ASX Announcement
31 August 2021
BCAL DIAGNOSTICS – APPENDIX 4E AND PRELIMINARY FINANCIAL
REPORT FOR THE YEAR ENDED 30 JUNE 2021
Attached is the Appendix 4E and Preliminary Financial Report for the year ended 30 June 2021.
The Appendix 4E and Preliminary Financial Report have been approved for release by the Board.
Jayne Shaw
Chair
Investor & Media Enquiries
Matthew Wright
NWR Communications
matt@nwrcommunications.com.au
+61 451 896 420
About BCAL Diagnostics
BCAL Diagnostics Limited is an Australian screening and diagnostic company committed to the early, accurate diagnosis
of breast cancer, and therefore early intervention and improved outcomes for women. Over the past decade BCAL has
developed a non-invasive blood test for the detection of breast cancer, with results to date demonstrating 91% specificity
and 87% accuracy. The test is initially designed to complement current imaging technologies, such as the mammogram,
with the aim of becoming a monitoring and screening tool suitable for women of all ages and backgrounds in any location.
With more than two million new cases of breast cancer diagnosed globally each year, a substantial opportunity exists
for BCAL to improve patient outcomes. BCAL has partnered with global integrated cancer care and cardiac provider
jurisdictions,
GenesisCare
commercialisation and market entry points.
for regulatory approvals across several
to conduct clinical research required
Founded in 2010, BCAL is headquartered in Sydney and listed on the Australian Securities Exchange (ASX:BDX). For
more information: https://www.bcaldiagnostics.com/
BCAL Diagnostics Limited | ABN 51 142 051 223
Suite 506, Lvl 5, 50 Clarence Street,
Sydney NSW 2000
w bcaldiagnostics.com
e info@bcaldiagnostics.com
1
The Companies Announcements Office
The Australian Securities Exchange Limited
SYDNEY
Date: 31 August 2021
APPENDIX 4E
PRELIMINARY FINANCIAL REPORT
FOR THE YEAR ENDED 30 JUNE 2021
This preliminary financial report by BCAL Diagnostics Limited (“BCAL” or “the Company”) is provided to the
Australian Securities Exchange (ASX) under ASX listing Rule 4.3A are as follows:-
1.
The reporting period is twelve months to 30 June 2021. The previous reporting period was twelve
months to 30 June 2020.
2.
The results for announcement to the market for the above reporting periods are as follows:-
Revenue from ordinary activities
Loss from ordinary activities after tax
attributable to members
Net loss attributable to members
Proposed dividend
Net tangible assets per issued security
30 June 2021
$
$
275,252
30 June 2020
$
$
442,096
% change
Change
(38%)
(1,524,970)
(1,524,970)
-
0.022
(696,360)
(696,360)
-
0.004
(119%)
(119%)
-
325%
3 to 6. See attached financials.
7.
8.
9.
No dividends have been paid or are proposed.
There is no dividend reinvestment plan.
Net tangible assets per security $0.022 (2020; $0.004).
10.
There has been no acquisition or disposal of any entities occurring during the financial year.
11.
The Company has no associates or joint venture entities.
12.
Any other significant information needed by an investor to make an informed assessment of the
Group’s financial performance and financial position.
Included in this document.
13.
The Company is not a foreign entity.
14.
Commentary on the results
See Commentary below and the attached financials.
15.
The report is based on financial statements which are in the process of being audited.
The Appendix 4E should be read in conjunction with the accompanying Preliminary Final Report.
COMMENTARY ON RESULTS FOR THE YEAR
REVENUE
BCAL is developing a non-invasive laboratory blood test for the detection of breast cancer. As such, it is not yet
revenue producing.
BCAL is developing a new diagnostic approach using an in vitro diagnostic (IVD) test for blood samples. It seeks
to improve the accuracy of breast cancer detection and reduce the rate of false positives and false negatives in
a way that is accessible. BCAL’s approach confirms a “fingerprint” of lipid biomarkers extracted from
extracellular vesicles from a patient's blood sample, to diagnose the presence of breast cancer cells.
Income for 2021 is comprised largely of an accrual for the research and development tax offset of $275,000
(2020: $341,982), which reflects the research and development activity during the year. The current year saw a
commitment of time to listing on the ASX and a capital raising of $10 million, before costs, achieved on 21 July
2021. With these resources activity has now accelerated into the 2022 FY.
The prior year includes a COVID-19 cash boost government subsidy of $99,610.
EXPENDITURE
Expenditure for the year, excluding ASX listing costs, and comprising largely of all costs relating to research and
development amounted to $1,210,172 (2020: $1,138,456).
The costs associated with listing on the ASX, excluding capital raising costs, amounted to $590,050, all of which
have been expensed during the year.
