A LEADING INTERNATIONAL DRUG DISCOVERY
AND DEVELOPMENT COMPANY
2011 BIONOMICS ANNUAL REPORT
CONTENTSe
TABLE OF CONTENTS
PG 1
HIGHLIGHTS
PG 2
CHAIRMAN’S LETTER
PG 3
CEO & MANAGING DIRECTOR’S REPORT
PG 10
PIPELINE
PG 11
BNC210 OVERVIEW
PG 14
BNC105 OVERVIEW
PG 16
INTELLECTUAL PROPERTY PORTFOLIO
PG 18
BOARD OF DIRECTORS
PG 20
MANAGEMENT
PG 22
CORPORATE GOVERNANCE STATEMENT
PG 27
DIRECTORS’ REPORT
PG 41
ANNUAL FINANCIAL STATEMENTS
PG 85
INDEPENDENT AUDIT REPORT
PG 87
SHAREHOLDER INFORMATION
PG 89
COMPANY PARTICULARS
FRONT COVER: Brain activity following BNC210 administration to healthy humans measured by EEG.
Mapping of measured brain activity indicated BNC210 anxiolytic activity in the absence of sedation.
HIGHLIGHTSe
1
MULTIPLE SCLEROSIS
COLLABORATION WITH
MERCK SERONO EXTENDED
PATENT APPLICATIONS FILED
ON COMPOUNDS TO TREAT
MEMORY LOSS
REGISTER REPOSITIONING
SUCCESSFULLY COMPLETED
IN CONJUNCTION WITH $14.25
MILLION PLACEMENT TO
INSTITUTIONAL INVESTORS
SALE AND LEASE-BACK OF
THEBARTON PREMISES TO
FURTHER BOOST CASH RESERVES
BIONOMICS ANTI-ANXIETY
DRUG BNC210 PHASE Ib
CLINICAL TRIALS REPORT
SUCCESSFUL RESULTS
q BNC210 significantly reduced panic
symptoms and faster than placebo
q Brain activity in trial subjects measured
by EEG indicates anxiolytic activity by
BNC210 and no sedation
q BNC210 clearly outperformed
comparator Lorazepam in tests
measuring attention, memory,
co-ordination, sedation and addiction
q BNC210 administered to 108 healthy
subjects with excellent safety profile
BNC105 CANCER CLINICAL
TRIALS REACH KEY MILESTONES
q Data from renal cancer trial supports
progression of the trial with the
combination of Afinitor and BNC105
being safe and well tolerated
q Mesothelioma interim analysis provided
encouraging data
q Clinical trial program extended with
ovarian cancer trial now planned
2
CHAIRMAN'S
LETTERe
Dear Fellow Shareholder,
The substantial increase in your Company’s
market capitalization and the significant
drug development milestones achieved over
the past 12 months provides strong evidence
of the sound progress made in achieving
our corporate objective of becoming a
highly successful and widely admired global
drug discovery and development company.
We are looking to achieve further, major
progress in the coming year.
The achievements of 2011 have placed your
Company in an enviable position for growth
and near term partnering success. The key
pillars supporting this solid platform are:
q Drug development of our two key
compounds is proceeding in line with
plans, and active discussions have
commenced with prospective partners
for our anxiety / depression drug (BNC210).
q Additional drug discovery programs have
been initiated to ensure a full pipeline and
our collaboration with Merck Serono is
proceeding satisfactorily.
q Your Company’s funding has never been
stronger. With substantial contributions
from the placement of 25 million new
shares and the sale and leaseback of the
building, your Company has current cash
reserves of approximating $19.5 million,
equivalent to approximately 30 month’s
cash burn based on budgeted expenditure.
q A stronger, more balanced and diverse
shareholder profile. The successful
placement of the bulk of our previous
major shareholder’s stake has expanded
and reinvigorated the Company’s share
register. Further, a number of European
based institutions were introduced,
boosting international diversification.
q Stronger support, including published
research, from key stockbrokers. Your
Company’s long time broker supporters,
Linwar Securities and Baker Young,
have been joined by Bell Potter which,
together with Linwar, has commenced
covering your Company through dedicated
Bionomics research notes.
Our management team, under the
outstanding leadership of Deborah Rathjen,
had a very successful year, outperforming
on two out of the five agreed corporate
performance goals, namely the production of
test data for BNC210 and the investor
profile / funding targets.
One third of the Group’s staff works at
our Strasbourg based contract services
subsidiary, Neurofit. Revenue (including
intercompany sales) was higher than the
previous year and Neurofit continues to
carry out important tasks within our drug
discovery and development program, in a
timely and efficient manner.
2012 will be a watershed year for your
Company as we aim to complete our first
major partnering deal. This will raise
further the profile of Bionomics and should
attract further investment from institutions
across the globe.
More specifically, our key objectives for the
next year are:
q To partner our anxiety / depression drug
BNC210.
q To increase the intensity and breadth
of our trials on our cancer drug BNC105,
with a view to building the most impressive
database possible to be used for future
partnering discussions.
q To expand and continue to develop our
drug pipeline.
On your behalf, I wish to thank our
exceptionally talented, dedicated
management team for their continuing
efforts in moving Bionomics forward.
Conversely, your Board and management
wish to thank you, our shareholders, for your
continuing belief in Bionomics and for your
encouragement and support.
