1 plans to develop BARD1-Lung as an accurate and reliable screening test for early detection of lung cancer, the leading
cause of cancer death in men and women. Previous research including the LC-POC Study and the LC-600 Study demonstrated
the potential of further developing BARD1-Lung as a highly sensitive and specific blood test for early detection of lung cancer
using additional biomarkers and gender-specific algorithms.
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BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
On 7 August 2017, a key paper on the original lung cancer POC Study results and underlying scientific methodology for the
BARD1-Lung test was published in international peer-reviewed journal PLoS ONE. The paper titled ‘BARD1 serum
autoantibodies for early detection of lung cancer’ describes a simple and reliable blood test for early detection of all types of
lung cancer based on the immunogenicity of aberrant forms of BARD1 protein that are upregulated in lung cancer. 1
Continuation of the lung cancer program is currently planned upon successful transfer of the BARD1-Ovarian test to the
Luminex® platform. Further case-control studies are planned for 2019 to optimise the BARD1-Lung test using the new multiplex
BARD1 assay, additional biomarkers and gender-specific algorithms, followed by development and analytical validation of the
refined BARD1-Lung on Luminex® instrumentation, before advancing towards clinical studies.
Cancer Vaccine Program
BARD1 has a research collaboration with the Institute for Respiratory Health (IRH) to evaluate a potential BARD1 cancer
vaccine for the prevention and/or treatment of cancer in animal models.
On 4 October 2017, BARD1 advised that Stage 1 of the Cancer Vaccine project to identify high BARD1 expressing tumour
cell lines had been completed and Stage 2 initiated to evaluate the in vivo effectiveness of BARD1 peptide vaccine formulations
for reducing tumour growth in animal models, with the peptide vaccine results expected in late 2018.
Intellectual Property Portfolio
BARD1 LSL currently owns or licenses 5 patent families with 9 granted and 19 pending patent applications covering various
BARD1 DNA and protein sequences, methods of diagnosis and treatment, and use in multiple cancers. During the year several
patent cases were granted in 2 key patent families protecting the BARD1-Lung test in Australia, Japan and Israel, and the
BARD1-Ovarian test in the USA.
On 28 July 2017, Australian Patent number 2011292809 titled ‘BARD1 isoforms in lung and colorectal cancer and use
thereof’ was granted by IP Australia. This patent family protects the sequence of various BARD1 isoforms specific to lung and
colorectal cancer, a method for detecting the presence of the specific BARD1 isoforms, and a method for treating and/or
preventing lung cancer and colorectal cancer.
On 12 January 2018, Divisional Japanese Patent number P6271636 titled ‘BARD1 isoforms in lung and colorectal cancer
and use thereof’ was granted by the Japan Patent Office. This patent covers modulators of specific BARD1 isoforms for use
in treatment of lung or colorectal cancer.
On 1 March 2018, Israeli Patent number 224766 titled ‘BARD1 isoforms in lung and colorectal cancer and use thereof’ was
granted by the Israeli Patent Office.
CORPORATE UPDATE
On 20 July 2017, BARD1 announced that it had appointed international respiratory medicine expert, Dr Samuel Janes, as a
member of its Advisory Board. Dr Janes provides independent scientific and clinical advice to guide the Company’s research,
development and business programs.
On 4 August 2017, the Company successfully completed a Placement to sophisticated investors followed by a Share Purchase
Plan (SPP) to eligible shareholders of 189,165,812 shares at an issue price of $0.008 to raise $1.5 million (before costs).
On 22 March 2018, the Company successfully completed a Placement to sophisticated and professional investors of
86,666,666 shares at an issue price of $0.015 to raise $1.3 million (before costs). At 30 June 2018 the Company had
828,662,397 ordinary shares on issue.
On 20 June 2018, BARD1 announced that 446,506,472 securities held by the BARD1AG SA vendors were released from
mandatory escrow comprising 229,503,236 Ordinary Shares and 217,003,236 Performance Shares that convert upon
achievement of a future Milestone related to the successful completion of a 2000-subject clinical trial of BARD1-Lung that
shows statistically significant evidence of equivalence, or superiority for detection of lung cancer with greater than 80%
sensitivity and 80% specificity, compared to the current gold standard Low Dose Computed Tomography (LDCT).
During the year, BARD1 progressed discussions on several corporate opportunities including mergers, acquisitions, in-
licensing and other transactions to strengthen its business, expand its product pipeline, diversify its risk profile and grow long-
term shareholder value.
OUTLOOK
BARD1 is committed to realising the commercial potential of the BARD1 technology for detection and treatment of multiple
cancers. With the excellent results achieved for BARD1-Ovarian this year, the Board of Directors intend to strengthen the
Board with additional life sciences industry experienced directors, expand the management team to improve execution
1 Pilyugin M, Descloux P, André P-A, Laszlo V, Dome B, Hegedus B, et al. (2017) BARD1 serum autoantibodies for early detection of lung cancer. PLoS
ONE 12(8): e0182356. https://doi.org/10.1371/journal.pone.0182356
- 5 -
BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
capability and secure access to Australian laboratory facilities to better position the company to advance its diagnostic and
therapeutic projects towards key development milestones and grow shareholder value in financial year 2019.
In doing so, BARD1 is exploring a range of funding and corporate options and opportunities, with a guiding principle of
minimising dilution and driving value for all shareholders.
Current research and development (R&D) activities are focused on the transfer of our research assay using Thermo Fisher’s
ProcartaPlex® Technology to Luminex® instrumentation that will enable further development and clinical validation of BARD1-
Ovarian as a laboratory developed test for the Australian and US markets. The Company also intends to advance its BARD1-
Lung program in 2019 and to expand applications for its BARD1 biomarker platform to early detection of other cancers.
FINANCIAL POSITION
The net assets of the consolidated entity at 30 June 2018 totalled $1,130,487 (30 June 2017: $257,937).
Total assets at 30 June 2018 totalled $1,453,137 (30 June 2017: $726,896). The consolidated entity had cash and cash
equivalents of $1,445,657 at 30 June 2018 (30 June 2017: $650,051).
SIGNIFICANT EVENTS AFTER THE BALANCE DATE
On 10 July 2018, US Patent number 10,018,639 titled ‘Kits for detecting breast or ovarian cancer in body fluid sample and
use thereof’ was granted by the United States Patent and Trademark Office (USPTO) The claims are directed to kits comprising
peptides from BARD1 isoforms for detecting autoantibodies associated with breast or ovarian cancer.
Professor Laurent sadly passed away on 12 August 2018.
On 6 September 2018, BARD1 announced positive results from its OC-R001 Study to evaluate and compare the accuracy of
the improved BARD1-Ovarian test to detect ovarian cancer in high-risk women with a family history of breast/ovarian cancer
or carrying BRCA1/2 mutations. The results demonstrated that BARD1-Ovarian showed outstanding diagnostic accuracy in
high-risk women across all cancer stages of 0.97 AUC, 89% sensitivity and 97% specificity.
At the date of this report, other than that outlined above, there have been no matters or circumstances that have arisen since
the end of the period which significantly, or may significantly effect:
•
•
•
The consolidated entity’s operations in future years;
The results of those operations in future years; or
The consolidated entity’s state of affairs in future years.
SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS
Other than those outlined in the Review and Results of Operations there were no other significant changes in the state of
affairs of the Company during the period.
DIVIDENDS
No dividend has been declared, provided for or paid in respect of the year ended 30 June 2018 or 30 June 2017.
SHARE OPTIONS
Unissued shares
There are no unissued shares at the date of this report.
Shares issued as a result of the exercise of options
No options were exercised during the period and up to the date of the directors’ report.
Options issued
During the year the Company issued 2,000,000 options to a consultant exercisable at $0.0128 on or before 20 February 2022.
These options remain on issue at the date of this report. There are no other options on issue.
INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS
The Company has insurance in place to indemnify directors of the Company against liability incurred to a third party (not being
the Company or a related party) that may arise from their position as directors or officers of the Company.
In accordance with subsection 300(9) of the Corporations Act 2001, further details have not been disclosed due to
confidentiality provisions of the insurance contracts.
- 6 -
BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
INDEMNIFICATION OF AUDITORS
To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young, as part of the terms of its
audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No payment
has been made to indemnify Ernst & Young during or since the financial year.
INTERESTS IN CONTRACTS OR PROPOSED CONTRACTS WITH THE COMPANY
During the financial year, no director has had any interest in a contract or proposed contract with the Company being an
interest the nature of which has been declared by the director in accordance with Section 300(11)(d) of the Corporations Act
2001.
DIRECTORS’ MEETINGS
The following table sets out the number of meetings of the Company’s directors held during the year ending 30 June 2018 and
the number of meetings attended by each director.
Directors’ Meetings
No. of meetings
held while in
office
Meetings
attended
Peter Gunzburg
Brett Montgomery
Dr Irmgard Irminger-Finger
Prof. Geoffrey Laurent
3
3
3
3
3
3
3
3
REMUNERATION REPORT (AUDITED)
This Remuneration Report outlines the director and executive remuneration arrangements of the Group in accordance with
the requirements of the Corporations Act 2001 and its Regulations. For the purposes of this report Key Management Personnel
(KMP) of the Group are defined as those persons having the authority and responsibility for planning, directing and controlling
the major activities of the Group. The remuneration report has been audited as required by section 300A of the Corporations
Act 2001.
Use of remuneration consultants
Independent external advice is sought from remuneration consultants when required, however no advice has been sought
during the period ended 30 June 2018.
Remuneration Policy
The Board recognises that the performance of the Company depends upon the quality of its Directors and Executives and to
this end the Company is aware that it must attract, motivate and retain experienced Directors and Executives. The Board
assesses the appropriateness of the nature and amount of emoluments of such officers on a periodic basis by reference to
relevant employment market conditions with the overall objective of ensuring maximum stakeholder benefit from the retention
of a high quality Board and executive team. Such officers are given the opportunity to receive their base emolument in the
form of salary and fringe benefits such as motor vehicle allowances.
In accordance with best practice governance, the structure of Non-Executive Directors and senior executive remuneration is
separate and distinct. It should be noted that the amount of salary and the grant of options is at the discretion of the board of
directors. The Board seeks to set aggregate remuneration at a level which provides the Company with the ability to attract and
retain Directors of the highest calibre, whilst incurring a cost which is acceptable to Shareholders.
The Company’s Constitution and ASX Listing Rules specify that aggregate remuneration of Non-Executive Directors shall be
determined from time to time by a general meeting of Shareholders. Approval by Shareholders was granted at a general
meeting on 12 August 2008 to pay Non-Executive Directors an aggregate amount of $200,000 per annum. The Board
considers fees paid to Non-Executive Directors of comparable companies when undertaking the annual review process. Each
Non-Executive Director may also receive an equity based component where approval has been received from Shareholders
in a general meeting.
The Company does not currently have a remuneration committee, the functions of which are carried out by the full board.
Remuneration for directors and executives are not linked directly to the performance of the economic entity.
The Company has Employment and/or Consultancy Agreements in place with Dr Irmgard Irminger-Finger and Dr Leearne
Hinch. The major provisions of each of the agreements relating to compensation are set out below.
Dr Irmgard Irminger-Finger
Dr Irmgard Irminger-Finger has a Consultancy Agreement with the Company dated 1 June 2016 to perform the role of Chief
Scientific Officer as specified in the Consultancy Agreement under which Dr Irminger-Finger will be paid $150,000 per annum
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BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
for the equivalent of a 0.5 Full Time Equivalent. This arrangement can be terminated by either party by providing 180 days
written notice, which based on current remuneration rates would amount to a termination payment of $75,000.
Dr Leearne Hinch
Dr Leearne Hinch has an Executive Employment Agreement with the Company dated 7 November 2016 to perform the role
of Chief Executive Officer, under which Dr Leearne Hinch will be paid $350,000 per annum. This arrangement can be
terminated by either party by providing 6 months written notice, which based on current remuneration rates would amount to
a termination payment of $175,000.
Dr Hinch is eligible for a Short Term Incentive (STI) of up to 40% cash bonus and Long Term Incentive (LTI) being the grant
of options (subject to shareholder approval) which vest upon the satisfaction of KPIs agreed between the Board and Dr Hinch.
The only milestone agreed between the Board and Dr Hinch was the completion of a probationary period. To date, the Board
has not agreed any further KPIs for Dr Hinch. Initially it was agreed that 20 million options would be granted subject to various
KPIs, with 5 million being issued with a KPI of completion of the probationary period, which has been met. In the prior year,
post-completion of the probation period, but prior to obtaining shareholder approval for the issue of the LTI, Dr Hinch agreed
with the Board in good faith that the option exercise price would be renegotiated. As the 5 million options vested on the
completion of Dr. Hinch’s probation, an expense for the award has been recognised within the income statements for the
current and prior financial periods. For the remaining 15 million options which would be issued when the revised exercise price
and KPIs are agreed, no expense in relation to these options has been brought to account.