BALANCE SHEET
Net assets as at 30 June 2021 are $3,606,856 (2020 : $438,917), reflecting the capital raise of $4,725,001,
before costs, completed in December 2020/January 2021, and the financial result for the year. The Company
issued 1,499,998 shares at $2.95 per share and converted 200,002 convertible notes at $1.50 per share in this
capital raising.
In April 2021 following shareholder approval, the Company undertook a share split in the ratio of
approximately 26.13 new shares for every one share resulting in issued capital of 160,000,002 new shares.
The Company has 11,557,877 share options on issue, these options having been issued to directors, employees
and a consultant. The cost of these options has been recognised as charge to profit and loss of $176,256 (2020 :
$142,044) and result in a share-based payments reserve of $318,300. In the event these options were exercised
the Company would issue 11,557,877 shares and receive $663,422 in cash.
CASHFLOW
Operating cash outflow for the year amounted to $1,206,420 (2020 :$661,651) with the increase reflecting the
ASX listing costs referred to above.
Cash at the end of the year amounted to $3,407,605 (2020 :416,226).
Subsequent to year end, on the ASX listing the Company raised $10 million, before costs, issuing 40 million
shares at 25 cents each. The Company is now well funded to accelerate its product development as outlined
below.
2
OUTLOOK
With its capital raising and recent ASX listing completed, BCAL is focussed on accelerating its product
development programme in bringing the product to market.
To this end the Company has recently completed the following initiatives:
Expanding clinical study centres to all Australian states
To mitigate the risk of the programme slowing due to COVID-19 the Company is, in collaboration with
GenesisCare Clinical CRO, expanding clinical study centres to all states of Australia. A number of agreements
are under review to enable BCAL to maintain the pace of development, notwithstanding the closure of a
number of breast cancer screening centres due to COVID-19.
Product Development Agreement – IZON Science Limited (IZON)
BCAL has recently executed a Product Development Agreement with IZON. IZON will work with BCAL in the
further development of the test. The agreement involves developing a bespoke kit, using IZON equipment and
components, to accelerate the time for processing clinical samples and providing a format that can be
processed rapidly and effectively by pathology laboratories.
Recruitment of skilled scientists to accelerate development
BCAL has recently recruited two highly skilled scientists in support of its product development, with experience
in lipidomics, mass spectrometry and data analytics. Dr Cheka Kehelpannala has over 7 years’ experience in
lipidomics and analytical chemistry in Australia and Internationally.
Dr Mark David will relocate from the Imperial College London, which is a world leader in research, diagnosis
in analytical chemistry,
and
metalbolomics/lipidomics and mass spectrometry.
treatment of diseases. Dr David has over 17 years’ experience
USA market entry discussions progressing
BCAL is working on accelerating its market entry into the USA and is in discussion with potential partners who
can provide BCAL with scientific development, technical support on product development, and commercial
input to market entry in relation to billing and reimbursement assistance.
3
BCAL DIAGNOSTICS LIMITED
ABN 51142051223
TABLE OF CONTENTS
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
STATEMENT OF FINANCIAL POSITION
STATEMENT OF CHANGE IN EQUITY
STATEMENT OF CASH FLOWS
NOTES TO THE PELIMINARY FINANCIAL REPORT
PAGE
5
6
7
8
9
4
BCAL Diagnostics Limited
Statement of Profit or Loss and Other Comprehensive Income
For the year ended 30 June 2021
Revenue from continuing operations
Income
Expenses
Research and development
Personnel costs
Superannuation
Marketing
Consulting fees
Legal fees
Audit fees
General and administration
Depreciation
ASX listing costs, including legal fees
Share based payments
Loss before income tax
Income tax
Loss after income tax
Other comprehensive income for the year
Total comprehensive loss for the year
Loss is attributable to:
Members of BCAL Diagnostics Limited
Earnings per share
From continuing operations
- Basic loss per share¹
- Diluted loss per share¹
Notes
3
2021
$
2020
$
275,252
442,096
(664,113)
(75,944)
(5,784)
-
(126,691)
-
(34,000)
(127,384)
-
(590,050)
(176,256)
(1,524,970)
-
(1,524,970)
-
(1,524,970)
(466,773)
(285,489)
(25,454)
(34,116)
(69,246)
(16,497)
-
(91,110)
(7,727)
-
(142,044)
(696,360)
-
(696,360)
-
(696,360)
(1,524,970)
(696,360)
Cents
1.13
1.06
Cents
0.61
0.59
12
4
18
18
¹The loss per share has been calculated post share split on the basis of ~26.13 new shares for each
existing share.
The above Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the
accompanying notes.