Christopher Fullerton
Chairman
CEO & MANAGING
DIRECTOR'S REPORTe
3
Dear Shareholders,
It is with great pleasure that I present this
report on your Company’s performance for
the 2010-2011 financial year. This past year
for Bionomics could be called “the year of
BNC210” as it has marked a defining step in
the development of Bionomics’ treatment for
anxiety and depression.
This tribute recognises the completion with
flying colours of rigorous Phase I studies
for BNC210 that open the way for Phase II
development and partnering. Other significant
progress has included:
q Our promising anti-cancer agent,
BNC105, forging ahead in its Phase II
clinical trials and the decision made to
extend its clinical program next year to
ovarian cancer, the fifth leading cause of
cancer-related death among women,
q Further extension of our collaboration
with global pharmaceutical company,
Merck Serono, to 13 June 2012,
q Progress in the discovery of new drug
candidates for important diseases such
as Alzheimer’s disease and cancer, and
q Re-positioning Bionomics’ share register
and strengthening the Company’s
balance sheet.
THE YEAR OF BNC210
BNC210 is a “next generation” compound
under development for treatment of anxiety
and depression. Anxiety drugs such as
Valium and Prozac have been amongst
the biggest blockbusters with a market
estimated at US$15 billion per annum
worldwide. However, most anxiety drugs
have major side-effects. The story is similar
for drugs to treat depression.
In July 2010 the prestigious journal Science
published an article “Is Pharma Running
out of Brainy Ideas?” In this article Thomas
Insel, Director of the US National Institute of
Mental Health said in relation to psychiatric
drug development “There are very few new
molecular entities, very few novel ideas and
almost nothing that gives any hope for a
transformation in the treatment of mental
illness.”
Pharmaceutical companies are also facing
a significant patent cliff with blockbuster
drugs to treat anxiety and depression either
about to come off patent or already subject
to generic competition. For example, Effexor
(2010), Seroquel (2011) and Lexapro (2012).
As a new molecular entity, and driven by
novel ideas, BNC210 is at the forefront of
innovative drug development for anxiety and
depression. BNC210 also has a very strong
patent position and, with the first patent
application filed in 2006, a long period of
patent protection ahead of it.
4
CEO & MANAGING
DIRECTOR'S REPORTe
“BIONOMICS HAS CREATED IN THE FORM OF BNC210
ONE OF AUSTRALIA’S MOST PROMISING THERAPEUTIC
PRODUCTS”.
BIOSHARES 9
“BNC210 REMAINS ONE
OF jUST A HANDFUL
OF COMPOUNDS IN
DEVELOPMENT FOR THE
TREATMENT OF ANxIETY.”
EDISON RESEARCH 9
Bionomics is developing BNC210 to address the need for an
effective, safe, fast acting, non-sedating, non-addictive drug
and so far it is coming up trumps. The cover of this year’s
Annual Report features recent EEG data that demonstrate
changes in human brain activity after BNC210 administration
that are indicative of efficacy. Importantly, we now have
the first clinical evidence of the lack of side effects on
attention and memory by BNC210 that had previously only
been indicated by studies in animal models. Trials have also
indicated that BNC210 is safe and well tolerated and drug
levels achieved from a single administration support its
potential for once a day dosing.
The latest European Phase Ib clinical trials, successfully
completed in March 2011, confirmed earlier data and
provided evidence that BNC210 significantly reduces panic
symptoms, acting quickly and with improved recovery in
treated subjects. Moreover, BNC210 has none of the key side
effects of Lorazepam, a representative of a major drug class
(Valium-like) currently used to treat anxiety. BNC210 clearly
outperformed Lorazepam in a battery of tests measuring
attention, memory, co-ordination, sedation and addiction.
These important trial outcomes exceeded expectations and
are very encouraging for the future development of BNC210
and for successful licensing.
In parallel with the exciting BNC210 program, work
progresses steadily for our anti-cancer agent BNC105.
THE PREVALENCE OF ANxIETY IN THE US
POPULATION IS 18.3%. IN 1990 ANxIETY DISORDERS
COST THE US MORE THAN $42 BILLION A YEAR,
ALMOST ONE THIRD OF THE $148 BILLION TOTAL
MENTAL HEALTH BILL FOR THE US.
5
CEO & MANAGING
DIRECTOR’S REPORTe
PHASE II CLINICAL PROGRAM FOR BNC105 IS WELL ADVANCED
The mechanism of action of BNC105
provides an innovative approach to the
treatment of solid tumours by selectively
attacking established tumour blood supply.
In addition to being an effective Vascular
Disrupting Agent (VDA), it also has direct
cytotoxic action on cancer cells. BNC105,
because of its dual mechanism of action,
is likely to be applicable to a wide variety
of tumour types. This view was supported
by the successful Phase I clinical trial in
patients with a range of advanced cancers.
The market opportunity for BNC105, if
successfully developed, is enormous and our
strategy is to progress BNC105 further down
the clinical path to optimise its value.
The decision was made to focus, in the first
instance, on the types of cancer that have
been the market entry point for several
successful drugs. Multicentre Phase II
clinical trials in renal cell cancer and
mesothelioma initiated in the first quarter
of 2010 have been progressed. The BNC105
clinical program will be extended to a third
solid tumour type, ovarian cancer, next year.