The Company does not have any other consultancy or employment agreements in place.
Remuneration of key management personnel
KMP Remuneration
P Gunzburg
Chairman
I Irminger-Finger
Executive-Director
G Laurent
Non-Executive Director
B Montgomery
Non-Executive Director
L Hinch
Chief Executive Officer
Total
Total
2018
2017
2018
2017
2018
2017
2018
2017
2018
20171
2018
2017
Short Term
Benefits
Salary
And Fees
58,333
108,333
145,562
157,083
21,000
36,000
21,000
36,000
359,218
203,101
605,113
540,517
Post
Employment
Benefits
Superannuation
5,542
10,292
4,438
-
1,995
2,280
-
-
19,615
12,780
31,590
25,352
Long Term
Benefits
Share Based
Payments
-
-
-
-
-
-
-
8,750
21,369
8,750
21,369
-
-
-
-
-
-
-
15,564
17,831
15,564
17,831
Total
63,875
118,625
150,000
157,083
22,995
38,280
21,000
36,000
403,147
255,081
661,017
605,069
1 The 2017 total remuneration for Dr. Hinch has been adjusted to reflect the value of tranche one of the options included as part of her employment agreement.
Consolidated Entity Performance
The table below shows the performance of the consolidated entity as measured by the consolidated entity’s closing share
price and EPS over the last five years.
12 Months
ended 31
December
2014
N/A**
(86,907)
(0.38)*
12 Months
ended 31
December
2015
N/A**
(85,269)
(0.038)*
6 months
ended 30 June
2016
12 months
ended 30 June
2017
12 months
ended 30 June
2018
$0.022
(2,841,093)
(0.011)*
$0.01
(2,604,171)
(0.0045)*
$0.014
(1,817,301)
(0.0026)
Closing share price
Loss after tax ($)
EPS ($ per share)
* The loss per share calculations for the period ended 30 June 2017 have been adjusted by factors of 1.041 and 1.008
respectively to reflect the bonus element of the capital raising and Share Purchase Plan completed subsequent to year end.
** BARD1AG was not a listed entity during these periods.
Options Granted and Vested during the year ended 30 June 2018
SHARE OPTIONS
Shares issued as a result of the exercise of options
No options were exercised during the period and up to the date of the directors’ report.
- 8 -
BARD1 LIFE SCIENCES LIMITED
DIRECTORS' REPORT
Options issued during the financial year and on issue at the date of this report
During the year the Company issued 2,000,000 options to a consultant exercisable at $0.0128 on or before 20 February 2022.
These options remain on issue at the date of this report. There are no other options on issue. No options were issued to KMP
during the year.
DIRECTORS SHAREHOLDINGS
At 30 June 2018 the interests of the directors in the ordinary shares and performance shares in the Company were:
Ordinary
&Performance
Shares
Peter Gunzburg
Brett Montgomery
Dr Irmgard
Irminger-Finger
Prof. Geoffrey
Laurent
Balance
Ordinary
Shares
30 June 2017
29,835,004
4,700,000
108,252,420
10,599,600
Granted as
Remuneration
Net change
other
-
-
-
-
-
-
-
-
Balance
Ordinary
Shares
30 June
2018
29,835,004
4,700,000
108,252,420
Unquoted
Performance
Shares at 30
June 2017
Unquoted
Performance
Shares at 30
June 2018
-
-
*108,252,420
-
-
*108,252,420
10,599,600
*9,999,600
*9,999,600
* The Performance Shares are escrowed for 2 years from date of quotation and have an expiry date of 5 years. As announced on 20 June
2018, these shares were released from Escrow. Milestones for conversion are as follows:
•
each Performance Share will convert into one Share upon the announcement by the ASX of the following prior to the Expiry Date;
•
•
•
the clinical trial of the blood test developed by BARD1AG SA S.A. for the detection of lung cancer (BBLC Test) has
been completed;
the clinical trial involved at least 2,000 participants, and returned a detection rate greater than 80%, and false positive
results of less than 20%; and
the results of the clinical trial provide statistically significant evidence that the BBLC Test provides an outcome equal or
superior to the current "gold standard" CT Scan, which has a detection rate of less than 80%, and returns false positive
results of more than 20%.
Performance Shares are unquoted, not entitled to dividends and there are no participation rights or entitlements inherent in the
Performance Shares and holders will not be entitled to participate in new issues of capital offered to Shareholders during the
currency of the Performance Shares. The Performance Shares formed consideration for shares held in BARD1AG SA rather than
remuneration.
Loans to Key Management Personnel
There have been no loans to KMP’s during the financial year.
Other Transactions with KMPs
There have been no other transactions with KMP’s during the financial year.
Voting and comments at the Company’s 2017 Annual General Meeting
The Company received 100% of “yes” votes on its Remuneration Report for the 2017 financial year. The Company did not
receive any specific feedback at the AGM on its remuneration policies.
** END OF REMUNERATION REPORT **
NON-AUDIT SERVICES
During the years ended 30 June 2018, and 30 June 2017 no fees were paid to external auditors Ernst & Young for non-audit
services.
AUDITORS INDEPENDENCE DECLARATION
The lead auditor's independence declaration for the twelve months ending 30 June 2018 has been received and can be found
on page 10.
Signed in accordance with a resolution of the directors
Peter Gunzburg
Executive Chairman
28 September 2018
- 9 -
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
BARD1 LIFE SCIENCES LIMITED
STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2018
Other income
Research and development grant
Gain on disposal of held for trading investments
Employee benefits expense
Depreciation expense
Movement in the fair value of investments classified held for trading
Impairment of available for sale financial assets
Foreign exchange (loss)/gain
Research and development
Patent expenses
Share based payments expense
Provision for grant repayment
Administration costs
Loss before income tax expense
Income tax expense
Loss after income tax expense
Other comprehensive income
Items that may be subsequently reclassified to operating result
Foreign currency translation
Fair value loss on available for sale financial assets
Impairment loss reclassified to profit and loss
Other comprehensive (loss)/income for the year, net of tax
Total comprehensive loss attributable to the members of BARD1
Life Sciences Limited
Loss per share:
Basic loss per share
Diluted loss per share
Note
Consolidated Group
For the year
ended 30 June
2018
$
For the year
ended 30 June
2017
$
3
3
3
19
3
4
12
12
12
17
17
62,418
210,785
91,483
44,028
-
-
(768,598)
(701,669)
-
(127)
(28,230)
(16,010)
(8,008)
(8,990)
(56,458)
13,754
(770,842)
(1,089,976)
(180,854)
(41,595)
-
(131,187)
(25,000)
(65,413)
(375,731)
(575,252)
(1,817,301)
(2,604,171)
-
(1,817,301)
-
(2,604,171)
(4,634)
(28,230)
28,230
(4,634)
3,187
(56,458)
56,458
3,187
(1,821,935)
(2,600,984)
Cents
Cents
(0.26)
(0.26)
(0.45)*
(0.45)*
* The loss per share calculations for all periods prior to 30 June 2017 have been adjusted by factors of 1.041 and 1.008 respectively to reflect the bonus element of the capital raising and
Share Purchase Plan completed subsequent to year end.
The accompanying notes form part of these financial statements.
- 11 -
BARD1 LIFE SCIENCES LIMITED
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2018
Current Assets
Cash and cash equivalents
Receivables
Held for trading investments
Prepayments
Total Current Assets
Non-Current Assets
Financial assets classified as available for sale
Total Non-Current Assets
TOTAL ASSETS
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Non-Current Liabilities
Provisions
Total Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued Capital
Distribution reserve
Share based payment reserve
Foreign exchange translation reserve
Accumulated losses
TOTAL EQUITY
Notes
Consolidated Group
30 June
2018
$
30 June
2017
$
14
5
6
7
9
10a
10b
11
12
12
12
13
1,445,657
3,465
32
3,983
650,051
31,956
16,659
-
1,453,137
698,666
-
-
1,453,137
238,212
62,394
300,606
22,044
22,044
322,650
1,130,487
28,230
28,230
726,896
422,946
35,731
458,677
10,282
10,282
468,959
257,937
9,298,385
6,645,495
(309,421)
(309,421)
41,595
(42,719)
-
(38,085)
(7,857,353)
(6,040,052)
1,130,487
257,937
The accompanying notes form part of these financial statements.
- 12 -
BARD1 LIFE SCIENCES LIMITED
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2018
For the year ended 30 June 2018
Issued
Capital
$
Accumulated
losses
$
Available
for sale
Reserve
Distribution
Reserve
Foreign
Currency
Translation
reserve
$
Share
Based
Payments
Reserve
Total
equity
$
At 1 July 2017
Loss for the year
Other comprehensive income
Impairment loss reclassified to
loss for the period
Total comprehensive loss for the
period
Share based payment
-
-
-
-
-
6,645,495
(6,040,052)
(1,817,301)
-
-
(28,230)
28,230
(1,817,301)
-
-
-
-
-
-
-
-
(309,421)
(38,085)
-
-
-
-
-
-
-
(4,634)
-
(4,634)
-
-
-
-
-
-
-
257,937
(1,817,301)
(32,864)
28,230
(1,821,935)
41,595
41,595
-
2,652,890
(309,421)
(42,719)
41,595
1,130,487
Issue of shares net of costs
2,652,890
At 30 June 2018
9,298,385
(7,857,353)
For the year ended 30 June 2017
Issued
Capital
$
Accumulated
Losses
$
Available
for sale
Reserve
Distribution
Reserve
$
Foreign
Currency
Translation
Reserve
$
Total
Equity
$
Balance at 1 July 2016
6,620,495
(3,435,881)
Loss for the period
Other comprehensive income
Impairment loss reclassified to
loss for the period
Total comprehensive loss for the
period
-
-
-
-
(2,604,171)
(2,604,171)
-
-
(56,458)
56,458
Issue of shares – net of costs
25,000
-
-
-
-
-
(309,421)
(41,272)
2,833,921
-
-
-
-
-
-
(2,604,171)
3,187
(53,271)
-
56,458
3,187
(2,600,984)
-
25,000
Balance at 30 June 2017
6,645,495
(6,040,052)
-
(309,421)
(38,085)
257,937
The accompanying notes form part of these financial statements.
- 13 -
BARD1 LIFE SCIENCES LIMITED
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2018
Cash Flows from Operating Activities
Interest received
Other receipts from customers
Payments to suppliers and employees
Research and development refund
Notes
Consolidated Group
For the year
ended 30 June
2018
$
For the year
ended 30 June
2017
$
7,210
55,208
4,204
39,824
(2,238,470)
(2,422,341)
210,785
-
Net cash flows used in operating activities
14
(1,965,267)
(2,378,313)
Cash Flows from Investing Activities
Net cash received on sale of held for trading assets
Net cash inflows from investing activities
Cash Flows from Financing Activities
Proceeds from issue of shares
Convertible notes repaid
Share issue costs
Net cash inflow from/(used in) financing activities
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial period
Cash equivalents at the end of the financial period
14
107,983
107,983
2,813,326
-
-
-
-
(69,387)
(160,436)
2,652,890
795,606
650,051
1,445,657
-
(69,387)
(2,447,700)
3,097,751
650,051
The accompanying notes form part of these financial statements.
- 14 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
1.
CORPORATE INFORMATION
The financial report of BARD1 Life Sciences Limited (the Company) for the year ended 30 June 2018 was authorised
for issue in accordance with a resolution of the directors on 28 September 2018.
BARD1 Life Sciences Limited is a Company limited by shares incorporated and domiciled in Australia and whose shares
are publicly traded on the Australian Securities Exchange. The company is a for-profit entity. The principal activities of
the consolidated group during the financial year were the research and development of non-invasive diagnostic tests
for early detection of cancer, based on certain proprietary intellectual property.
The company’s registered office is Unit B1, Tempo Building, 431 Roberts Road, Subiaco Western Australia 6008
2.
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
(a)
Basis of Preparation
The financial report is a general-purpose financial report, which has been prepared in accordance with the requirements
of the Corporations Act 2001, Australian Accounting Standards and other authoritative pronouncements of the
Australian Accounting Standards Board (AASB).
The financial report has been prepared on a historical cost basis, except for held for trading and available for-sale
investments, which have been measured at fair value. The financial report is prepared in Australian dollars.
The financial report has been prepared on the going concern basis of accounting, which contemplates the continuity of
normal business activity and the realisation of assets and settlement of liabilities in the normal course of business.
During the year ended 30 June 2018, the Group incurred a net loss after tax of $1,817,301 and a cash outflow from
operating activities of $1,965,267. At 30 June 2018, the Group had cash and cash equivalents of $1,445,657 and net
current assets of $1,130,487.
The Company’s cash flow forecasts for the fifteen months to 30 September 2019 indicate that, although the Group is in
a position to meet its committed administrative expenditure requirements, additional capital will need to be raised to
enable the Group to carry out its planned research activities. This creates an uncertainty that may cast doubt as to
whether the Group will continue as a going concern and, therefore, whether it will settle its liabilities and commitments
in the normal course of business.