5
BCAL Diagnostics Limited
Statement of Financial Position
As at 30 June 2021
ASSETS
Current Assets
Cash and cash equivalents
Tax receivables
Other receivables and prepayments
Total Current Assets
Non-Current Assets
Plant and equipment
Total Non-Current Assets
Total Assets
LIABILITIES
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Non-Current Liabilities
Convertible notes
Total Non-Current Liabilities
Total Liabilities
Net Assets
EQUITY
Contributed equity
Reserves
Accumulated losses
Capital and reserves attributable to owners of BCAL Diagnostics
Limited
Equity
Notes
2021
$
2020
$
5
6
7
8
9
10
11
12
13
13
3,407,605
352,603
368,401
4,128,609
3,850
3,850
4,132,459
504,159
21,445
505,604
-
-
505,604
3,606,855
416,226
403,329
-
819,555
-
-
819,555
74,250
6,385
80,635
300,003
300,003
380,638
438,917
9,456,232
318,300
(6,167,677)
3,606,855
3,606,855
4,939,580
142,044
(4,642,707)
438,917
438,917
The above Statement of Financial Position should be read in conjunction with the accompanying notes.
6
BCAL Diagnostics Limited
Statement of Changes in Equity
For the year ended 30 June 2021
2021
At 30 June 2020
Total comprehensive
Loss for the year
Other comprehensive
income
Share issue
Share based payments
At 30 June 2021
2020
At 30 June 2019
Total comprehensive
Loss for the year
Other comprehensive
income
Share issue
Share based payments
At 30 June 2020
Note
Contributed
equity
$
Accumulated
losses
$
Share
based
payment
reserve
$
Total
$
4,939,580
(4,642,707)
142,044
438,917
-
-
-
4,516,652
-
9,456,232
(1,524,970)
-
(1,524,970)
-
-
(6,167,677)
12
Contributed
equity
$
Accumulated
losses
$
4,434,543
(3,946,347)
-
(696,360)
-
-
505,037
-
4,939,580
-
(696,360)
-
-
(4,642,707)
-
-
-
-
176,256
318,300
Share
based
payment
reserve
$
-
-
-
-
142,044
142,044
(1,524,970)
-
(1,524,970)
4,516,652
176,256
3,606,855
Total
$
488,196
(696,360)
-
(696,360)
505,037
142,044
438,917
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
7
BCAL Diagnostics Limited
Statement of Cash Flows
For the year ended 30 June 2021
Cash flows from operating activities
Payments to suppliers and employees
Government grants received
Research and development tax offset
Interest received
Net cash outflow from operating activities
Cash flow from investing activities
Purchase of plant and equipment
Net cash outflow from investing activities
Cash flows from financing activities
Loans received
Proceeds from share issue
Costs of share issue
Net cash inflow from financing activities
Notes
2021
$
2020
$
15
(1,606,596)
57,943
341,981
252
(1,206,420)
(3,850)
(3,850)
-
4,409,999
(208,350)
4,201,649
(944,756)
26,067
256,534
504
(661,651)
(3,807)
(3,807)
300,003
505,037
-
805,040
Net increase in cash and cash equivalents
2,991,379
139,582
Cash and cash equivalents at the beginning of the financial
year
Cash and cash equivalents at end of the year
5
416,226
3,407,605
276,644
416,226
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.
8
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
1
Summary of significant accounting policies
(a)
Basis of preparation
Reporting Entity
BCAL Diagnostics Limited (formerly BCAL Diagnostics Pty Limited) is a company limited by shares, incorporated
and domiciled in Australia. The Company became an unlisted public company on 5 February 2021 and listed on
the Australia Securities Exchange on 21 July 2021.
The financial report is a general purpose financial report that has been prepared in accordance with Australian
Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the
Australian Accounting Standard Board and the Corporations Act 2001.
Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a
financial report containing relevant and reliable information about transactions, events and conditions.
Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply
with International Financial Reporting Standards. Material accounting policies adopted in the preparation of this
financial report are presented below. They have been consistently applied unless otherwise stated.
In accordance with ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191, the
amounts in the directors’ report and in the financial report have been rounded to the nearest dollar, unless
otherwise stated.
The financial report has been prepared on an accruals basis and is based on historical costs, except for selected
financial assets for which the fair value basis of accounting has been applied.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also
requires management to exercise its judgement in the process of applying the Company’s accounting policies. The
areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are
significant to the financial statements are disclosed in Note 2.
(b)
Going concern
The financial statements have been prepared on a going concern basis which contemplates the realisation of
assets and the settlement of liabilities in the normal course of business.
As disclosed in the financial statements, the Company incurred losses of $1,524,970, had net cash outflows from
operating activities of $1,206,420, net cash outflows from investing activities of $3,850, and net cash inflows from
financing activities of $4,201,649 for the year ended 30 June 2021.
9
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
1
Summary of significant accounting policies (continued)
(b) Going concern (continued)
The Company had approximately $3.4 million in cash on hand at 30 June 2021 and subsequent to year end the
Company raised $10 million, before costs, in an Initial Public Offering as part of its listing on the Australian
Securities Exchange.
The Directors have reviewed the cash flow forecast as at 30 June 2021 and are of the view that the Company has
funding for its activities beyond the next twelve months. As a result, the Directors believe that the Company will
be able to continue as a going concern and that it is appropriate to adopt the going concern basis in the
preparation of the financial report. The financial report does not include any adjustments relating to the amounts
or classifications of recorded assets and liabilities that might be necessary if the Company do not continue as a
going concern.