Our challenge has been to learn as much
about BNC105 in cancer patients in the
most efficient way. The key objectives are
to consolidate the safety profile for the drug
and obtain early evidence that the drug is
effective. To do this Bionomics adopted a
two pronged approach involving the use of
BNC105 either in combination with other
established methods of cancer treatment
or, as a monotherapy. The current renal
trial and planned ovarian cancer trial adopt
the first approach, combining BNC105
RENAL CELL CARCINOMA ACCOUNTS
FOR APPROxIMATELY 85% OF kIDNEY
CANCERS, WITH kIDNEY CANCER
ACCOUNTING FOR 2-3% OF HUMAN
MALIGNANCIES. THE INCIDENCE OF
RENAL CELL CANCER HAS BEEN
RISING STEADILY. EVERY YEAR
APPROxIMATELY 200,000 CASES
ARE DIAGNOSED WORLDWIDE, WITH
55,000 PEOPLE DIAGNOSED IN THE
US. THE FIVE YEAR SURVIVAL RATE
FOR PATIENTS WITH METASTATIC
DISEASE IS LESS THAN 2%.
OVARIAN CANCER IS THE FIFTH
LEADING CAUSE OF CANCER-
RELATED DEATH AMONG WOMEN,
OFTEN DIAGNOSED AT AN ADVANCED
STAGE, AFTER THE CANCER HAS
SPREAD BEYOND THE OVARY. THE
NUMBER OF OVARIAN CANCER CASES
IN AUSTRALIA INCREASED BY 47%
BETWEEN 1982 AND 2006 WITH 1,226
NEW DIAGNOSES IN 2006 ALONE. IT
IS ESTIMATED THAT APPROxIMATELY
$2.2 BILLION IS SPENT IN THE US
EACH YEAR ON TREATMENT OF
OVARIAN CANCER.
with Afinitor treatment in the case of
renal cancer and with carboplatin and
gemcitabine for ovarian cancer. The second
approach, BNC105 alone, was adopted in
the mesothelioma trial in patients whose
disease had progressed after first line
chemotherapy with Alimta and cisplatin.
6
CEO & MANAGING
DIRECTOR'S REPORTe
From the ongoing renal cancer trial we now know that
the combination of BNC105 is safe and well tolerated with
individual patients receiving at least 12 cycles of treatment
to date. In the mesothelioma clinical trial individual patients
received at least nine cycles of treatment with one patient
of 24 showing a durable response to BNC105 and 57%
reduction in tumour measurements, at least five patients
showing stable disease, with three patients still to be
evaluated. Against this background Bionomics has decided
that the future development path for BNC105 will be in
combination with established chemotherapy regimens, with
the mesothelioma trial being discontinued.
In adopting a combination approach Bionomics is following
in the footsteps of successful drugs such as Avastin (US$6
billion in worldwide sales in 2010). An advantage is that
BNC105 will rapidly gain access to a broader commercial
opportunity, whilst retaining a focus on potential fast track
to market.
“WHILE BIONOMICS HAS CLEARLY CREATED AN
OUTSTANDING DRUG CANDIDATE IN BNC210, WE
ARGUE THAT BNC105 IS POTENTIALLY MORE
VALUABLE BECAUSE OF THE SIzE OF THE MARkET
FOR NEW CANCER DRUGS, THE BROAD APPLICABILITY
OF THE DRUG IN A WIDE VARIETY OF SOLID TUMOURS,
AND THE UNIqUE qUALITIES OF BNC105 COMPARED
TO OTHER DRUGS THAT WORk BY ATTACkING A
TUMOUR’S BLOOD SUPPLY.”
BELL POTTER 9
“MERCk SERONO IS A
STRONG PARTNER
TO HAVE.”
BELL POTTER 9
MERCk SERONO COLLABORATION IS RENEWED
The Kv1.3 program comprises preclinical stage compounds
in Bionomics’ pipeline, are targeting inflammatory disorders
including Multiple Sclerosis, Rheumatoid Arthritis and
Psoriasis. Bionomics partnered its Kv1.3 program in June
2008 with Merck Serono, a leading pharmaceutical company
and pioneer of new treatments for Multiple Sclerosis
including Rebif® which recorded sales of approximately
US$2.3 billion in 2010.
MULTIPLE SCLEROSIS IS AN AUTOIMMUNE
DISEASE AFFECTING NERVE FUNCTION THAT LEADS
TO NUMBNESS, DIFFICULTY IN COORDINATION,
MEMORY LOSS AND ULTIMATELY PARALYSIS.
ANNUAL REVENUE OF MULTIPLE SCLEROSIS DRUGS
WORLD-WIDE WAS APPROxIMATELY US$12 BILLION
IN 2010 WITH SIGNIFICANT MARkET GROWTH
PROjECTED TO 2025.
With Merck Serono funding all clinical development and
commercialisation, the collaboration agreement has
recently been extended to 13 June 2012. The objective is to
select one or more compounds for development as a patient
friendly Multiple Sclerosis drug which is highly effective with
fewer side effects and orally active (not injected). Bionomics
can earn up to US$47m in milestones per compound based
on successful development and commercialisation plus
undisclosed royalties.
The next steps will be for selected compounds to move
into pharmacokinetic and toxicology studies and then
clinical trials triggering milestone payments at pre-agreed
progress points.