The Directors have considered the funding and operational status of the business in arriving at their assessment of
going concern and believe that the going concern basis of preparation is appropriate, based upon the following:
•
•
The ability to further vary cash flows depending upon the achievement of certain milestones within the business
plan; and
The ability of the Group to obtain funding through various sources, including debt and equity issues.
The Directors have reasonable expectations that they will be able to raise additional funding needed for the Group to
continue to execute against its milestones in the medium term. Should the Group not achieve the matters set out above,
there is uncertainty whether the Group would continue as a going concern and therefore whether it would realise its
assets and extinguish its liabilities in the normal course of business and at the amounts stated in the financial report.
The financial report does not include adjustments relating to the recoverability or classification of the recorded asset
amounts or to the amounts or classification of liabilities that might be necessary should the Group not be able to continue
as a going concern.
(b) Compliance Statement
The financial report complies with Australian Accounting Standards as issued by the Australian Accounting Standards
Board and International Reporting Standards (IFRS) as issued by the International Accounting Standards Board. Where
applicable new, and amended standards and interpretations effective for 1 July 2017 were adopted. There has been
no material impact from their adoption.
(c)
Accounting standard issued but not yet effective
The following standards and interpretations have been issued by the AASB but are not yet effective for the period ended 30
June 2018.
- 15 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Reference
Title
Summary
Application
date of
standard
Application
date for
Group
Financial Instruments
AASB 9 replaces AASB 139 Financial Instruments:
Recognition and Measurement.
1 January
2018
1 July 2018
AASB 9, and
relevant
amending
standards
Except for certain trade receivables, an entity 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.
Debt instruments are subsequently measured at fair
value through profit or loss (FVTPL), amortised cost, or
fair value through other comprehensive income
(FVOCI), on the basis of their contractual cash flows and
the business model under which the debt instruments
are held.
There is a fair value option (FVO) that allows financial
assets on initial recognition to be designated as FVTPL
if that eliminates or significantly reduces an accounting
mismatch.
Equity instruments are generally measured at FVTPL.
However, entities have an irrevocable option on an
instrument-by-instrument basis to present changes in
the fair value of non-trading instruments in other
comprehensive income (OCI) without subsequent
reclassification to profit or loss.
For financial liabilities designated as FVTPL using the
FVO, the amount of change in the fair value of such
financial liabilities that is attributable to changes in credit
risk must be presented in OCI. The remainder of the
change in fair value is presented in profit or loss, unless
presentation in OCI of the fair value change in respect of
the liability’s credit risk would create or enlarge an
accounting mismatch in profit or loss.
All other AASB 139 classification and measurement
requirements for financial liabilities have been carried
forward into AASB 9, including the embedded derivative
separation rules and the criteria for using the FVO.
The incurred credit loss model in AASB 139 has been
replaced with an expected credit loss model in AASB 9.
The requirements for hedge accounting have been
amended to more closely align hedge accounting with
risk management, establish a more principle-based
approach to hedge accounting and address
inconsistencies in the hedge accounting model in AASB
139.
Based on the Company’s initial assessment, there will be
no significant change from the current measurement of
the Company’s financial instruments.
AASB 15 replaces all existing revenue requirements
in Australian Accounting Standards (AASB 111
Construction Contracts, AASB 118 Revenue, AASB
Interpretation 13 Customer Loyalty Programmes,
AASB Interpretation 15 Agreements for the
Construction of Real Estate, AASB Interpretation 18
Transfers of Assets from Customers and AASB
Interpretation 131 Revenue – Barter Transactions
Involving Advertising Services) and applies to all
revenue arising from contracts with customers, unless
the contracts are in the scope of other standards, such
as AASB 117 Leases (or AASB 16 Leases, once
applied).
The core principle of AASB 15 is that an entity
recognises revenue to depict the transfer of promised
goods or services to customers in an amount that
1 January
2018
1 July 2018
AASB 15, and
relevant
amending
standards
Revenue from Contracts with
Customers
- 16 -
Application
date of
standard
Application
date for
Group
1 January
2019
1 July 2019
1 January
2018
1 July 2018
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Reference
Title
Summary
AASB 16
Leases
reflects the consideration to which an entity expects to
be entitled in exchange for those goods or services. An
entity recognises revenue in accordance with the core
principle by applying the following steps:
► Step 1: Identify the contract(s) with a customer
► Step 2: Identify the performance obligations in the
contract
► Step 3: Determine the transaction price
► Step 4: Allocate the transaction price to the
performance obligations in the contract
► Step 5: Recognise revenue when (or as) the entity
satisfies a performance obligation.
AASB 16 requires lessees to account for all leases
under a single on balance sheet model in a similar way
to finance leases under AASB 117 Leases. The
standard
includes two recognition exemptions for
lessees – leases of ’low-value’ assets (e.g., personal
computers) and short-term leases (i.e., leases with a
lease term of 12 months or less).
At the commencement date of a lease, a lessee will
recognise a liability to make lease payments (i.e., the
lease liability) and an asset representing the right to use
the underlying asset during the lease term (i.e., the right-
of-use asset).
Lessees will be required to separately recognise the
interest expense on
the
depreciation expense on the right-of-use asset.
liability and
lease
the
Lessees will be required to remeasure the lease liability
upon the occurrence of certain events (e.g., a change in
the lease term, a change in future lease payments
resulting from a change in an index or rate used to
determine those payments). The lessee will generally
recognise the amount of the remeasurement of the
lease liability as an adjustment to the right-of-use asset.
Lessor accounting is substantially unchanged from
today’s accounting under AASB 117. Lessors will
continue to classify all leases using the same
classification principle as in AASB 117 and distinguish
between two types of leases: operating and finance
leases.
In 2018, the Group will continue to assess the potential
effect of AASB 16 on its consolidated financial
statements.
AASB 2016-5
Amendments to Australian
Accounting Standards –
Classification and
Measurement of Share-based
Payment Transactions
This Standard amends AASB 2 Share-based Payment,
clarifying how to account for certain types of share-
based payment transactions. The amendments provide
requirements on the accounting for:
-
The effects of vesting and non-vesting conditions
on the measurement of cash-settled share-based
payments
Share-based payment transactions with a net
settlement feature for withholding tax obligations
A modification to the terms and conditions of a
share-based payment that changes the
classification of the transaction from cash-settled to
equity-settled.
-
-
Based on the Company’s initial assessment, there will be
no significant change from the current measurement of
the Company’s share-based payment transactions.
- 17 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Reference
Title
Summary
Interpretation 23
Uncertainty over Income Tax
Treatments
Interpretation 22
Foreign Currency
Transactions and
Advance Consideration
The Interpretation clarifies the application of the
recognition and measurement criteria in AASB 12
Income Taxes when there is uncertainty over income tax
treatments. The Interpretation specifically addresses the
following:
- Whether an entity considers uncertain tax
-
-
treatments separately
The assumptions an entity makes about the
examination of tax treatments by taxation
authorities
How an entity determines taxable profit (tax loss),
tax bases, unused tax losses, unused tax credits
and tax rates
- How an entity considers changes in facts and
circumstances.
The Interpretation clarifies that in determining the spot
exchange rate to use on initial recognition of the related
asset, expense or income (or part of it) on the
derecognition of a non-monetary asset or non-monetary
liability relating to advance consideration, the date of the
transaction is the date on which an entity initially
recognises the non-monetary asset or non-monetary
liability arising from the advance consideration. If there
are multiple payments or receipts in advance, then the
entity must determine a date of the transaction for each
payment or receipt of advance consideration.
Application
date of
standard
Application
date for
Group
1 January
2019
1 July 2019
1 January
2018
1 July 2018
The Company is in the process of determining the impact of the above on its financial statements. The Company has not elected
to early adopt any new Standards or Interpretations.
(d)
Statement of Significant Accounting Policies
(i)
Basis of Consolidation
The consolidated financial statements comprise the financial statements of BARD1 Life Sciences
Limited and its subsidiaries as at 30 June 2018 (the Group).
Control is achieved when the Group is exposed, or has rights, to variable returns from its involvement
with the investee and has the ability to affect those returns through its power over the investee.
Specifically, the Group controls an investee if and only if the Group has:
•
•
•
Power over the investee (i.e. existing rights that give it the current ability to direct the relevant
activities of the investee);
Exposure, or rights, to variable returns from its involvement with the investee; and
The ability to use its power over the investee to affect its returns.
When the Group has less than a majority of the voting or similar rights of an investee, the Group
considers all relevant facts and circumstances in assessing whether it has power over an investee,
including:
•
•
•
The contractual arrangement with the other vote holders of the investee
Rights arising from other contractual arrangements
The Group’s voting rights and potential voting rights
The Group re-assesses whether or not it controls an investee if facts and circumstances indicate that
there are changes to one or more of the three elements of control. Consolidation of a subsidiary begins
when the Group obtains control over the subsidiary and ceases when the Group loses control of the
subsidiary. Assets, liabilities, income and expenses of a subsidiary acquired or disposed of during the
year are included in the statement of comprehensive income from the date the Group gains control until
the date the Group ceases to control the subsidiary.
Profit or loss and each component of other comprehensive income (OCI) are attributed to the equity
holders of the parent of the Group and to the non-controlling interests, even if this results in the non-
- 18 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
controlling interests having a deficit balance. When necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting policies into line with the Group’s accounting
policies. All intra-group assets and liabilities, equity, income, expenses and cash flows relating to
transactions between members of the Group are eliminated in full on consolidation.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an
equity transaction. If the Group loses control over a subsidiary, it:
•
•
•
•
•
•
•
De-recognises the assets (including goodwill) and liabilities of the subsidiary
De-recognises the carrying amount of any non-controlling interests
De-recognises the cumulative translation differences recorded in equity
Recognises the fair value of the consideration received
Recognises the fair value of any investment retained
Recognises any surplus or deficit in profit or loss
Reclassifies the parent’s share of components previously recognised in OCI to profit or loss or
retained earnings, as appropriate, as would be required if the Group had directly disposed of the
related assets or liabilities
Business combinations are accounted for using the acquisition method.
(ii)
Revenue recognition
Revenue is recognised and measured at the amount received or receivables to the extent that it is
probable that the economic benefits will flow to the entity and the revenue can be reliably measured.
The following specific recognition criteria must also be met before revenue is recognised:
Rendering of Services
When the outcome of a transaction involving the rendering of services can be estimated reliably,
revenue associated with the transaction is be recognised by reference to the stage of completion of the
transaction at the end of the reporting period.
Interest
Revenue is recognised as the interest accrues (using the effective interest method, which is the rate
that exactly discounts estimated future cash receipts through the expected life of the financial asset) to
the net carrying amount of the financial asset.
Government grants
Government grants are recognised when there is reasonable assurance that the grant will be received
and all attached conditions will be complied with. When the grant relates to an expense item, it is not
recognised as income over the period necessary to match the grant on a systematic basis to the costs
that it is intended to compensate.
(iii)
Income tax
Current income tax assets and liabilities for the current and prior periods are measured at the amount
expected to be recovered from or paid to the taxation authorities The tax rates and tax laws used to
compute the amount are those that are enacted or substantively enacted by the balance date.
Deferred income tax is provided on all temporary differences at the balance date between the tax bases
of the assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred income tax liabilities are recognised for all taxable temporary differences except:
• where the deferred income tax arises from the initial recognition of goodwill or of an asset or
liability in a transaction that is not a business combination and, at the time of the transaction,
affects neither the accounting profit nor taxable profit or loss; and
•
in respect of taxable temporary differences associated with investments in subsidiaries,
associates and interests in joint ventures except where the timing of the reversal of the
temporary differences can be controlled and it is probable that the temporary differences will
not reverse in the foreseeable future.
Deferred income tax assets are recognised for all deductible temporary differences, carry-forward of
unused tax assets and unused tax losses, to the extent that it is probable that taxable profit will be
available against which the deductible temporary differences, and the carry-forward of unused tax
assets and unused tax losses can be utilised except:
• where the deferred income tax asset relating to the deductible temporary difference arises
from the initial recognition of an asset or liability in a transaction that is not a business
- 19 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
combination and, at the time of the transaction, affects neither the accounting profit nor taxable
profit or loss; and
•
in respect of deductible temporary difference associated with investments in subsidiaries,
deferred tax asset are only recognised to the extent that it is probable that the temporary
differences will reverse in the foreseeable future and taxable profit will be available against
which the temporary difference can be utilised.
The carrying amount of deferred income tax assets is reviewed at each balance date and reduced to
the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of
the deferred income tax asset to be utilised.
Unrecognised deferred income tax assets are reassessed at each balance date and are recognised to
the extent that it has become probable that future taxable profit will allow the deferred tax asset to be
recovered.
Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to
the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have
been enacted or substantively enacted at the balance date.