(c) Operating segments
Operating segments are presented using the ‘management approach’, where the information presented is on the
same basis as the internal reports provided to the Chief Operating Decision Makers (‘CODM’). The CODM is
responsible for the allocation of resources to operating segments and assessing their performance.
(d) Foreign currency translation
(i)
Functional and presentation currency
The functional and presentation currency of the Company is Australian dollars.
Foreign currency transactions are translated into the functional currency using the exchange rates ruling at the
date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the
rate of exchange ruling at the end of the reporting period. Foreign exchange gains and losses resulting from
settling foreign currency transactions, as well as from restating foreign currency denominated monetary assets
and liabilities, are recognised in profit or loss, except when they are deferred in other comprehensive income as
qualifying cash flow hedges or where they relate to differences on foreign currency borrowings that provide a
hedge against a net investment in a foreign entity.
Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the
date when fair value was determined.
Items included in the financial statements of the Company’s operations are measured using the currency of the
primary economic environment in which it operates (‘the functional currency’). The financial statements are
presented in Australian dollars, which is the Company’s functional and presentation currency.
(ii)
Transactions and balances
Foreign currency transactions are translated into the functional currency using the exchange rates ruling at the
date of the transaction. Foreign exchange gains and losses resulting from the settlement of such transactions and
from the translation at year end exchange rates of monetary assets and liabilities denominated in foreign
currencies are recognised in the Statement of Profit or Loss and Other Comprehensive Income.
10
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
1.
Summary of significant accounting policies (continued)
(e)
Revenue recognition
Revenue from contracts with customers
The Company currently has no revenue from the sale of goods or services.
Interest income
Interest income is recognised as interest accrues using the effective interest method. The effective interest
method uses the effective interest rates which is the rate that exactly discounts the estimated future cash receipts
over the expected future life of the financial asset.
When a receivable is impaired, the Company reduces the carrying amount to its recoverable amount, being the
estimated future cash flow discounted at the original effective interest rate of the instrument, and continues
unwinding the discount as interest income. Interest income on impaired loans is recognised using the original
effective interest rate.
Research and Development Tax Offset
Research and Development Tax Offset claims are recognised as other income in the period to which the incentive
claims relate.
(f)
Government grants
Grants from the government are recognised at their fair value where there is a reasonable assurance that the
grant will be received and the Company will comply with all attached conditions.
Government grants relating to costs are deferred and recognised in the profit and loss over the period necessary
to match them with the costs that they are intended to compensate.
(g)
Income tax
The income tax expense or revenue for the period is the tax payable on the current period’s taxable income based
on the income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable
to temporary differences between the tax base of assets and liabilities and their carrying amounts in the financial
statements, and to unused tax losses.
Deferred tax assets and liabilities are recognised for all temporary differences, between carrying amounts of
assets and liabilities for financial reporting purposes and their respective tax bases, at the tax rates expected to
apply when the assets are recovered or liabilities settled, based on those tax rates which are enacted or
substantively enacted for each jurisdiction. Exceptions are made for certain temporary differences arising on
initial recognition of an asset or a liability if they arose in a transaction, other than a business combination, that at
the time of the transaction did not affect either accounting profit or taxable profit.
Deferred tax assets are only recognised for deductible temporary differences and unused tax losses if it is
probable that future taxable amounts will be available to utilise those temporary differences and losses.
11
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
1.
Summary of significant accounting policies (continued)
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets
and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax
liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net
basis, or to realise the asset and settle the liability simultaneously.
(h)
Impairment of non-financial assets
At the end of each reporting period the Company assesses whether there is any indication that individual assets
are impaired. Where impairment indicators exist, recoverable amount is determined and impairment losses are
recognised in profit or loss where the asset's carrying value exceeds its recoverable amount. Recoverable amount
is the higher of an asset's fair value less costs to sell and value in use. For the purpose of assessing value in use,
the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the asset.
Where it is not possible to estimate the recoverable amount for an individual asset, the recoverable amount is
determined for the cash generating unit to which the asset belongs.
(i)
Cash and cash equivalent
For the purposes of the Statement of Cash Flows, cash and cash equivalents includes cash on hand and at bank,
deposits held at call with financial institutions, other short-term, highly liquid investments with maturities 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, and bank overdrafts.
(j)
Other receivables
Other receivables are recognised at amortised cost, less any allowance for credit losses.
(k)
Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Company prior to the year
end and which are unpaid. These amounts are unsecured and are usually paid within 30 days of recognition.
(l)
Provisions
Provisions for legal claims, service warranties and make good obligations are recognised when the Company has a
present legal or constructive obligation as a result of a past event, it is probable that an outflow of economic
resources will be required to settle the obligation and the amount can be reliably estimated. Provisions are not
recognised for future operating losses.