CEO & MANAGING
DIRECTOR’S REPORTe
DRUG DISCOVERY PIPELINE
Bionomics has a number of discovery programs underway.
Our drug discovery platforms generate new drug candidates
which we selectively develop to a stage for commercial
partnering. Taking a classic portfolio approach, some
programs are more advanced than others so that we have
multiple programs underway at any one time, spreading our
risk and the demands on our finances.
Now that the BNC105, BNC210 and Kv1.3 programs,
which are focussed on treatments for solid cancers, CNS
conditions and immune diseases respectively, are well
underway, Bionomics is in a position to add further depth to
its pipeline. Funds from the recent capital raising are being
dedicated to actively progress some of our other promising
early stage programs.
The first of these programs is the investigation of novel
kinase inhibitory activity for the treatment of melanoma
and breast cancer which is currently in discovery phase.
This work is being done in partnership with the Cooperative
Research Centre for Cancer Therapeutics (CRC-CTx) of
which Bionomics is a core member.
“BIONOMICS’
PROPRIETARY
MULTICORE®, ANGENE®
AND IONx® DRUG
TARGET AND DISCOVERY
PLATFORMS HAVE
PROVIDED THE COMPANY
WITH AN ENGINE FOR
FUTURE GROWTH”
BELL POTTER 9
7
Another area we are excited about is the development of
a positive allosteric modulator of the alpha-7 nicotinic
acetylcholinesterase receptor. Called Alpha 7 in short,
the receptor plays a key role in cognition (memory) in
Alzheimer’s disease and schizophrenia.
In February 2011 Bionomics announced the filing of patent
applications covering compounds of interest and signalling
good progress towards our goal of a new drug candidate.
ALzHEIMER’S DISEASE ATTACkS THE BRAIN
RESULTING IN IMPAIRED MEMORY, THINkING AND
BEHAVIOUR. THE INCIDENCE RATE RISES WITH
AGE. FOR PEOPLE 85 YEARS AND OVER, 1 IN 4 HAVE
DEMENTIA. THE MARkET FOR DRUGS TO TREAT THE
DISEASE IS ESTIMATED AT US$5BN BY 2012.
“THIS IS AN ATTRACTIVE
TARGET THAT HAS
CLINICAL VALIDATION
IN THE TREATMENT OF
COGNITION IN PATIENTS
WITH SCHIzOPHRENIA
AND ALzHEIMER’S
DISEASE”
EDISON RESEARCH 9
SCHIzOPHRENIA IS
ALSO AN ILLNESS
THAT AFFECTS THE
NORMAL FUNCTIONING
OF THE BRAIN. ABOUT
ONE IN A HUNDRED
PEOPLE WILL DEVELOP
SCHIzOPHRENIA AT
SOME TIME IN THEIR
LIVES. MOST OF
THESE WILL BE FIRST
AFFECTED IN THEIR
LATE TEENS AND
EARLY TWENTIES.
THE SCHIzOPHRENIA
MARkET IS ESTIMATED
AT US$4.3BN IN 2011.
8
CEO & MANAGING
DIRECTOR'S REPORTe
NEUROFIT
CORPORATE
The operations of our
European subsidiary continue
to meet expectations. Total
revenue in the period was
$4.20 million compared to $2.75 million in the previous
period with $2.62 million in work performed for Bionomics
in FY2011 compared to $887,501 in FY2010. Work performed
for Bionomics included research on BNC210 and our Alpha 7
program.
During the year Neurofit secured new contracts with major
pharmaceutical companies including through Master
Service Agreements. One pharmaceutical company has
recently extended its Master Service Agreement with
Neurofit to 2016.
Neurofit also continued to expand its services, and is now
offering a range of new oncology models, in response to its
customer’s needs.
In May 2011, major Bionomics shareholder, Start-up
Australia Ventures, reduced its holding from 27.7% to 8.2%
in an orderly sell down. Bionomics further catered to strong
interest from a number of highly credible new and existing
domestic and international institutions with an institutional
placement of 25 million new fully paid ordinary shares
to raise $14.25 million. These activities have allowed the
Company to reposition its register with a range of long term,
supportive shareholders, improve liquidity in the Company’s
shares and provide a strong financial footing for the future.
Bionomics balance sheet was further strengthened by
the sale and long term leaseback of the head office and
research facility in Thebarton, South Australia which
generated net proceeds of $4.1 million in July 2011.
The resulting cash position of the Company means that
the Company is very well positioned to progress partnership
discussions as well as accelerate internal discovery and
development initiatives.
9
Bionomics’ impressive portfolio of drug
candidates from early to advanced stages
of development, productive platform
technologies, strategic partnering
program and solid financial position are
the basis for our reputation as a fully
integrated, international drug discovery
and development company. None of this
would have been possible without the
extraordinary dedication and talents of our
staff, including our staff at Neurofit who
have made a remarkable contribution to our
BNC210 program, our scientific and clinical
advisors, including members of Bionomics’
Scientific Advisory Board, the participants in
our clinical trials and their families, and the
support of our shareholders who share our
vision of making a difference to sufferers
of cancer, anxiety, depression and immune
disorders for which I warmly thank you.
Deborah Rathjen
CEO and Managing Director
CEO & MANAGING
DIRECTOR’S REPORTe
OUTLOOk
The next 12 months will see a number of
important near term valuation catalysts
for Bionomics shareholders. Bionomics
is continuing to research the science of
BNC210 and key discoveries and clinical
data will be presented at major international
conferences throughout the year by our
scientific team. Based on solid science and
excellent clinical data, our licensing strategy
is being implemented and is supported by
Phase II clinical trial planning.