Income taxes relating to items recognised directly in equity are recognised in equity and not in the
statement of comprehensive income.
Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set
off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to
the same taxable entity and the same taxation authority.
(iv)
Goods and services tax
Revenues, expenses and assets (other than receivables) are recognised net of the amount of goods
and services tax (GST), except where the amount of GST incurred is not recoverable from the
Australian Tax Office (ATO). In these circumstances the GST is recognised as part of the cost of
acquisition of the asset or as part of the expense item as applicable.
Receivables and payables are stated with the amount of GST included. The net amount of GST
recoverable from, or payable to, the ATO is included as a current asset or liability in the statement of
financial position.
Cash flows are included in the Cash Flow Statement on a gross basis. The GST components of cash
flows arising from investing and financing activities, which are recoverable from, or payable to, the ATO
are classified as operating cash flows.
(v)
Plant and equipment
Cost
Plant and equipment is stated at cost less any accumulated depreciation and any impairment losses.
The cost of an item of plant and equipment comprises:
•
•
•
its purchase price, including import duties and non-refundable purchase taxes, after deducting
trade discounts and rebates;
any costs directly attributable to bringing the asset to the location and condition necessary for
it to be capable of operating in the manner intended by management; and
the initial estimate of the costs of dismantling and removing the item and restoring the site on
which it is located.
Depreciation
Depreciation is provided on a straight-line basis on all plant and equipment. Major depreciation periods
are:
Office furniture & equipment
3 – 5 years
straight line
Life
Method
Impairment
The carrying values of plant and equipment are reviewed for impairment when events or changes in
circumstances indicate the carrying value may not be recoverable.
- 20 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
For an asset that does not generate largely independent cash inflows, the recoverable amount is
determined for the cash-generating unit to which the asset belongs. If any indication of impairment
exists and where the carrying values exceed the estimated recoverable amount, the assets or cash-
generating units are written down to their recoverable amount.
The recoverable amount of plant and equipment is the greater of fair value less costs to sell and value
in use. In assessing the value in use, the estimated future cash flows are discounted to their present
value using a pre-tax discount rate that reflects the current market assessment of the time value of
money and the risks specific to the asset.
De-recognition
An item of plant and equipment is derecognised upon disposal or when no future economic benefits
are expected to arise from the continued use of the asset. Any gain or loss arising on de-recognition
of the asset (calculated as the difference between the net disposal proceeds and the carrying amount
of the item) is included in the profit or loss in the period the item is derecognised.
(vi)
Impairment of non-financial assets
At each reporting date, the consolidated entity assesses whether there is any indication that an asset
may be impaired. Where an indicator of impairment exists, the consolidated entity makes a formal
estimate of recoverable amount. Where the carrying amount of an asset exceeds its recoverable
amount the asset is considered impaired and is written down to its recoverable amount.
Recoverable amount is the greater of fair value less costs to sell and value in use. It is determined for
an individual asset, unless the asset’s value in use cannot be estimated to be close to its fair value less
costs to sell and it does not generate cash inflows that are largely independent of those from other
assets or groups of assets, in which case, the recoverable amount is determined for the cash-
generating unit to which the asset belongs.
In assessing value in use, the estimated future cash flows are discounted to their present value using
a pre-tax discount rate that reflects current market assessment of the time value of money and the risks
specific to the asset.
As assessment is also made at each reporting date as to whether there is any indication that previously
recognised impairment losses may no longer exist or may have decreased.
(vii)
Trade and other receivables
All trade and other receivables are initially recognised at the fair value of the consideration receivable
and are subsequently measured at amortised cost.
Receivables from related parties are recognised and carried at the fair value of the consideration
receivable and are subsequently measured at amortised cost. Interest is taken up as income on an
accrual basis.
An allowance for doubtful debts are made based on an assessment made by directors on the
recoverability of receivables.
Collectability of trade receivables is reviewed on an ongoing basis. Individual debts that are known to
be uncollectible are written off when identified. An impairment provision is recognised when there is
objective evidence that the Consolidated Entity will not be able to collect the receivable. Financial
difficulties of the debtor, default payments or debts more than 60 days overdue are considered objective
evidence of impairment. The amount of the impairment loss is the receivable carrying amount compared
to the present value of estimated future cash flows, discounted at the original effective interest rate.
(viii)
Investments and other financial assets
Investments and financial assets in the scope of AASB 139 Financial Instruments: Recognition and
Measurement are categorised as either financial assets at fair value through profit or loss, loans and
receivables, held-to-maturity investments, or available-for-sale assets. The classification depends on
the purpose for which the investments were acquired.
When financial assets are recognised initially, they are measured at fair value, plus, in the case of
assets not at fair value through profit or loss, directly attributable transaction costs.
Recognition and De-recognition
All regular way purchases and sales of financial assets are recognised on the trade date, ie the date
that the Group commits to purchase the asset. Regular way purchases or sales are purchases or sales
of financial assets under contracts that require delivery of the assets within the period established
generally by regulation or convention in the market place. Financial assets are derecognised when the
right to receive cash flows from the financial assets have expired or been transferred.
- 21 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
(i) Financial assets at fair value through profit or loss
Financial assets classified as held for trading are included in the category ‘financial assets at fair
value through profit or loss’. Financial assets are classified as held for trading if they are acquired
for the purpose of selling in the near term with the intention of making a profit. Derivatives are also
classified as held for trading unless they are designated as effective hedging instruments. Gains
or losses on financial assets held for trading are recognised in profit or loss and the related assets
are classified as current assets in the statement of financial position.
(ii) Held-to-maturity investments
Non-derivative financial assets with fixed or determinable payments and fixed maturity are
classified as held-to-maturity when the Group has the positive intention and ability to hold to
maturity. Investments intended to be held for an undefined period are not included in this
classification. Investments that are intended to be held-to-maturity, such as bonds, are
subsequently measured at amortised cost. This cost is computed as the amount initially
recognised minus principal repayments, plus or minus the cumulative amortisation using the
effective interest method of any difference between the initially recognised amount and the maturity
amount. This calculation includes all fees and points paid or received between parties to the
contract that are an integral part of the effective interest rate, transaction costs and all other
premiums and discounts. For investments carried at amortised cost, gains and losses are
recognised in profit or loss when the investments are derecognised or impaired, as well as through
the amortisation process.
(iii) Available-for-sale investments
Available-for-sale investments are those non-derivative financial assets, principally equity
securities that are designated as available-for-sale or are not classified as any of the two preceding
categories. After initial recognition available-for-sale securities are measured at fair value with
gains or losses being recognised as a separate component of equity until the investment is
derecognised or until the investment is determined to be impaired, at which time the cumulative
gain or loss previously reported in equity is recognised in profit or loss.
The fair values of investments that are actively traded in organised financial markets are
determined by reference to quoted market bid prices at the close of business on the balance date.
(ix)
Leased assets
The determination of whether an arrangement is or contains a lease is based on the substance of the
arrangement and requires an assessment of whether the fulfilment of the arrangement is dependent
on the specific asset or assets and the arrangement conveys a right to use the asset.
Operating Leases
Leases where the lessor retains substantially all the risks and benefits of ownership of the asset are
classified as operating leases. Payments made under operating leases are expensed in the profit or
loss on a straight-line basis over the term of the lease.
(x)
Trade and other payables
Liabilities for trade creditors and other amounts are carried at amortised cost and represent liabilities
for goods and services provided to the consolidated entity prior to the end of the financial year that are
unpaid and arise when the consolidated entity becomes obliged to make future payments in respect of
the purchase of these goods and services.
Payables to related parties are carried at the principal amount. Interest, when charged by the lender,
is recognised as an expense on an accruals basis.
(xi)
Foreign currency translation
Both the functional and presentation currency of BARD1 Life Sciences Limited is Australian dollars
(A$).
Transactions in foreign currencies are initially recorded in the functional currency at the exchange rates
ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies
are re-translated at the rate of exchange ruling at the balance date. All exchange differences in the
consolidated financial report are taken to the profit or loss.
Non-monetary items that are measured in terms of historical cost in a foreign currency are translated
using the exchange rate as at the date of the original transaction.
Non-monetary items measured at fair value in a foreign currency are translated using the exchange
rates at the date when the fair value was determined.
- 22 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
The results of the Group’s non-A$ reporting subsidiary is translated into A$ (presentation currency).
Income and expenses are translated at the exchange rates at the date of the transactions. Assets
and liabilities are translated at the closing exchange rate for each balance sheet date. Share capital,
reserves and accumulated losses are converted at applicable historical rates.
Exchange variations resulting from the translation are recognised in the foreign currency translation
reserve in equity. On consolidation, exchange differences arising from the translation of monetary
items considered to be part of the net investment in subsidiaries are taken to the foreign currency
translation reserve. If a subsidiary were sold, the proportionate share of the foreign currency
translation reserve would be transferred out of equity and recognised in the statement of
comprehensive income.
(xii)
Employee benefits
Liabilities arising in respect of wages and salaries, annual leave and any other employee entitlements
expected to be settled within twelve months of the reporting date are measured at their nominal
amounts based on remuneration rates expected to be paid when the liability is settled. All other
employee entitlement liabilities are measured at the present value of the estimated future cash outflow
to be made in respect of services provided by employees up to the reporting date. In determining the
present value of future cash outflows, the interest rates attaching to high quality corporate bonds that
have terms to maturity approximating the terms of the related liability are used.
(xiii)
Provisions
A provision is recognised when a legal or constructive obligation exists as a result of a past event, it is
probable that an outflow of economic benefits will be required to settle the obligation and a reliable
estimate can be made of the amount of the obligation.
Where the consolidated entity expects some or all of a provision to be reimbursed, for example under
an insurance contract, the reimbursement is recognised as a separate asset but only when the
reimbursement is virtually certain. The expense relating to any provision is presented in the profit or
loss net of any reimbursement.
If the effect of the time value of money is material, provisions are determined by discounting the
expected future cash flows at a pre-tax discount rate that reflects current market assessments of the
time value of money and, where appropriate, the risks specific to the liability.
Where discounting is used, the increase in the provision due to the passage of time is recognised as a
finance cost.
(xiv)
Cash and cash equivalents
Cash and cash equivalents in the statement of financial position comprise cash at bank and in hand
and short-term deposits with an original maturity of three months or less that are readily convertible to
known amounts of cash and which are subject to an insignificant risk of changes in value.
For the purposes of the Cash Flow Statement, cash and cash equivalents consist of cash and cash
equivalents as defined above, net of outstanding bank overdrafts. Bank overdrafts are included within
interest-bearing loans and borrowings in current liabilities on the statement of financial position.
(xv)
Issued Capital
Issued and paid up capital is recognised at the fair value of the consideration received by the Company.
Any transaction costs arising on the issue of ordinary shares are recognised directly in equity, net of
tax, as a reduction of the proceeds received.
(xvi)
Earnings Per Share
Basic earnings per share (EPS) is calculated by dividing the net profit attributable to members of the
Company for the reporting period, after excluding any costs of servicing equity (other than dividends on
ordinary shares), by the weighted average number of ordinary shares of the Company, adjusted for any
bonus issue.
Diluted EPS is calculated by dividing the basic EPS earnings, adjusted by the after tax effect of financing
costs associated with dilutive potential ordinary shares and other non-discretionary changes in
revenues and expenses that would result from the dilution of potential ordinary shares, by the weighted
average number of ordinary shares and dilutive potential ordinary shares of the Company adjusted for
any bonus issue.
(xvii)
Interest-bearing loans and borrowings
All loans and borrowings are initially recognised at fair value less directly attributable transaction costs.
- 23 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised
cost using the effective interest method.
Gains and losses are recognised in profit or loss when the liabilities are derecognised.
(xviii)
Judgements in applying accounting policies and key sources of estimation uncertainty
Significant accounting estimates and assumptions
The carrying value of certain assets and liabilities are often determined based on estimates and
assumptions of future events. The key estimates and assumptions that have a significant risk of
causing a material adjustment to the carrying amounts of certain assets and liabilities within the next
annual reporting period are outlined below.
(i)
Impairment of available-for-sale assets
The Group holds a number of available-for-sale financial assets and follows the requirements of
AASB 139 Financial Instruments: Recognition and Measurement in determining when an available-
for-sale asset is impaired.
In making these estimates of assumptions the Group assessed the duration and extent to which
the fair value is less than cost. In this context, the Group generally considers a decline in fair value
of greater than 20% below cost or persisting for greater than 12 months as significant or prolonged
and therefore recognises an impairment charge for such declines.
(ii) Research and development expenditure
Determination of whether expenditure during the period satisfies the criteria under the Group’s accounting
policy for recognition as development expenditure is a significant judgement applied by the Group. During the
current period, no expenditure was considered to meet the criteria to be recognised as a development asset
and all expenditure was therefore expensed as incurred. The total research and development expense
incurred for the year was $770,842 (2017: 1,089,976).