12
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
1.
Summary of significant accounting policies (continued)
(m)
Employee benefits
(i) Wages and salaries and annual leave
Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within
12 months of the end of the reporting period are recognised in other payables in respect of employees' services
rendered up to the end of the reporting period and are measured at amounts expected to be paid when the
liabilities are settled.
(ii)
Retirement benefit obligations
The Company does not maintain a company superannuation plan. The Company makes fixed percentage
contributions for all Australian resident employees to complying third party superannuation funds. The Company's
legal or constructive obligation is limited to these contributions.
Contributions to complying third party superannuation funds are recognised as an expense as they become
payable. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the
future payments is available.
(iii)
Share - based payments
The fair value of options granted under the Employee Share Option Plan (“ESOP”) is recognised as an employee
benefit expense with a corresponding increase in equity. The fair value is measured at grant date and recognised
over the period during which the employees become unconditionally entitled to the options.
The fair value at grant date is independently determined using a Black-Scholes option pricing model that takes
into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and
expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the
term of the option.
The fair value of the options granted is adjusted to reflect market vesting conditions, but excludes the impact of
any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting
conditions are included in assumptions about the number of options that are expected to become exercisable. At
each reporting date, the entity revises its estimate of the number of options that are expected to become
exercisable.
The employee benefit expense recognised each period takes into account the most recent estimate. The impact
of the revision to original estimates, if any, is recognised in the Statement of Profit or Loss and Other
Comprehensive Income with a corresponding adjustment to equity.
Where the terms of options are modified, the expense continues to be recognised from grant date to vesting date
as if the terms had never been changed. In addition, at the date of the modification, a further expense is
recognised for any increase in fair value of the transaction as a result of the change.
13
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
1.
Summary of significant accounting policies (continued)
Upon the exercise of options, the balance of the share based payments reserve relating to those options is
transferred to share capital and the proceeds received, net of any directly attributable transaction costs, are
credited to share capital.
(n) Contributed equity
Costs directly attributable to the issue of new shares are shown as a deduction from the equity as a deduction
proceeds net of any income tax benefit. Costs directly attributable to the issue of new shares or options
associated with the acquisition of a business are included as part of the purchase consideration.
(o)
Goods and services tax (GST)
Revenues, expenses and assets are recognised net GST, except where the GST incurred on the purchase of goods
and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost
of acquisition of the asset or as part of the expense item.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable from,
or payable to, the taxation authority is included as part of receivables or payables in the Statement of Financial
Position.
Cash flows are included in the Statement of Cash Flows on a gross basis and the GST component of cash flows
arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority, are
classified as operating cash flows.
(p)
Plant and equipment
Each class of plant and equipment is carried at cost or fair value as indicated less, where applicable, any
accumulated depreciation and impairment losses. Plant and equipment are measured on the cost basis.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate asset, as appropriate,
only when it is probable that future economic benefits associated with the item will flow to the company and the
cost of the item can be measured reliably. All other repairs and maintenance are charged to the income
statement during the financial period in which they are incurred.
Depreciation
The depreciable amount of all fixed assets is depreciated on a straight line basis over the asset’s useful life to the
company commencing from the time the asset is held ready for use.
Depreciation is calculated on a diminishing-value basis over the estimated useful life of the assets as follows:
Plant and equipment – ranging from 1 to 5 years
Office furniture – 1 to 5 years
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount
is greater than its estimated recoverable amount.
14
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
1.
Summary of significant accounting policies (continued)
(q)
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of BCAL Diagnostics Limited,
excluding any costs of servicing equity other than ordinary shares, by the weighted number of ordinary shares
outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial
year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into
account the after income tax effect of interest and other financing costs associated with dilutive potential
ordinary shares and the weighted average number of ordinary shares assumed to have been issued for no
consideration in relation to dilutive potential ordinary shares.
(r)
Adoption of New and Revised Accounting Standards
Changes in accounting policies on initial application of Accounting Standards.
There are no new accounting standards or interpretations applicable that would have a material impact on the
accounts of the Company.
The Company has not incorporated the impact of accounting standards issued but which are not yet mandatory.
2
Critical accounting estimates and judgements
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually evaluates its
judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses.
Management bases its judgements, estimates and assumptions on historical experience and on other various
factors, including expectations of future events, management believes to be reasonable under the circumstances.
The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements,
estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities (refer to the respective notes) within the next financial year are discussed below.
(i)
Research and development expenditure
The entity has expensed research and development expenditure incurred during the year, where applicable, as
the costs relate to the initial expenditure for research and development of biopharmaceutical products where
generation of future economic benefits are not considered certain. It was considered appropriate to expense
these research and development costs as they did not meet the criteria to be capitalised under AASB 138
Intangible assets.
15
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
1.