With the development path of BNC105
now delineated, Bionomics has retained
a fast track approach in its development
of BNC105. The metastatic renal cancer
clinical trial has moved to the randomised
phase. This will recruit 134 patients and
is due for completion in 2012. The new
ovarian trial is expected to be initiated 1H,
CY 2012. These milestones are directed at
expanding the BNC105 data set and position
for licensing.
The extension of our research agreement
has been a vote of confidence from Merck
Serono and a tangible sign that the program
is making progress towards compound
selections and anticipated milestone
payments.
These developments in our leading three
programs, and our strengthened balance
sheet, allow for the entry of further drug
candidates into our pipeline. Bionomics’
cancer kinase and Alpha 7 programs are
anticipated to make solid progress towards
the identification of new drug candidates
with one compound from our Alpha 7
program ear-marked to enter IND enabling
studies by the end of Q3 CY 2012 as a prelude
to initiation of clinical trials.
10
PIPELINEe
Bionomics has a portfolio of drug candidates in various stages of development, of which BNC105, BNC210
and Kv1.3 are the most advanced with potentially significant end-user markets with unmet needs.
DRUG CANDIDATE /
PROGRAM
CENTRAL
NERVOUS
SYSTEM
BNC210 -
ANXIETY +
DEPRESSION
ALPHA 7 nAChR
MODULATORS -
ALZHEIMER’S DISEASE
GABA-A
MODULATORS -
EPILEPSY
CANCER
BNC105
RENAL CANCER
BNC105
OVARIAN CANCER
UNDISCLOSED
KINASE
BN069
IMMUNE
DISEASE
Kv1.3 INHIBITORS -
MULTIPLE SCLEROSIS
DISCOVERY
PRECLINICAL
PHASE I
PHASE II
LICENSEE / PARTNER
POTENTIAL MARKET SIZE
ANXIETY
global sales of US$15bn annually
DEPRESSION
global sales of US$11bn in 2008
TO BE COMMENCED
RENAL
Sutent / Pfizer; Nexavar / Bayer & Onyx
(US $2bn in 2010)
OVARIAN
Global sales of US$3.6bn in 2010
MULTIPLE SCLEROSIS
Global sales of
US$12bn in 2010
BNC210e
CLINICAL STAGE PROGRAMS
11
BNC210
BNC210 is a “first in class” compound whose novel mechanism to treat anxiety and depression lacks
the side-effects of currently used treatments. Phase Ib trials of the drug were conducted in France
by Forenap Pharma and completed in March 2011 with outstanding results.
The first trial evaluated the effect of BNC210 on panic symptoms induced by pharmacological
means (administration of the peptide CCK-4) in healthy volunteers. 59 subjects were enrolled in the trial and CCK-induced
panic was measured in 15 subjects. BNC210 treatment significantly reduced the number and intensity of symptoms. In
addition, subjects recovered more quickly from a CCK-induced panic attack returning to a normal emotional state after ten
minutes when receiving BNC210 compared with around an hour for those on placebo.
% REDUCTION IN
TOTAL PANIC SYMPTOMS e
“THE DATA ARE VERY
ENCOURAGING AND
POINT TO BNC210
REDUCING ANxIETY
IN A MANNER THAT IS
POTENTIALLY BETTER
FOR PATIENTS THAN
CURRENT TREATMENTS.”
PROFESSOR PAUL
FITzGERALD OF THE
MONASH ALFRED
PSYCHIATRY RESEARCH
CENTRE 9
% REDUCTION IN
PANIC SYMPTOM INTENSITY e
12
BNC210e
CLINICAL STAGE PROGRAMS
The second trial compared BNC210 with Lorazepam, a Valium-like anti-anxiety drug. BNC210 outperformed its competitor on
measures of attention, memory, co-ordination, addiction and sedation.
Attention
Multiple Choice Reaction Time
Visuo-motor Co-ordination
Peak Saccadic Eye Movement
Sleepiness
Karolinska Sleepiness Scale
Memory
Perceptual Priming Test
Addiction
ARCI49
BNC210 300 & 2000 mg
PRIMARY OBjECTIVE
LORAzEPAM 2 mg
No Effect
Reduced at T+6h, 9h and 12h
SECONDARY OBjECTIVES
No Effect
No Sedation
Reduced at T+6h, 9h and 12h
Sedation at T+6h and 9h
No Effect on Memory
Slight Memory Impairment
No Association
with Drug Groups
Association with LSD and
Phenobarbital/Alcohol Groups
This trial also compared the effects of BNC210 and Lorazepam on the brain using electroencephalography (EEG). 24 subjects
were enrolled in the trial with 21 subjects evaluated. An important finding was that EEG data showed for the first time
BNC210-related changes in human brain activity indicative of efficacy and that this activity occurs in the absence of sedation.
EEG LEADS ARE
ATTACHED TO
THE SCALP
BRAIN MAPS
MADE FROM
EEG DATA
“THE EEG DATA INDICATES
THAT BNC210 GETS INTO
THE BRAIN AND ExERTS
A MORE SUBTLE AND
SPECIFIC EFFECT THAN
LORAzEPAM.”