(iii) Share-based payments
The company measures the cost of equity-settled transactions by reference to the fair value of the equity
instruments at the date at which they were granted. The fair value of the options is determined using a Black-
Scholes model, with all assumptions detailed in note 19. The accounting estimates and assumptions relating
to equity-settled share-based payments would have no impact on the carrying amount of assets and liabilities
with the next annual reporting period, but may impact expenses and equity.
(iv) Deferred tax assets
Deferred tax assets are recognised only if it is probable that future taxable amounts will be available to utilise
those temporary differences and losses. Deferred tax assets, including those arising from unutilised tax losses,
require management to assess the likelihood that the Group will comply with relevant tax legislation and will
generate sufficient taxable profit in future years in order to recognise and utilise those deferred tax assets.
Estimates of future taxable profit are based on forecast cash flows from operations and existing tax laws in each
jurisdiction. These assessments require the use of estimates and assumptions such as the operating
performance over the life of the assets.
At 30 June 2018, the Group has net deferred tax assets of $2,711,023 (2017: $2,123,981) which have not been
recognised. A tax benefit will only be recognised to the extent that it is probable that future taxable profit will
allow the deferred tax asset to be recovered.
(v) Contingent liability
The Group has disclosed contingent liabilities relating to the EY Grant in Note 26. The amount of contingent
liabilities is based on estimates determined by the Group, having taken independent legal advice and based on
interpretation of currently enacted laws and regulations. Actual results could differ from those estimates.
(xix)
Research and Development
Research costs are expensed as incurred. Development expenditures on an individual project are recognised as
an intangible asset 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
- 24 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
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.
(xx)
Convertible notes
The component of the convertible notes that exhibits characteristics of a liability is recognised as a liability in the
Statement of Financial Position, net of transaction costs.
On issuance of the convertible notes, the fair value of the liability component is determined using an estimated
market rate for an equivalent non-convertible bond and this amount is carried as a liability on an amortised cost
basis until extinguished on conversion or redemption. The increase in the liability due to the passage of time is
recognised as a finance cost. Interest on the liability component of the instruments is recognised as an expense in
the Statement of Comprehensive Income.
The fair value of any derivative features embedded in the convertible notes, other than the equity component, are
included in the liability component. Subsequent to initial recognition, these derivate features are measured at fair
value with gains and losses recognised in the profit and loss if they are not closely related to the host contract.
(xxi)
Share-based payments
Share-based payments employees (including directors and executives) and to non-employees in the form of
share-based payment transactions. Employees render services in exchange for shares or rights over shares
(“equity settled transactions”).
The cost of these equity settled transactions with employees are measured by reference to the fair value at the
date at which they are granted. The cost of equity settled transactions with non-employees are measured at the
fair value of goods or services received or the fair value of the equity instruments issued, if it is determined the fair
value of the goods or services cannot be reliably measured, and are recorded at the date the goods or services
are received. The fair value of both employee and non-employee equity settled transactions is determined using a
Black Scholes model.
The cost of employee 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’).
(xxii)
Current versus non-current classification
The Group presents assets and liabilities in the statement of financial position based on current/non-current
classification. An asset is current when it is:
► Expected to be realised or intended to be sold or consumed in the normal operating cycle
► Held primarily for the purpose of trading
► Expected to be realised within twelve months after the reporting period; or
► Cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least twelve
months after the reporting period
All other assets are classified as non-current.
A liability is current when:
► It is expected to be settled in the normal operating cycle
► It is held primarily for the purpose of trading
► It is due to be settled within twelve months after the reporting period; or
► There is no unconditional right to defer the settlement of the liability for at least twelve months after the
reporting period
The Group classifies all other liabilities as non-current.
- 25 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
3. OTHER INCOME AND EXPENSES
Other income
Interest received
Other income
Expenses
Employee benefits
Depreciation
Administration Costs:
Consulting and legal fees
Rental expenses
Share registry fees
Travel expenses
Other administration expenses
Consolidated Group
For the year
ended 30 June
2018
$
For the year
ended 30 June
2017
$
7,210
55,208
62,418
4,204
39,824
44,028
801,993
-
701,669
8,008
167,128
265,895
20,449
80,188
22,473
85,493
375,731
9,785
51,022
87,525
161,025
575,252
4.
INCOME TAX
(a) Major components of income tax expense for the periods presented are:
Statement of comprehensive income
Current income tax charge
Deferred income tax
Income tax expense/(benefit) reported in the Statement of Comprehensive
Income
(b) Amounts charged or credited directly to equity
Deferred income tax related to items charged (credited) directly to equity
Foreign currency translation
Income tax reported in equity
-
-
-
-
-
-
-
-
-
-
(c) A reconciliation of income tax expense applicable to accounting loss before income tax at the statutory income tax
rate to income tax expense at the Group's effective income tax rate for the periods ended 30 June 2018 and 30 June
2017 is as follows:
Accounting loss before tax
At statutory income tax rate of 27.5% (2017: 27.5%)
Adjustment for difference in tax rates
Items not deductible for tax purposes
Expenditure deductible for tax purposes
Deferred tax assets not brought to account
Income tax expense reported in the Statement of Comprehensive Income
(1,817,301)
(2,604,171)
(499,758)
670
(42,125)
(4,038)
545,250
(716,147)
2,504
16,042
(46,228)
743,829
-
-
- 26 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
4.
INCOME TAX (CONTINUED)
Consolidated Group
30 June 2018
$
30 June 2017
$
Tax Losses
Unused Australian tax losses for which no tax loss has been booked as a
deferred tax asset
Potential benefit at relevant income tax rate-
6,907,285
1,899,503
4,782,152
1,315,092
Deferred tax assets have not been brought to account at 30 June 2018 because the directors do not believe it is appropriate to
regard realisation of the future tax benefit as probable. These benefits will only be obtained if:
(i)
(ii)
(iii)
the Consolidated Entity derives future assessable income of a nature and of an amount sufficient to enable the benefit
from the deduction for the loss to be realised;
the Consolidated Entity complies with the conditions for the deductibility imposed by law including the continuity of
ownership and/or business tests; and
no changes in tax legislation adversely affect the Consolidated Entity in realising the benefit from the deduction for the
loss.
5.
TRADE AND OTHER RECEIVABLES
Current
Other receivables
3,465
3,465
31,956
31,956
Terms and conditions relating to the above financial instruments:
(i) There are no receivables that are aged past the payment terms, and all receivables are current.
6.
INVESTMENTS CLASSIFIED AS HELD FOR TRADING
(a) Shares in listed entities classified as held for trading
32
32
16,659
16,659
(b) Reconciliation
Reconciliation of the carrying amount of the held for trading financial assets at the beginning and end of the current financial
year
Balance at beginning of the year
Disposal of shares*
Movement in fair value
Balance at the end of the year
16,659
(16,627)
-
25,649
-
(8,990)
32
16,659
Investments with a carrying value of $16,627 were sold during the period. A gain on disposal of held for trading investment
of $91,483 was recognised in the statement of comprehensive income.
Investments classified as held for trading consist of investments in ordinary shares. The fair value has been determined by
Level 1 in accordance with the fair value hierarchy under AASB 13 Fair Value Measurement disclosed in Note 25(c).
- 27 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
7. AVAILABLE FOR SALE FINANCIAL ASSETS
(a) Shares in listed entities classified as available for sale (1)
(b) Reconciliation
Reconciliation of the carrying amount of the available for sale financial assets at the
beginning and end of the current financial year
Balance at beginning of the year
Impairment
Balance at the end of the year
Consolidated Group
30 June
2017
$
30 June
2018
$
-
-
30 June
2018
$
28,230
28,230
30 June
2017
$
28,230
(28,230)
-
84,689
(56,459)
28,230
(1)
Investments classified as available for sale consist of investments in ordinary shares. The fair value has been
determined by Level 1 in accordance with the fair value hierarchy under AASB 13 Fair Value Measurement
disclosed in Note 25(c).
(2) The value of the investments classified as available for sale has been impaired based on the decline in the share
price of the investment which is currently suspended from trading on ASX.
8.
PROPERTY, PLANT AND EQUIPMENT
Office equipment and furniture
Gross carrying value at cost
Less accumulated depreciation
Net carrying amount at end of year
9.
TRADE AND OTHER PAYABLES
Trade and other payables
Trade and other payables are generally unsecured, interest
free and on 30 day terms.
10. PROVISIONS
a) Current
Annual Leave
b) Non-current
Long Service Leave
- 28 -
-
-
-
33,239
(33,239)
-
238,212
238,212
422,946
422,946
62,394
35,732
22,044
10,282
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
11.
CONTRIBUTED EQUITY
(a)
Issued and paid up capital
Ordinary shares (net of issue costs)
9,298,385
6,645,495
30 June 2018
$
30 June 2017
$
For the year ended
30 June 2018
For the year ended
30 June 2017
Number of
shares
$
Number of
shares
$
At the beginning of the period
552,829,919
6,645,495
551,996,585
6,620,495
Issued for services provided(1)
Issue of shares
Less: Transaction costs
At the end of the period
-
275,832,478
-
-
2,813,326
(160,436)
8,333,334
-
-
25,000
-
-
828,662,397
9,298,385
552,829,919
6,645,495
(1) The fair value of this share based payment was based on the value of services received as outlined on the service provider’s invoice.
(b) Terms and conditions of contributed equity
Ordinary shares
Ordinary shares have the right to receive dividends as declared, and, in the event of the winding up of the Company, to
participate in the proceeds from the sale of surplus assets in proportion to the number of and amounts paid up on shares held.
Ordinary shares entitle their holder to one vote, either in person or by proxy, at a meeting of the Company
Performance Shares
Performance shares have no right to receive dividends. Each Performance Share will convert into one Share upon the
announcement by the ASX of the following prior to the Expiry Date:
•
•
•
the clinical trial of the blood test developed by BARD1AG S.A. for the detection of lung cancer (BBLC Test) has been
completed;
the clinical trial involved at least 2000 participants, and returned a detection rate greater than 80%, and false positive
results of less than 20%; and
the results of the clinical trial provide statistically significant evidence that the BBLC Test provides an outcome equal or
superior to the current "gold standard" CT Scan, which has a detection rate of less than 80%, and returns false positive
results of more than 20%.
("Milestone")
Performance Shares expire on 17 June 2022, being 5 years from the date of issue and are escrowed for 2 years from the date
the Company received re-admission to the Official List of ASX. As announced on 20 June 2018, these shares were released from
Escrow.
If the Milestone is not met by 5.00pm (WST) on the Expiry Date the Company will, as soon as reasonably practical and in any
event no later than 90 days after the Expiry Date, convert the total number of Performance Shares on issue into one ordinary
share per performance share.
Performance Shares are not transferrable.
Performance Shareholders shall have no right to vote, subject to the Corporations Act or any right to participate in new issues of
Capital offered to holders of ordinary shares.
The Performance Shares are unquoted. No application for quotation of the Performance Shares will be made by the Company.
(c) Capital management
When managing capital, defined as equity and debt facilities, management’s objective is to ensure that the entity continues
as a going concern as well as to maintain optimal returns to shareholders and benefits for other stakeholders.
- 29 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
12.
RESERVES
Distribution reserve
Foreign currency translation reserve
Available for sale reserve
Share based payment reserve
Distribution Reserve*
Balance at beginning of year
Cash consideration paid to BARD1AG SA shareholders
Balance at the end of the year*
Foreign Currency Translation Reserve **
Balance at beginning of year
Foreign currency translation
Balance at the end of the year
Available for Sale Reserve***
Balance at beginning of year
Fair Value loss on available for sale financial assets
Impairment loss reclassified to profit and loss
Balance at the end of the year
Share Based Payment Reserve****
Balance at beginning of year
Fair value of options granted
Balance at end of year
Consolidated Group
30 June 2018
$
30 June 2017
$
(309,421)
(42,719)
-
41,595
(310,545)
(309,421)
-
(309,421)
(38,085)
(4,634)
(42,719)
-
(28,230)
28,230
-
-
41,595
41,595
(309,421)
(38,085)
-
-
(347,506)
(309,421)
-
(309,421)
(41,272)
3,187
(38,085)
-
(56,458)
56,458
-
-
-
-
*
**
The distribution reserve is used to record the accounting to BARD1AG SA shareholders as part of the transaction
to acquire BARD1 Life Sciences Limited.
The foreign currency translation reserve is used to record the transition of the results of non-A$ subsidiaries from
their functional currency to the Group’s presentation currency.
*** The available for sale reserve is used to record the movements in the fair value of available for sale investments
**** The share based payments reserve is used to record the fair value of equity instruments issued to employees and
contractors.
13.
ACCUMULATED LOSSES
Balance at the beginning of the year
Net loss attributable to members
Consolidated Group
For the year
ended 30
June 2018
$
(6,040,052)
(1,817,301)
(7,857,353)
For the year
ended 30
June 2017
$
(3,435,881)
(2,604,171)
(6,040,052)
- 30 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
14.