Summary of significant accounting policies (continued)
(ii)
Share based payment transactions
The entity measures the cost of equity-settled transactions with employees by reference to the fair value of the
equity instruments at the date at which they are granted. The fair value is determined by using the Black-Scholes
model taking into account the terms and conditions upon which the instruments are granted. The accounting
estimates and assumptions relating to equity-settled shares-based payments would have no impact on the
carrying amounts of assets and liabilities within the next annual reporting period but may impact profit or loss and
equity. Judgment is required in relation to the non-market vesting conditions.
3 Other Income
Research and development tax offset
Interest received
Government subsidy – cash boost
4
Income tax
(a)
Deferred tax
Income tax
(b)
Numerical reconciliation of income tax benefit to prima facie tax payable
Loss from continuing operations before income tax expense
Tax benefit at the Australian tax rate of 26% (2020: 27.5%)
Tax effect of amounts which are deductible/not taxable in calculating
taxable income
Tax effect of accounting R&D tax incentive not deductible
Carried forward tax benefit not recognised
Total income tax expense
Tax losses
(c)
Unused tax losses for which no deferred tax asset has been recognised
Potential tax benefit @ 26% (2020:27.5%)
2021
$
2020
$
275,000
252
-
275,252
2021
$
-
-
(1,524,970)
(396,492)
54,501
164,368
177,623
-
341,982
504
99,610
442,096
2020
$
-
-
(696,360)
(191,499)
(85,014)
216,195
60,318
-
2,369,475
616,063
1,882,308
517,625
The benefit of deferred tax assets not brought to account will only be brought to account if:
• Future assessable income is derived of a nature and of an amount sufficient to enable the benefit to be
realised; and
• The conditions for deductibility imposed by the relevant tax legislation continue to be complied with and no
changes in tax legislation adversely affect the Company in realising the benefit.
16
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
5 Cash at bank and in hand
6 Current assets – tax receivables
Research and development tax offset receivable
Government subsidy – cash boost
GST receivable
7
Other receivables and prepayments
Non-current
Prepayments
Equipment deposit
2021
$
3,407,605
3,407,605
2021
$
275,000
-
77,603
352,603
2021
$
242,202
126,199
368,401
2020
$
416,226
416,226
2020
$
341,982
57,943
3,404
403,329
2020
$
-
-
-
17
Plant and
equipment
$
Office Furniture
$
29,776
3,850
33,626
29,776
-
29,776
29,776
-
29,776
29,776
-
29,776
-
3,850
21,947
-
21,947
14,475
7,472
21,947
21,947
-
21,947
14,475
7,472
21,947
-
-
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
8 Plant and equipment
Cost
Opening balance, 1 July 2020
Additions
Closing balance, 30 June 2021
Opening balance, 1 July 2019
Additions
Closing balance, 30 June 2020
Depreciation
Opening balance, 1 July 2020
Additions
Closing balance, 30 June 2021
Opening balance, 1 July 2019
Additions
Closing balance, 30 June 2020
Written down value 30 June 2020
Written down value 30 June 2021
9
Current liabilities - Trade and other payables
Trade creditors
PAYG withholding tax
Accrued expenses
Superannuation payable
10
Current liabilities - Provisions
Provision for annual leave, opening balance
Provided/(used) during the year
Provision for annual leave, closing balance
Total
$
51,723
3,850
55,573
44,251
7,472
51,723
51,723
-
51,723
44,251
7,472
51,723
-
3,850
2021
$
250,699
12,182
229,000
12,278
504,159
2021
$
6,385
15,060
21,445
2020
$
60,023
8,138
-
6,089
74,250
2020
$
18,703
(12,318)
6,385
18
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
11
Convertible notes
Opening balance
Converted to equity
Convertible notes raised during the year
Closing balance
2021
$
300,003
(300,003)
-
-
2020
$
-
-
300,003
300,003
Each convertible note is convertible into one fully paid ordinary share at the option of the noteholder, at a price
being the lower of $1.50 and the price of the next equity capital raise. Convertible notes have an interest rate
of 5% and are secured by a general charge over the asset of the Company.
The notes were converted into 200,002 fully paid ordinary shares (5,226,101 post share split) during the year.
12
Contributed equity
(a)
Share capital
Ordinary Shares Fully Paid
(b) Movements in ordinary share capital
2021
Shares
160,000,002
2021
$
9,456,232
2020
Shares
4,423,173
2020
$
4,939,580
Opening balance 1 July 2019
Share issue
Closing balance 30 June 2020
Share issue on conversion of convertible notes
Share issue
Shares issued for services rendered
Cost of share issue
Share split¹
Closing balance 30 June 2021
Number of
Shares
4,086,481
336,692
4,423,173
200,002
1,494,914
5,084
-
6,123,173
160,000,002
160,000,002
Issue price
$
$1.50
$1.50
$2.95
$2.95
4,434,543
505,037
4,939,580
300,003
4,409,999
15,000
(208,350)
9,456,232
-
9,456,232
¹Share split approved by shareholders on 26 April 2021 on the basis of ~26.13 new shares for every one share
held.