PROFESSOR PAUL
FITzGERALD OF THE
MONASH ALFRED
PSYCHIATRY RESEARCH
CENTRE 9
BRAIN MAPS SHOWING BNC210 EFFECT ON ALPHA AND BETA FREqUENCY BANDS
ALPHA
BETA
13
EEG data showed BNC210
related changes in β3 brain
activity similar to that of
Lorazepam indicative of
anxiolytic efficacy as shown
by the green circle.q
Unlike Lorazepam, BNC210
did not increase activity in
the δ region (indicated by
the red circle) suggesting
that BNC210 activity occurs
in the absence of sedation.
In November 2010, new scientific data on BNC210 was presented at a major US conference,
Neuroscience 2010. The data demonstrated the effectiveness of BNC210 in preclinical
models of drug-induced anxiety and highlighted its potential to become the therapy of choice.
BNC210 modulates molecular pathways that are targeted by several marketed drugs,
including selective serotonin reuptake inhibitors (SSRIs) such as Prozac, Lexapro, Effexor
and Zoloft which are used to treat chronic forms of anxiety and depression.
However, important points of difference indicated by the animal studies include BNC210’s
rapid onset of action; it does not require prolonged treatment for its activity to develop;
chronic use does not lead to symptoms of physical dependence and it is unlikely to produce
withdrawal symptoms. Lastly, BNC210 does not inhibit important drug metabolizing enzymes
in the liver, indicating that it is potentially safe to take with other medications.
PROjECTED MILESTONES FOR THE BNC210 PROGRAM
BNC210
MILESTONE
Present BNC210 data at ECNP
Present Phase Ib clinical trial data at Neuroscience
International patent approvals
TIMING
4Q, CY 2011
4Q, CY 2011
1Q, CY 2012
14
BNC105e
CLINICAL STAGE PROGRAMS
BNC105
BNC105 is a potent anti-tumour agent with a wide window of safety and its multiple points of attack
mean less liability for drug resistance to develop. Its highly selective and rapid tumour vascular
disruption traps and concentrates BNC105 within tumours for greater duration of action. Preclinical
studies showed that BNC105 enhances the effectiveness of radiation treatment, cytotoxic
chemotherapy such as cisplatin and biological agents such as Avastin suggesting its potential for incorporation into a variety
of solid tumour treatment regimens. Data from Phase II trials currently underway have confirmed this view.
MESOTHELIOMA TRIAL
BNC105 is being evaluated in patients with mesothelioma, a cancer caused by asbestos exposure. The mesothelioma trial,
conducted in Australia, is a single arm Phase II trial in patients whose disease progressed after first line chemotherapy with
Alimta and cisplatin. BNC105, at a dose of 16mg/m² was well tolerated, a result consistent with clinical experience in the first
clinical trial of BNC105. Analysis of the first 24 patients has revealed one patient demonstrating a 57% reduction in tumour
measurement. At least five other patients show stable disease. There will be no further enrolment into the current trial
though there is ongoing evaluation of patients continuing on treatment with BNC105. Based on the findings of this trial and on
preclinical evidence of encouraging combination data with cisplatin, Bionomics is now considering development of BNC105
for the treatment of mesothelioma as first line therapy in combination with Alimta and cisplatin.
100
l
a
v
i
v
r
u
s
t
n
e
c
r
e
P
80
60
40
20
0
0
P= 0.011
Control
BNC105
10
20
30
40
50
Day
100
l
a
v
i
v
r
u
s
t
n
e
c
r
e
P
80
60
40
20
0
0
P= 0.029
Control
Pemetrexed
10
20
30
40
50
Day
100
l
a
v
i
v
r
u
s
t
n
e
c
r
e
P
80
60
40
20
0
0
Control
Cisplatin
10
20
30
40
50
Day
Legend: BNC105 is more effective than pemetrexed (Alimta) and cisplatin in prolonging survival in an animal xenograft model of
mesothelioma – PRESENTED AT AACR, April 2011. 9
RENAL CELL CANCER TRIAL
A US based multi-centre clinical trial is underway of BNC105
in combination with Afinitor in patients with metastatic renal
cell cancer. Treatment options remain limited in progressive
metastatic renal cell cancer for patients who no longer
respond to Tyrosine Kinase Inhibitors (TKI) such as Sutent,
a first line therapy for the disease. The BNC105 trial is being
conducted in patients who have failed TKI therapy and are
also being treated with Afinitor, an mTOR inhibitor. It is hoped
that that the combination of BNC105 with an agent active
against mTOR would cut off a tumour “survival” response and
improve clinical outcome.
The clinical trial design has two stages, the first of which
involves dose escalation of BNC105 to assess the safety of
combining BNC105 and Afinitor. Interim data has shown that
BNC105 is well tolerated at a dose level of 12.6 mg/m2 after
at least 12 cycles of treatment in combination with Afinitor. It
is known from other studies that this is a key dose level that
results in reduced tubulin polymerization, the therapeutic
target of BNC105. Based on the tolerance of the 16mg/m²
dose achieved in the mesothelioma trial, the renal trial will be
continued to the 16mg/m² dose level.
The second stage of the trial is an efficacy evaluation where
the therapeutic benefit of the combination is compared to the
therapeutic benefit of Afinitor monotherapy. A total of 134
patients will be enrolled in this portion of the trial which is
due for completion in 2012.