CASH AND CASH EQUIVALENTS
Cash at bank
1,445,657
650,051
Net loss after income tax
Depreciation
Profit on sale of investments held for sale
Share based payments expense
Fair value adjustment on investments classified as
held for trading
Impairment of available for sale financial assets
Foreign exchange movement
Changes in Assets & Liabilities:
(Increase)/decrease in receivables
Increase/(decrease) in payables
Increase/(decrease) in provisions
Increase/(decrease) in prepayments
(1,817,301)
-
(91,483)
41,595
127
28,230
16,010
28,491
(205,378)
38,425
(3,983)
(2,604,171)
8,008
-
25,000
8,990
56,458
(13,754)
44,456
57,157
39,543
-
Net cash used in operating activities
(1,965,267)
(2,378,313)
15. EXPENDITURE COMMITMENTS
(a) Remuneration Commitments
Commitments for the payment of termination benefits under consultancy and executive employment agreements
in existence at the reporting date but not recognised as liabilities, payable:
Not later than one year
Later than one year and not later than five years
16.
SEGMENT INFORMATION
30 June 2018
$
250,000
-
30 June 2017
$
250,000
-
250,000
250,000
For management purposes, the Group is organised into one main operating segment, being the development, through
certain proprietary intellectual property, a simple blood test for the screening and diagnosing of lung cancer at an early
stage of disease progression. The chief operating decision makers of the Group are the Chairman, Chief Executive
Officer and Chief Scientific Officer.
All the Group’s activities are interconnected and all significant operating decisions are based on analysis of the Group
as one segment. The financial results of the segment are the equivalent of the financial statements as a whole. At 30
June 2018, all revenues and material assets are considered to be derived and held in one geographical area being
Australia.
17.
LOSS PER SHARE
Basic loss per share amounts are calculated by dividing net loss for the period attributable to ordinary equity holders
of the parent by the weighted average number of ordinary shares outstanding during the period adjusted by any bonus
issue.
Diluted loss per share amounts are calculated by dividing the net loss attributable to ordinary equity holders of the parent
adjusted for the weighted average number of ordinary shares and dilutive potential ordinary shares of the Company
adjusted by any bonus issue.
- 31 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
17.
LOSS PER SHARE (CONTINUED)
The following reflects the income and share data used in the basic and diluted earnings per share computations
Consolidated Group
For the year
ended 30 June
2018
$
For the six
months ended
30 June 2017
$
Net Loss used in calculating basic and diluted EPS
(1,817,301)
(2,604,171)
Weighted average number of ordinary shares for basic earnings per share
Effect of dilution*:
Share options
695,754,026
552,208,915
-
-
Weighted average number of ordinary shares adjusted for the effect of dilution
695,754,026
552,208,915
Basic and diluted loss per share (cents per share) for the year attributable to members
of BARD1 Life Sciences Limited
(0.26)
(0.45)**
* At 30 June 2018, the Company had on issue 217,003,236 (2017: 217,003,236) performance shares, and 2,000,000 options
(2017: Nil), that could potentially dilute basic earnings per share in the future, but are excluded from the calculation of diluted loss
per share for the current period, because they were anti-dilutive as their inclusion reduced the loss per share.
**The loss per share calculations for the year ended to 30 June 2017 has been adjusted by factors of 1.041 and 1.008 respectively
to reflect the bonus element of the capital raising and Share Purchase Plan completed subsequent to year end.
18. DIRECTORS & KEY MANAGEMENT PERSONNEL
(a)
Compensation by Category: Key Management Personnel
Short-term employee benefits
Long Term Benefits
Post-employment benefits
Share based payments1
Consolidated Group
For the year
ended 30 June
2018
$
605,113
8,750
31,590
15,564
661,017
For the year
ended 30 June
2017
$
540,517
21,369
25,352
17,831
605,069
1.
The 2017 total remuneration for Dr. Hinch has been adjusted to reflect the value of tranche one of the options included as part of her employment agreement.
Key management personnel are those directly accountable and responsible for the operational management and strategic
direction of the Company and the consolidated entity. The Key Management Personnel during the year were:
• Peter Gunzburg (appointed 24 September 2001)
• Brett Montgomery (appointed 15 August 1989)
• Dr Irmgard Irminger Finger (appointed 16 June 2016)
• Professor Geoff Laurent (appointed 16 June 2016, deceased 12 August 2018)
• Dr Leearne Hinch (appointed 7 November 2016)
(b) Options granted to Key Management Personnel
There were no options granted to Key Management Personnel during the year (2017: Nil).
(c) Loans to Key Management Personnel
There were no amounts owed to KMP’s at 30 June 2018.
- 32 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
19.
SHARE BASED PAYMENTS
For the year
ended 30
June 2018
$
For the year
ended 30
June 2017
$
(a) Recognised share based payment transactions
Share based payment transactions recognised as operating expenses in the statement of comprehensive income
during the financial years were as follows:
Options issued for corporate advisory services*
Shares issued in lieu of cash
41,595
-
41,595
-
25,000
25,000
* 2,000,000 options were issued to Dr. Samuel Janes upon his appointment to the Company’s Corporate advisory board on
11 July 2017. The options will vest upon completion of 12 months of service, and are exercisable on or before the date that
is four years after their issue at an exercise price of $0.0128
5,000,000 options to be issued, subject to shareholder approval to Dr. Leanne Hinch vested upon completion of
probationary period and still to be issued, and are exercisable on or before the date that is four years after their issue at an
exercise price yet to be agreed.
The assessed fair value of the options were determined using a Black Scholes model, taking into account the exercise
price, term of option, the share price at grant date, the expected price volatility of the underlying share and the risk-free
interest rate for the term of the option. The following assumptions were used in the estimation:
Number of options
Risk free interest rate
Company share price
Expected volatility
Option exercise price
Option duration
Options - Dr. Janes
2,000,000
2.07%
$0.007
100%
$0.0128
1 year
Options – Dr. Hinch
5,000,000
2.33%
$0.014
100%
$0.05
4 years
20.
AUDITORS’ REMUNERATION
Amounts received or due and receivable by Ernst & Young Australia for:
- an audit or review of the financial report of the entity and any other
entity in the consolidated entity
40,180
39,140
For the year
ended 30
June 2018
$
For the year
ended 30
June 2017
$
21.
RELATED PARTY DISCLOSURES
Other related party transactions
(a) Wholly Owned Group Transactions
Details of interests in controlled entities are set out in Note 22. Details of dealings are set out below.
(b) Ultimate Parent Company
BARD1 Life Sciences Limited is the ultimate legal Australian holding Company.
(c) Transactions with Other Related Parties
The Company does not have any transactions with other related parties.
- 33 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
22. CONTROLLED ENTITIES
Consolidated entities of BARD1 Life
Sciences Limited
Country of
Incorporation
Equity Interest held %
BARD1AG SA(1)
Switzerland
30 June
2018
100
30 June
2017
100
23.
EVENTS SUBSEQUENT TO BALANCE DATE
On 10 July 2018, US Patent number 10,018,639 titled ‘Kits for detecting breast or ovarian cancer in body fluid sample and use
thereof’ was granted by the United States Patent and Trademark Office (USPTO) The claims are directed to kits comprising
peptides from BARD1 isoforms for detecting autoantibodies associated with breast or ovarian cancer.
Professor Laurent sadly passed away on 12 August 2018.
On 6 September 2018, BARD1 announced positive results from its OC-R001 Study to evaluate and compare the accuracy of the
improved BARD1-Ovarian test to detect ovarian cancer in high-risk women with a family history of breast/ovarian cancer or
carrying BRCA1/2 mutations. The results demonstrated that BARD1-Ovarian showed outstanding diagnostic accuracy in high-
risk women across all cancer stages of 0.97 AUC, 89% sensitivity and 97% specificity.
At the date of this report, other than that outlined above, there have been no matters or circumstances that have arisen since
the end of the period which significantly, or may significantly effect:
•
•
•
The consolidated entity’s operations in future years;
The results of those operations in future years; or
The consolidated entity’s state of affairs in future years.
24.
PARENT ENTITY
Information relating to Bard1 Life Sciences Limited
Current assets
Total assets
Current liabilities
Non-current liabilities
Total liabilities
Issued capital
Accumulated losses
Reserves
Total shareholders’ equity
Loss of the parent entity
Total comprehensive loss of the parent entity
For the year
ended 30 June
2018
$
For the year
ended 30 June
2017
$
1,434,524
1,442,004
137,503
-
137,503
71,397,949
(70,180,719)
87,271
1,304,501
(1,790,499)
(1,790,499)
692,587
720,817
295,660
-
295,660
68,720,059
(68,340,582)
45,680
425,157
(2,826,903)
(2,826,903)
Refer to note 26 for disclosure of any contingent asset and liabilities of the parent entity.
25.
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES
(a)
Financial Risk Management Objectives & Policies
The Group's principal financial instruments comprise cash, investments in listed companies, some of which are classified
as held for trading and some considered long-term investments, and short-term borrowings.
The main purpose of these financial instruments is to raise finance for the Group operations. The Group has various other
financial assets and liabilities such as receivables and payables, which arise directly from its operations.
The Chairman is responsible for managing the risks associated with the Group’s financial investments and reporting to the
board of directors.
- 34 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
Details of the significant accounting policies and methods adopted, including the criteria for recognition, the basis of
measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset,
financial liability and equity instrument are disclosed in Note 2 to the financial statements.
(b)
Interest Rate Risk - Consolidated
The consolidated entity’s exposure to interest rate risks and the effective interest rates of financial assets (excluding
investments in controlled entities and associates) and financial liabilities are as follows:
Financial
Instrument
(i) Financial
Assets
Cash assets
Receivables
Total financial
assets
(ii) Financial
Liabilities
Payables
Total financial
liabilities
Floating Interest
Rate
30 June
2018
$
30 June
2017
$
Non-Interest
Bearing
30 June
2018
$
30 June
2017
$
Fixed Interest
Rate
30 June
2018
$
30 June
2017
$
Total
30 June 2018
$
30 June
2017
$
1,445,657
-
650,051
-
-
3,465
-
31,956
1,445,657
650,051
3,465
31,956
-
-
-
-
238,212
422,946
238,212
422,946
-
-
-
-
-
-
-
-
-
1,445,657
3,465
650,051
31,956
1,449,122
682,007
238,212
422,946
238,212
422,946
A reasonably possible change in interest rates would not have a material impact on the financial position or performance
of the consolidated entity.
c)
Fair values
The carrying amount of financial assets and financial liabilities recorded in the financial statements at amortised cost
materially approximates their respective fair values.
The Fair Value Hierarchy assigns rankings to the level of judgment which is applied in deriving inputs for valuation
techniques used to measure fair value. The three levels of the Fair Value Hierarchy are as follows:
Level 1 is the preferred input for valuation and reflects unadjusted quoted prices in active markets for identical assets or
liabilities which the economic entity can access at the end of the reporting period. A financial instrument is regarded as
quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker, industry
group, pricing service or regulatory agency and those prices represent actual and regularly occurring market transactions
on an arm's length basis.
Level 2 is the valuation of assets and liabilities either directly or indirectly based upon market observables other than
quoted prices. For example: financial assets with fair values based on broker quotes; investments in private equity funds
with fair values obtained via fund managers; and assets that are valued using the economic entities' own models whereby
the majority of assumptions are market observable.
Level 3 relates to inputs that are unobservable. Unobservable inputs means that fair values are determined in whole or
in part using a valuation technique (model) based on assumptions that are neither supported by prices from observable
current market transactions in the same instrument nor are they based on available market data.
Investments classified as held for trading and held for sale consist of investments in listed shares. Fair value of the
investments has been determined as described in Level 1 above.
(d)
Credit Risk Exposures
The consolidated entity’s maximum exposure to credit risk at balance date in relation to each class of recognised
financial assets is the carrying amount, net of any allowance for doubtful debts, of those assets as indicated in the
statement of financial position.
Concentration of Credit Risk
The consolidated entity is not materially exposed to any individual overseas country or individual customer.
The company only banks with reputable financial institutes with good credit ratings. The majority of the cash balance at
year end is held with one reputable bank in Australia.
- 35 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
25.
FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES (CONTINUED)
(e)
(f)
(g)
Liquidity Risk
The consolidated entity’s objective is to maintain consistency of funding via the raising of equity or short term loans as
and when required. The contractual maturity analysis of trade payables is set out in note 9. All liabilities are
contractually due and payable in the next six months.
Market Price Risk on Held for Trading and Available for Sale Investments
The amount of investments recorded in the financial statements represents their respective net fair values, determined
in accordance with the accounting policies disclosed in Note 2.
A reasonably possible change in the market value of investments would not have a material impact on the financial
position or performance of the group.
Foreign currency risk
The functional currency of the parent entity is Australian dollars, however the 100% owned subsidiary, BARD1AG
operates in Switzerland, which exposes the Group to foreign exchange risk arising from fluctuations of the Australian
dollar against the Swiss Franc.