19
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
12 Contributed equity (continued)
(c) Ordinary shares
Each ordinary shareholder maintains, when present in person or by proxy or by attorney at any general meeting
of the Company, the right to cast one vote for each ordinary share held.
Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in
proportion to the number of and amounts paid on the shares held.
(d)
Options
As at the date of the financial statements, the following options over unissued ordinary shares were on issue:
Details
No of
options
Issue date
Date of
expiry
Conversion
price ($)
Employee options
Employee options
Total options on issue 30 June 2020
Director, employee, consultant options
Total pre share split
Options on issue post share split¹ 30 June 2021
110,579 20/11/2019
88,463 30/01/2020
20/11/2029
30/11/2030
$1.50
$1.50
199,042
243,276 23/11/2020 23/11/2023
442,318
11,557,877
$1.50
$0.0574
Options
Balance at beginning of year
Granted during the year
Adjusted for share split¹
Balance at end of year
2021
No.
199,042
243,276
442,318
11,557,877
11,557,877
2020
No.
-
199,042
199,042
-
199,042
¹Adjusted for share split approved by shareholders on 26 April 2021 on basis of ~26.13 new options for every
one option held.
The weighted average exercise price of options on issue is $0.0574 after adjusting for the share split ($1.50 pre
share split). The unlisted options issued during the year were valued using the Black-Scholes model.
The weighted average remaining contractual life of the options is 4.15 years.
20
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
12 Contributed equity (continued)
The options outstanding as at 30 June 2021 were determined on the date of grant using the following
assumptions:
Grant date
Expiry date
Exercise price ($) on issue
Exercise price adjusted for
share split ($)
Expected volatility (%)
Risk-free interest rate (%)
Expected life (years)
Share price at this date ($)
Fair value per option ($)
Number of options
Adjusted for share split
Series 1
20/11/2019
20/11/2029
1.50
$0.0574
Series 2
30/01/2020
30/11/2030
1.50
$0.0574
Series 3
23/11/2020
23/11/2023
1.50
$0.0574
56.2
0.8
5
1.50
0.7211
110,579
2,889,456
55.5
0.71
5
1.50
0.7118
88,463
2,311,560
75.80
0.14
3
$1.50
0.7343
243,276
6,356,861
The vesting of options is subject to service periods. Of the options outlined above, all options have vested with the
exception of 577,896 Series 3 options which vest on 1 November 2021.
The Company recognised expenses of $176,256 in relation to share based payments for the year (2020: 142,044).
(e)
Capital risk management
The Company's objectives when managing capital are to safeguard its ability to continue as a going concern, so
that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum
capital structure to reduce the cost of capital.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is
calculated as total borrowings less cash and cash equivalents. In order to maintain or adjust the capital structure,
the Company may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue
new shares.
The capital management policy remains unchanged from the 30 June 2020 Annual Report.
21
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
13
Reserves and accumulated losses
(a) Reserves
Total reserves
Share based payments reserve
Movements in share based payments reserve were as follows:
Balance 1 July
Transfer to share based payments reserve
Balance 30 June
(b) Accumulated losses
Movements in accumulated losses were as follows:
Opening accumulated losses
Loss for the year
Balance 30 June
(c) Nature and purpose of reserves
2021
$
318,300
142,044
176,256
318,300
2020
$
142,044
-
142,044
142,044
(4,642,707)
(1,524,970)
(6,167,677)
(3,946,347)
(696,360)
(4,642,707)
The share based payment reserve comprises the cumulative value of employee services received through the
issue of shares options. When the option is exercised, the related balance previously recognised in the share
based payments reserve is transferred to share capital. When the share options expire, the related balance
previously recognised in the share option reserve is transferred to accumulated losses.
14
Commitments and contingent liabilities
Capital commitments
As at 30 June 2021, the Company has no capital commitments (2020: $nil). The Company has no contingent
liabilities as at 30 June 2021 (2020:$nil).
15
Reconciliation of loss after income tax to net cash outflow from operating activities
Loss for the year
Non-cash employee benefits expense - share based payments
Depreciation
Employee benefits provision
Other non cash items
Change in operating assets and liabilities
Increase in trade and other receivables
Increase in trade and other payables
Net cash outflow from operating activities
Non-cash financing activities are outlined in note 11.
2021
$
(1,524,970)
176,256
-
15,060
(59)
(317,674)
444,967
(1,206,420)
2020
$
(696,360)
142,044
7,727
(12,318)
12,783
(144,018)
28,491
(661,651)
22
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
16
Segment information
BCAL Diagnostics Limited is an Australian company developing a novel blood screening test to improve the early
diagnosis and monitoring of breast cancer that is safe, cost effective, accurate and available to all women
regardless of age, race and geographic location. The Company has only one reporting segment in this and the
prior year.