On 1 April 2011 Bionomics announced the presentation of
preclinical data supporting the current renal cancer trial
at the American Association for Cancer Research (AACR).
The data demonstrated the potent vascular disrupting effects
of BNC105 in two mouse models of renal cancer, including
a model in which the cancer spreads to the lungs. BNC105
induced tumour blood vessel shutdown in both the primary
tumour and the secondary lung cancer. BNC105 activity was
shown to be comparable with the blockbuster drug Sutent
which had worldwide sales of US$1.066 billion in 2010.
15
RIGHT kIDNEY SHOWING TUMOUR BURDEN
Legend: BNC105 inhibits
tumour growth in the
RENCA orthotopic
renal cancer model
comparable to Sutent. q
“IT IS PARTICULARLY
ExCITING TO BE
CONDUCTING A TRIAL
WHICH HAS THE
POTENTIAL OF CREATING
A NEW PARADIGM FOR
THE TREATMENT OF
RENAL CANCER.”
DR THOMAS E HUTSON OF
THE TExAS ONCOLOGY-
BAYLOR CHARLES A.
SAMMONS CANCER
CENTER AND PRINCIPAL
INVESTIGATOR OF
BIONOMICS’ PHASE II
RENAL CANCER TRIAL 9
CONTROL
BNC105
CONTROL
SUTENT
n
o
i
t
a
r
e
f
i
l
o
r
p
l
l
e
C
)
e
l
c
i
h
e
v
o
t
e
v
i
t
a
l
e
r
(
1.25
1.00
0.75
0.50
0.25
0.00
A2780cis
BNC105
Cis
-5
-4 -3 -2 -1 0
1
2
3
4
5
6
Conc nM (Log)
BNC105
0.1414
Cis
5021
EC50
Legend: BNC105 is 50,000 times more active than
cisplatin in inhibiting the proliferation of cisplatin
resistant ovarian cancer cells. 9
OVARIAN CANCER TRIAL
Bionomics will evaluate BNC105 in combination with
carboplatin and gemcitabine for the treatment of ovarian
cancer in a multi-centre randomised Phase I / II trial in
Australia and the US which will commence next year. The
decision to proceed is based on strong preclinical data
which suggests that BNC105 is highly effective against
cisplatin resistant ovarian tumours. Moreover, BNC105 both
in combination with gemcitabine and in combination with
cisplatin resulted in increased therapeutic benefit measured
as tumour regression and survival in an animal model.
The combination of gemcitabine with a platinum treatment
(cisplatin or carboplatin) is standard of care chemotherapy
in a number of cancer indications including ovarian cancer.
BNC105
PROjECTED MILESTONES FOR THE BNC105 PROGRAM
MILESTONE
21 clinical trial sites open in renal cancer trial
Initiation of Phase I / II ovarian cancer clinical trial
Presentation of clinical data at ASCO
Presentation of BNC105 data at AACR
Completion of renal trial enrolment
TIMING
4Q, CY 2011
1H, CY 2012
2Q, CY 2012
2Q, CY 2012
4Q, CY 2012
16
INTELLECTUAL
PROPERTY PORTFOLIOe
Bionomics continues to build a strong patent portfolio covering the key elements of its business.
Through the worldwide Patent Cooperation Treaty (PCT) mechanism, Bionomics and its related companies were
granted 3 patents this financial year, 9 PCT patent applications entered the national and regional phases of examination
and 7 provisional patent applications were filed as indicated below.
New patent applications granted or filed this financial year:
GRANTED
PATENT NO.
COUNTRIES
TITLE
GRANT DATE
PROGRAM
576036
New Zealand
Novel Anxiolytic Compounds
9 February 2011
BNC210
2007202499
Australia
Mutations in Ion Channels
3 March 2011
Epilepsy
553126
New Zealand
Compositions and Methods for Angiogenesis Related
Molecules and Treatments
8 March 2011
Angiogenesis
FILED
PATENT NO.
COUNTRIES
TITLE
2011900738
2011201761
Australian
Provisional
Australian
Divisional
Novel Small Molecules as Therapeutics
Loci for Idiopathic Generalised Epilepsy, Mutations
Thereof and Methods of Using Same to Assess,
Diagnose, Prognose, or Treat Epilepsy
12/954154
United States
of America
Combination Therapy for Treating Proliferative
Diseases
2011900737
Australian
Provisional
Methods of Treating a Disease or Condition of
the Central Nervous System
2011901791
Australian
Provisional
Methods for the Kilogram Scale Synthesis of
1,8-naphthyridine Compounds
PCT/AU2009/
000739
61/486536
Australia,
Canada,
China, Europe,
Japan, New
Zealand &
United States
of America
United States
of America
Provisional &
Europe
Novel (Heteroaromatic Heterocyclic)
Potassium Channel Blockers and Uses Thereof
Amine Derivatives
PROGRAM
BNC210
Epilepsy
BNC105
BNC210
BNC210
Kv1.3
Kv1.3
17
PROGRAM
Alpha 7 Nicotinic Acetylcholine
Receptor
Alpha 7 Nicotinic Acetylcholine
Receptor
Positive Allosteric Modulators and Uses Thereof – 1
Positive Allosteric Modulators and Uses Thereof – 2
DNA Sequences for Human Angiogenesis Genes
Angiogenesis
Method for Identifying Nucleic Acid Molecules
Associated with Angiogenesis
Angiogenesis
FILED
PATENT NO.