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in
a currency that is not the entity’s functional currency and net investments in foreign operations. The exposure to risks is
measured using sensitivity analysis and cash flow forecasting.
The Group has not formalised a foreign currency risk management policy however, it monitors its foreign currency
expenditure in light of exchange rate movements. The Group does not have any further material foreign currency
dealings other than the noted currencies.
The Group’s exposure to foreign currency risk at the reporting date, expressed in Australian Dollars as follows:
Financial assets
Cash and cash equivalents
Total financial assets
Financial liabilities
Trade and other payables
Total financial assets
For the year
ended 30 June
2018
$
For the year
ended 30 June
2017
$
11,133
11,133
185,147
185,147
5,970
5,970
173,299
173,299
The following conversion rates were used at the end of the financial year:
AUD/CHF: 1.3639 (2017: 1.3585)
For all periods presented, the Group did not enter into or hold any foreign exchange derivatives.
26.
CONTINGENT ASSET AND LIABILITIES
Saulyak royalty payment
BARD1 Life Sciences Limited has guaranteed the payment of a royalty by Saulyak Limited Liability Company based
on gold output from the Saulyak Gold Project which was disposed of by BARD1 Life Sciences Limited on 10 July
2007. The royalty is up to 2% net smelter royalty per ounce of gold produced form the Saulyak Gold Project payable
only in respect of ounces of gold produced over 750,000 ounces in total. Gold production from the Saulyak Gold
Project has not yet commenced with the current owners of the project yet to secure a mining licence. At the time of
the sale of the project by BARD1 Life Sciences Limited total reserves identified at the project were not in excess of
750,000 ounces.
- 36 -
BARD1 LIFE SCIENCES LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2018
26.
CONTINGENT ASSET AND LIABILITIES (CONTINUED)
EU Grant Accrual
With effect from 1 October 2011 BARD1AG became the 'Co-ordinator' and a beneficiary under the EU Grant
Agreement for a project called " BARDiag - Biomarker tests for early cancer detection (BARDiag Project)" within
the framework of the SP4-Capacities and under the conditions laid down in the grant agreement.
Prior to BARD1AG’s appointment as Co-ordinator, a pre-financing contribution of $1,074,845 (€681,882) (Pre-
Financing Contribution) was paid to the original co-ordinator and distributed to participating beneficiaries (of
which BARD1AG was not one) at the time in accordance with a consortium agreement.
Subsequent to BARD1AG’s appointment, a further $235,036 (€149,107) (1st Period Contribution) was received
by BARD1AG which it retained as a beneficiary to finance agreed research under the BARDiag Project.
At the time of the Company acquiring BARD1AG in 2016 an audit was underway in relation to funds provided
under EU Grant Agreement by the European Commission Research Executive Agency (REA).
BARD1AG was advised in 2017 that the audit of the 1st Period Contribution had resulted in only $157,968
(€100,215) of the expenditure claimed to have been expended by BARD1AG as beneficiary on the BARDiag
Project being allowed as eligible expenditure under the 1st Period Contribution. Notwithstanding that BARD1AG
is of the view that there is additional allowable expenditure in excess of $235,036 (€149,107) and is in the
process of providing support for this to REA. The Group has accrued the difference of $77,068 (€48,892) as an
accrued expense as at 30 June 2018.
The audit of the total EU contribution, being the $1,074,845 (€681,882) Pre-Financing Contribution and $235,036
(€149,107) 1st Period Contribution for the BARDiag Project for the periods prior to and post BARD1AG’s
appointment as Co-ordinator, has now determined that an amount of $625,935 (€397,093) is refundable for
expenditures which have been disallowed.
The consortium agreement provides that a consortium party shall not be responsible to any other party for any
indirect or consequential loss or similar damage and that each party is responsible for justifying its costs with
respect to the BARDiag Project. Therefore, repayment of any overpaid funds received for costs considered
ineligible by the REA, would appear to be the individual responsibility of the consortium party that received the
funds.
As Co-ordinator, BARD1AG is currently engaged in a process of sourcing and providing additional information
and support to REA for the expenditure on the BARDiag Project and has engaged consultants to assist in
providing the necessary support to substantiate the expenditures incurred by the consortium.
Given the circumstances outlined above, the Group’s view is that it is less than probable a future outflow of
resources will be necessary in order to settle the obligations under the EU Grant Agreement in excess of the
amount provided for disallowed expenditure under the 1st Period Contribution. Accordingly, at this stage no
additional provision has been raised for repayment of funds at 30 June 2018.
37
BARD1 LIFE SCIENCES LIMITED
DIRECTORS’ DECLARATION
The Directors’ of the Company declare that:
1)
In the opinion of the directors:
the financial statements, notes and additional disclosures included in the directors’ report designated as audited, of
the consolidated entity are in accordance with the Corporations Act 2001, including:
(a) complying with Accounting Standards and the Corporations Regulations 2001; and
(b) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2018 and of its
performance for the year ended on that date;
The financial report also complies with International Financial Reporting Standards.
Subject to the matters set out in Note 2, 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.
This declaration has been made after receiving the declarations required to be made to the Directors’ in accordance
with section 295A of the Corporations Act 2001 for the financial year ended 30 June 2018.
2)
3)
4)
This declaration is made in accordance with a resolution of the Board of Directors signed on 28 September 2018.
Peter Gunzburg
Chairman
28 September 2018
38
Ernst & Young
11 Mounts Bay Road
Perth WA 6000 Australia
GPO Box M939 Perth WA 6843
Tel: +61 8 9429 2222
Fax: +61 8 9429 2436
ey.com/au
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
A member firm of Ernst & Young Global Limited
Liability limited by a scheme approved under Professional Standards Legislation
BARD1 LIFE SCIENCES LIMITED
CORPORATE GOVERNANCE STATEMENT
The Board of Directors of BARD1 Life Sciences Limited (the “Company”) is responsible for the corporate governance of the
Company. The Board guides and monitors the business and affairs of the Company on behalf of the shareholders by whom
they are elected and to whom they are accountable.
This statement sets out the main corporate governance practices in place throughout the financial year in accordance with
3rd edition of the ASX Principles of Good Corporate Governance and Best Practice Recommendations.
Further information about the Company’s corporate governance practices is set out on the Company’s website at
www.bard1.com.
This Statement was approved by the Board of Directors and is current as at 28 September 2018.
PRINCIPLE 1: LAY SOLID FOUNDATIONS FOR MANAGEMENT AND OVERSIGHT
ASX Recommendation 1.1: a listed entity should establish the functions reserved to the board and those delegated
to senior executives and disclose those functions
The Company has complied with this recommendation.
The Board has adopted a formal charter that details the respective board and management functions and responsibilities. A
copy of this board charter is available in the corporate governance section of the Company's website at www.bard1.com.
ASX Recommendation 1.2: a listed entity should undertake appropriate checks before appointing a person, or putting
forward to security holders a candidate for election as a director and provide security holders with all material
information relevant to a decision on whether or not to elect or re-elect a director
The Company has partially complied with this recommendation.
The Company has not appointed any Directors during the financial year.
Information in relation to Director/(s) seeking reappointment is set out in the Directors report and Notice of Annual General
Meeting.
ASX Recommendation 1.3: a listed entity should have a written agreement with each Director and senior executive
setting out the terms of their appointment.
The Company has partially complied with this recommendation.
The Company has Executive Employment/Consultancy Agreements in place with Executive Director Dr Irmgard Irminger-
Finger, CEO Leearne Hinch and the Company Secretary Pauline Collinson. The major provisions of each of the agreements
relating to compensation are set out below.
Dr Irmgard Irminger-Finger
Dr Irmgard Irminger-Finger has a Consultancy Agreement with the Company dated 1 June 2016 to perform the role of Chief
Scientific Officer as specified in the Consultancy Agreement under which Dr Irminger-Finger will be paid $150,000 per annum
for the equivalent of a 0.5 Full Time Equivalent. This arrangement can be terminated by either party by providing 180 days
written notice, which based on current remuneration rates would amount to a termination payment of $75,000.
Dr Leearne Hinch
Dr Leearne Hinch has an Executive Employment Agreement with the Company dated 7 November 2016 to perform the role
of Chief Executive Officer. This arrangement can be terminated by either party by providing 6 months written notice, which
based on current remuneration rates would amount to a termination payment of $175,000.
Mrs Pauline Collinson
Mrs Collinson has an Executive Employment Agreement with the Company dated 21 March 2016 to perform the role of
Company Secretary. This arrangement can be terminated by either party by providing 3 months written notice, which based
on current remuneration rates would amount to a termination payment of $27,500. If Mrs Collinson’s employment ends due to
redundancy she is entitled to a payment of 6 months base salary as outlined in the Agreement.
The Company does not have any other consultancy or employment agreements in place.
ASX Recommendation 1.4: the Company Secretary of a listed company should be accountable directly to the board,
through the Chair, on all matters to do with the proper functioning of the board.
The Company has complied with this recommendation.
The Board Charter provides for the Company Secretary to be accountable directly to the board through the Chair.
43
BARD1 LIFE SCIENCES LIMITED
CORPORATE GOVERNANCE STATEMENT
ASX Recommendation 1.5: a listed entity should:
•
•
•
•
have a diversity policy which includes the requirement for the board to set measurable objectives for
achieving gender diversity and assess annually the objectives and the entity’s progress to achieving them;
disclose the policy or a summary of it;
disclose the measurable objectives and progress towards achieving them; and
disclose the respective proportions of men and women on the board and at each level of management and
the company as a whole
The Company partially complies with this recommendation.
The Company has adopted a Diversity Policy which is available in the corporate governance section of the Company's website
at www.bard1.com.
The Board considers that, due to the size, nature and stage of development of the Company, setting measurable objectives
for the Diversity Policy at this time is not appropriate. The Board will consider setting measurable objectives as the Company
increases in size and complexity.
The Company currently has five employees (including Directors) of which three are women with one woman being on the
Board.
ASX Recommendation 1.6: a listed entity should disclose the process for evaluating the performance of the board,
its committees and individual directors and whether a performance evaluation was carried out during the reporting
period in accordance with that process.
The Company has not complied with this recommendation.
The Company has a self-evaluation of the Board.
There have been no performance evaluations during the year.
ASX Recommendation 1.7: a listed entity should have and disclose a process for periodically evaluating the
performance of its senior executives and disclose in relation to each reporting period where a performance evaluation
was undertaken in accordance with a process.
The Company has not complied with this recommendation.
The Company has two executives being the Chief Executive Officer and the Company Secretary. The Board considers that,
due to the size, nature and stage of development of the Company, a formal evaluation process is not required at this stage,
however the Board realises the importance of implementing such a process as the Company develops.
PRINCIPLE 2: STRUCTURE THE BOARD TO ADD VALUE
ASX Recommendation 2.1: The board of a listed entity should establish a nomination committee:
• with at least three members the majority of which are independent directors
•
•
chaired by an independent Director; and
disclose the charter of the committee, the members of the committee and the number of times the committee
met throughout the period and member attendance at those meetings
The Company has not complied with this recommendation.
Given the present size and complexity of the Company the Board has not constituted a Nomination Committee with the full
Board carrying out the role of a Nomination Committee.
ASX Recommendation 2.2: a listed entity should have and disclose a board skills matrix setting out the mix of skills
and diversity that the board currently has or is looking to achieve in its membership
The Company has complied with this recommendation.
On a collective basis the Board has the following skills:
Strategic expertise – the majority of the Board have the ability to identify and critically assess strategic opportunities and
threats and develop strategies.
Industry knowledge – Director Dr Irmgard Irminger-Finger, has a broad range of experience and expertise in the industry.
44
BARD1 LIFE SCIENCES LIMITED
CORPORATE GOVERNANCE STATEMENT
International experience –All members of the Board have an understanding of the complexities of operating in foreign
jurisdictions.
Accounting and finance – all members of the Board have experience in accounting and finance or the ability to read and
comprehend the company’s accounts, financial material presented to the board, financial reporting requirements and an
understanding of corporate finance.
Risk management - all members of the Board Identify and monitor risks to which the Company is, or has the potential to be
exposed to.
Experience with financial markets – Directors Mr Peter Gunzburg and Mr Brett Montgomery have extensive experience in
working in or raising funds from the equity or capital markets.
Investor relations – Directors Mr Peter Gunzburg and Mr Brett Montgomery have extensive experience in identifying and
establishing relationships with Shareholders, potential investors, institutions and equity analysts.
ASX Recommendation 2.3: a listed entity should disclose the names of the directors considered by the board to be
independent directors and provide details in relation to the length of service of each Director
The Company has complied with this recommendation.
2 members of the Board are considered to be independent directors, that being Peter Gunzburg and Brett Montgomery.
The appointment date of Directors is set out in the Directors Report forming part of the Annual Financial Statements.