17 Financial risk management
(a) Financial risk management
The Company’s financial instruments consist mainly of deposits with banks, other receivables and payables.
The directors’ overall risk management strategy seeks to assist the Company in meeting its financial targets, whilst
minimising potential adverse effects on financial performance.
The Company does not speculate in financial assets.
Credit risk
The Company is currently not selling product or services and has no customer risk at present.
With respect to credit risk arising from other financial assets of the Company, which comprise cash and cash
equivalents, the Company’s exposure to credit risk arises form default of the counter party, with a maximum
exposure equal to the carrying amount of these instruments.
The maximum exposure to credit risk at balance date is as follows:
Cash and cash equivalents (Note 5)
Other receivables (Note 6)
Research and development tax incentive receivable (Note 6)
2021
$
3,407,605
77,603
275,000
3,760,208
2020
$
416,226
61,348
341,982
819,556
To deal with credit risk the Company deposits funds with banks with a credit rating of A+ S&P. Receivables risk is
low as all receivables are due from government.
Liquidity risk
The Company’s policy is to maintain a comfortable level of liquidity through the continual monitoring of cash
reserves and the raising of additional capital as required.
23
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
17 Financial risk management (continued)
(b) Financial instrument composition and maturity analysis
The table below reflects the undiscounted contractual settlement terms for financial instruments of a fixed period
of maturity as well as management’s expectations of the settlement period of all other financial instruments. As
such, the amounts may not reconcile to the Statement of Financial Position.
Within 1 year
2021
$
2020
$
1 to 5 years
2020
$
2021
$
Over 5 years
2021
$
2020
$
Total
2021
$
2020
$
Financial liabilities -
due for payment:
Trade and other
payables
Total contractual
outflows
Cash and cash
equivalents
Other receivables
Total anticipated
inflows
Net inflow on
financial
instruments
(c)
Net fair values
(504,159)
(74,250)
(504,159)
(74,250)
3,407,605
352,603
416,226
403,329
3,760,208
819,555
3,256,049
745,305
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(504,159)
(74,250)
(504,159)
(74,250)
3,407,605
352,603
416,226
403,329
3,760,208
819,555
3,256,049
745,305
The net fair value of assets and liabilities approximates their carrying value.
The aggregate net fair values and carrying amounts of financial assets and financial liabilities are disclosed in the
Statement of Financial Position and notes to the financial statements.
(d) Market risk
Foreign currency risk
The Company undertakes certain transactions denominated in foreign currency and is exposed to foreign currency
risk through foreign exchange fluctuations.
Foreign exchange risk arises from future commercial transactions and recognised financial assets and financial
liabilities denominated in a currency that is not the entity’s functional currency. Foreign exchange risk is currently
minimal.
24
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
18
Earnings per share
Basic loss per share (cents per share)*
Diluted loss per share (cents per share)**
Weighted average number of shares
Basic loss per share calculation*
Diluted loss per share calculation
Loss for the period used in earnings per share
From continuing operations
* calculation is after share split of ~26.13 new shares for every one share
19 Related party transactions
(a)
Key management personnel
2021
Cents
1.13
1.06
2020
Cents
0.61
0.59
134,707,382
143,722,515
114,855,432
117,583,393
(1,524,970)
(696,360)
The total remuneration paid to key management personnel of the Company during the year is as follows:
Short-term employee benefits
Post- employment benefits
Share based payments
(b)
Transactions with other related parties
2021
$
388,189
27,478
160,017
575,684
2020
$
229,327
21,002
79,076
329,405
During the year parties associated with the directors Ms Jayne Shaw and Mr Ronald Phillips (the “Investors”)
converted 133,334 convertible notes of $1 each into 133,334 fully paid ordinary shares (pre share split) of $1.50
each, equally. Post share split this amounted to 3,484,050 new shares.
20
Audit fees
Audit Fees – current year
- prior year
Other services¹
¹Other services relate to assurance services for the initial public offering.
2021
$
34,000
35,000
36,591
105,591
2020
$
-
-
-
-
25
BCAL Diagnostics Limited
Notes to the Financial Statements
For the year ended 30 June 2021
21 Events subsequent to balance date
Subsequent to balance date the Company issued 40,000,000 shares at $0.25 per share to raise $10 million before
costs, and listed on the Australian Securities Exchange on 21 July 2021.
In addition, the Company issued a further 6,875,631 new shares to a broker for facilitating the capital raise at a
deemed price of $0.00001 per share.
Other than as outlined above no matter or circumstance has arisen since 30 June 2021 that has significantly
affected, or may significantly affect:
a) The Company’s operations in future financial years; or
b) The results of those operations in future financial years; or
c) The Company’s state of affairs in future financial years.
22
Company details
Corporate Head Office and Principal Place of Business
Suite 506, Level 5, 50 Clarence Street, Sydney NSW 2000.
26