ASX Recommendation 2.4: the majority of the board of a listed entity should be independent directors
The Company has complied with this recommendation.
The Board consists of 3 members and 2 of those are independent directors. The Board considers it contains the appropriate
position given its current size.
ASX Recommendation 2.5: The Chair of a listed entity should be an independent director and, in particular, should
not be the same person as the CEO of the entity
The Company has complied with this recommendation.
The Chairman, Mr Peter Gunzburg is considered to be an independent director.
ASX Recommendation 2.6: a listed entity should have a program for inducting new directors and provide appropriate
professional development opportunities
The Company has complied with this recommendation.
The Board is responsible for providing new directors with an induction to the Company and a program for providing adequate
professional development opportunities for directors and management.
PRINCIPLE 3: ACT ETHICALLY AND RESPONSIBLY
ASX Recommendation 3.1: a listed entity should establish a code of conduct and disclose the code or a summary of
the code.
The Company has complied with this recommendation.
The Company has established a code of conduct which requires all business affairs to be conducted legally, ethically and
with integrity.
A copy of the Company’s code of conduct is available in the corporate governance section of the Company's website at
www.bard1.com.
PRINCIPLE 4: SAFEGUARD INTEGRITY IN FINANCIAL REPORTING
ASX Recommendation 4.1: The Board of a listed entity should establish an audit committee:
• with at least three members, all of whom are non-executive directors and a majority of which are independent
•
•
directors
chaired by an independent Director; and
disclose the charter of the committee, the members of the committee and the number of times the committee
met throughout the period and member attendance at those meetings
The Company has not complied with this recommendation.
Given the present size and complexity of the Company the Board has not constituted an Audit Committee with the full Board
carrying out the role of an Audit Committee.
45
BARD1 LIFE SCIENCES LIMITED
CORPORATE GOVERNANCE STATEMENT
ASX Recommendation 4.2: The Board of a listed entity should, before it approves the entity’s financial statements for
a financial period, receive from its CEO and CFO a declaration that, in their opinion, the financial records of the entity
have been properly maintained and that the financial statements comply with the appropriate accounting standards
and give a true and fair view of the financial position and performance of the entity and that the opinion has been
formed on the basis of a sound system of risk management and internal control which is operating effectively.
The Company partly complies with this recommendation.
The Board has received the assurance required by ASX Recommendation 4.2 in respect of the financial statements for the
half year ended 31 December 2018 from the CEO, Company Secretary and Consultant Financial Accountant, and the full year
ended 30 June 2018 from the CEO, Company Secretary and Consultant Financial Accountant. The Company does not
presently have a Chief Financial Officer (or equivalent) appointed. Given the size and nature of the Company’s operations the
Board has not received the assurance in respect of the quarterly cash flow statements believing that the provision of the
assurance for the half and full year financial statements is sufficient.
ASX Recommendation 4.3: a listed entity should ensure that the external auditor attends its Annual General Meeting
and is available to answer questions from security holders relevant to the audit.
The Company has complied with this recommendation.
The external auditor attends the Annual General Meeting and is available to answer questions from shareholders relevant to
the audit and financial statements. The external auditor will also be allowed a reasonable opportunity to answer written
questions submitted by shareholders to the auditor as permitted under the Corporations Act.
PRINCIPLE 5: MAKE TIMELY AND BALANCED DISCLOSURE
ASX Recommendation 5.1: a listed entity should establish written policies designed to ensure compliance with ASX
Listing Rule disclosure requirements and to ensure accountability at a senior executive level for that compliance and
disclose those policies or a summary of those policies.
The Company has complied with this recommendation.
The Company has established a continuous disclosure policy which is designed to guide compliance with ASX Listing Rule
disclosure requirements and to ensure that all Directors, senior executives and employees of the Company understand their
responsibilities under the policy. The CEO and Company Secretary act as the Company’s Disclosure Officers who are
responsible for implementing and administering this policy. The Disclosure Officers are responsible for all communication with
ASX and for making decisions on what should be disclosed publicly under this policy.
In accordance with the Company's continuous disclosure policy, all information provided to ASX for release to the market is
posted to its website at www.bard1.com. after ASX confirms an announcement has been made.
A copy of the continuous disclosure policy is available in the corporate governance section of the Company's website at
www.bard1.com..
PRINCIPLE 6: RESPECT THE RIGHTS OF SHAREHOLDERS
ASX Recommendation 6.1: a listed entity should provide information about itself and its governance to investors via
its website
The Company has complied with this recommendation.
The Company’s website at www.bard1.com. contains information about the Company, Directors and management and the
Company’s corporate governance practices, policies and charters. All ASX announcements made to the market, including
annual and half year financial results are posted on the website as soon as they have been released by the ASX. The full text
of all notices of meetings and explanatory material, the Company’s Annual Report and copies of all investor presentations are
posted on the website.
ASX Recommendation 6.2: a listed entity should design and implement an investor relations program to facilitate
effective two-way communication with investors
The Company has complied with this recommendation.
The Chief Executive Officer is the Company’s main contact for investors and potential investors and is available to discuss the
Company’s activities when requested, together with Directors as required. In addition to announcements made in accordance
with its continuous disclosure obligations the Company, from time to time, prepares and releases general investor updates
about the Company.
46
BARD1 LIFE SCIENCES LIMITED
CORPORATE GOVERNANCE STATEMENT
ASX Recommendation 6.3: a listed entity should disclose the policies and processes it has in place to facilitate and
encourage participation at meetings of security holders
The Company has complied with this recommendation.
The Company encourages participation of shareholders at any general meetings and its Annual General Meeting each year.
Shareholders are encouraged to lodge direct votes or proxies subject to the adoption of satisfactory authentication procedures
if they are unable to attend the meeting. The full text of all notices of meetings and explanatory material are posted on the
Company’s website at www.bard1.com..
ASX Recommendation 6.4: a listed entity should give security holders the option to receive communications from,
and send communications to, the entity and its security register electronically
The Company has complied with this recommendation.
Contact with the Company can be made via details provided on the website.
The Company’s share register provides a facility whereby investors can provide email addresses to receive correspondence
from the Company electronically and investors can contact the share register via telephone, facsimile or email.
PRINCIPLE 7: RECOGNISE AND MANAGE RISK
ASX Recommendation 7.1: The Board of a listed entity should have a committee to oversee risk:
• with at least three members, all of whom are non-executive directors and a majority of which are independent
•
•
directors
chaired by an independent Director; and
disclose the charter of the committee, the members of the committee and the number of times the committee
met throughout the period and member attendance at those meetings
The Company has not complied with this recommendation.
Given the present size and complexity of the Company the Board has not constituted a Risk Committee with the full Board
responsible for risk management.
ASX Recommendation 7.2: The Board or a committee of the Board, of a listed entity should review the entity’s risk
management framework at least annually to satisfy itself that it continues to be sound and disclose in relation to each
reporting period whether such a review was undertaken
The Company has not complied with this recommendation.
The Board is responsible for the oversight of the Company’s risk management and control framework. Responsibility for
control and design of risk management is undertaken by the Board as a whole.
The Board did not conduct a review during the reporting period.
ASX Recommendation 7.3: a listed entity should disclose if it has an internal audit function and if it does not have an
internal audit function that fact and the processes it employs for evaluating and continually improving the
effectiveness of risk management and internal control processes
The Company has complied with this recommendation.
Given the Company’s current size and level of operations it does not have an internal audit function.
ASX Recommendation 7.4: a listed entity should disclose whether it has any material exposure to economic,
environmental and social sustainability risks and if it does how it manages or intends to manage those risks.
The Company has complied with this recommendation.
The Company has exposure to economic risks, including general economy wide economic risks and risks associated with the
economic cycle.
There will be a requirement in the future for the Company to raise additional funding to pursue its business objectives. The
Company’s ability to raise capital may be affected by these economic risks.
The Company has in place risk management procedures and processes to identify, manage and minimise its exposure to
these economic risks where appropriate
47
BARD1 LIFE SCIENCES LIMITED
CORPORATE GOVERNANCE STATEMENT
The Board currently considers that the Company does not have any material exposure to environmental risk.
The Board currently considers that the Company does not have any material exposure to social sustainability risk. The
Company’s Corporate Code of Conduct outlines the Company’s commitment to integrity and fair dealing in its business affairs.
The code sets out the principles covering appropriate conduct in a variety of contexts and outlines the minimum standard of
behaviour expected from employees when dealing with stakeholders.
PRINCIPLE 8: REMUNERATE FAIRLY AND RESPONSIBLY
ASX Recommendation 8.1: The board of a listed entity should establish a remuneration committee:
• with at least three members the majority of which are independent directors
•
•
chaired by an independent Director; and
disclose the charter of the committee, the members of the committee and the number of times the committee
met throughout the period and member attendance at those meetings
The Company has not complied with this recommendation.
Given the present size and complexity of the Company the Board has not constituted a Remuneration Committee.
ASX Recommendation 8.2: a listed entity should separately disclose its policies and practices regarding the
remuneration of non-executive directors and the remuneration of executive directors and other senior executives
The Company has complied with this recommendation.
Directors are paid a fixed annual fee for their service to the Company as a Non-Executive Director. Non-Executive Directors
may, subject to shareholder approval, be granted equity based remuneration.
Executives of the Company typically receive remuneration comprising a base salary component and other fixed benefits based
on the terms of their employment agreements with the Company and potentially the ability to participate in bonus arrangements
and may, subject to shareholder approval, if appropriate, be granted equity based remuneration.
ASX Recommendation 8.3: a listed entity which has an equity based remuneration scheme should have a policy on
whether participants are permitted to enter into transactions which limit the economic risk of participating in the
scheme and disclose the policy or a summary of that policy.
The Company has complied with this recommendation.
A participant in an equity based remuneration plan operated by the Company must not enter into a transaction (whether
through the use of derivatives or otherwise) which limit the economic risk of participating in the equity based remuneration
plan.
48
BARD1 LIFE SCIENCES LIMITED
SHAREHOLDERS’ INFORMATION
Additional information as required by the Australian Securities Exchange and not shown elsewhere in this Report is as
follows. The information is current as at 25 September 2018.
The distribution of ordinary fully paid shares in the Company is as follows:
Unmarketable Parcels
The number of shareholders holding less than a marketable parcel is 567 totalling 8,711,325 ordinary fully paid shares.
Number of Securities on Issue
The following equity securities were on issue as at 25 September 2018
•
741,995,731 fully paid ordinary shares
Top 20 Shareholders as at 25 September 2018
The portion of shares held by the 20 largest shareholders in the Company is 44.52%.
Voting Rights
In accordance with the Company’s Constitution, voting rights of ordinary shares are on a show of hands whereby each
member present in person (or representing a corporation who is a member) shall have one vote and upon a poll, each share
will have one vote.
49
1 - 1,0001,001 - 5,0005,001 - 10,00010,001 - 100,000100,001 OverRoundingTotalRangeTotal holdersUnits% Units10330,0890.00121351,4630.0453414,4980.0565536,434,9374.40712791,431,41195.510.001,644828,662,398100.00RankNameUnits1IRMGARD IRMINGER-FINGER108,252,4202TONY WALKER88,501,6263CS FOURTH NOMINEES PTY LIMITED 40,240,0004SUPERGUN PTY LTD 17,647,0045UNIVERSITE DE GENEVE12,500,0006MR JAY HUGHES + MRS LINDA HUGHES 10,000,0006MR JAY EVAN DALE HUGHES 10,000,0008PROF GEOFFREY JOHN LAURENT9,999,6009WORLDWISE ENTERPRISES PTY LTD 9,734,00010STEVSAND HOLDINGS PTY LTD 8,000,00011MR STEPHEN FRANCIS GRAY6,100,00012MR CHRISTOPHER NICHOLAS POPOFF6,000,00012SHAH NOMINEES PTY LTD6,000,00014J P MORGAN NOMINEES AUSTRALIA LIMITED5,404,68315MR MICHAEL SAFAR5,300,00016MR DAVID CHRISTIAN FINGER5,124,79516MR FLORIAN IRMINGER5,124,79518MR THOMAS FRANCIS CORR5,000,00018MR MD SHAMIM HOSSAIN MOLLAH5,000,00018MR NATHAN RYAN WAGNER5,000,000368,928,923459,733,475% Units13.0610.684.862.131.511.211.211.211.170.970.740.720.720.650.640.620.620.600.600.60Totals: Top 20 holders of ORDINARY FULLY PAID SHARES (Total)44.52Total Remaining Holders Balance55.48
BARD1 LIFE SCIENCES LIMITED
SHAREHOLDERS’ INFORMATION
Restricted Securities
As at the date of this report there are no restricted securities on issue.
Substantial Holders as at 25 September 2018
The substantial shareholders pursuant to the provisions of the Corporations Act and listed in the Company’s register is as
follows:
Name
IRMGARD IRMINGER-FINGER
TONY WALKER
Securities
108,252,420
88,501,626
Percentage
13.06
10.68
50