COUNTRIES
TITLE
Australian
Provisional
Australian
Provisional
Japan
Divisional
United States
of America
Continuation
in Part
2011900319
2011900317
2010-37197
12/861624
PCT/AU2010/
001097
PCT/AU2010/
001108
PCT/AU2010/
001595
Australia
Combination Therapy
Australia
Treatment for Macular Degeneration
Australia
Tubulin Biomarker Assay
2010903175
Australian
Provisional
Chemical Processes for the Manufacture
of Substituted Benzofurans
12/681763
United States
of America
Novel Aryl Potassium Channel Blockers
and Uses Thereof
BNC105
BNC105
BNC105
BNC105
Kv1.3
OVERVIEW OF PATENT PORTFOLIO
q 5 patent applications covering BNC105, related molecules and biomarkers
q 4 patent applications covering BNC210 and its use in the treatment of anxiety and other disorders
q 8 patent applications covering molecules which inhibit the activity of the Kv1.3 ion channel and the use of these
molecules in the treatment of Multiple Sclerosis and other autoimmune disorders
q 2 patent applications covering Parkinson’s Disease and related disorders
q 2 patent applications covering memory enhancement and related disorders
q 52 pending patent applications covering discoveries made utilising Bionomics’ ionX® and Angene® platforms
18
BOARD OF
DIRECTORSe
Chairman
Non-Executive Director
Mr Fullerton has extensive
experience in investment,
management and
investment banking and
is a qualified chartered
accountant. He is the
Managing Director of
Mandalay Capital Pty
Limited, an investor in
listed securities and private
equity. Mr Fullerton was
non-executive Chairman
of Cordlife Limited and
Health Communication
Network Limited, and held
non-executive directorships
with Global Health Limited,
The Environmental
Group Limited, Standard
Chartered Australia
Limited, Alliance Properties
Limited and Federal
Airports Corporation.
DR DEBORAH
RATHjEN
PhD, FTSE, MAICD
MR CHRISTOPHER
FULLERTON
BEc
Chief Executive Officer
and Managing Director
A seasoned biotech
executive of almost 20
years, Dr Deborah Rathjen
joined Bionomics in June
2000 from Peptech Limited,
where she was Manager
of Business Development
and Licensing. Dr Rathjen
was a co-inventor of
Peptech’s TNF technology
and leader of the company’s
successful defence of its
key TNF patents against a
legal challenge by BASF,
providing Peptech with a
strong commercial basis
for licensing negotiations
with BASF, Centocor and
other companies with anti-
TNF products. Dr Rathjen
has significant experience
in research, business
development and licensing.
Dr Rathjen is Chairperson
of the AusBiotech Board,
and in 2004 was awarded
the AusBiotech President’s
Medal for her significant
contribution to the
Australian biotechnology
industry. In 2006 she
received a Distinguished
Alumni Award from Flinders
University, in 2009 the
BioSingapore Asia Pacific
Woman Entrepreneur of
the Year, and in 2010 Bio
Innovation SA Industry
Leader Award.
19
Non-Executive
Director
Mr Tappenden commenced
his career as a Non-
Executive Director in 2003
after a career with Ernst &
Young spanning 30 years.
During his time at Ernst &
Young Mr Tappenden held a
variety of positions including
Managing Partner of the
Melbourne Office, member
of the Board of Partners,
Head of the Victorian
Government Services
Group and National Director
of the Entrepreneurial
Services Division. He holds
directorships in various
private, government and
not-for-profit organisations
and is the Chairman of the
Audit and Risk Management
Committees of many of
those organisations.
DR ERROL
DE SOUzA
PhD
MR TREVOR
TAPPENDEN
CA, FAICD
Non-Executive
Director
Dr De Souza is a leader in
research and development
concerning the central
nervous system (CNS).
He is currently President
and CEO of leading US
company Biodel Inc
(Nasdaq: BIOD) and is the
former President and CEO
of US biotech companies
Archemix Corporation and
Synaptic Pharmaceutical
Corporation. Dr De Souza
formerly held senior
management positions at
Aventis and its predecessor
Hoechst Marion Roussel
Pharmaceuticals, Inc.
Most recently, he was
Senior Vice President
and Site Head of US Drug
Innovation and Approval
(R&D), at Aventis, where
he was responsible for the
discovery and development
of drug candidates through
Phase IIa clinical trials
for CNS and inflammatory
disorders. Prior to Aventis,
he was a co-founder and
Chief Scientific Officer of
Neurocrine Biosciences
(Nasdaq: NBIX). Dr De
Souza serves on multiple
editorial boards, National
Institutes of Health (NIH)
Committees and is a
Director of several public
and private companies in
the US.
20
MANAGEMENTe
Chief Financial Officer
and Company Secretary
Ms Young has over 12 years
experience, with six years
in the medical device field,
including the last two
years as CFO of an ASX-
listed company covering
all facets of the company’s
global finance function. In
particular, her considerable
commercial experience in
listed company reporting
requirements, international
finances and working
capital management will
complement the Bionomics
team. Ms Young has also
gained experience in
negotiating distributor
agreements, due diligence,
cost reduction strategies
and improving operating
efficiencies. Previously Ms
Young worked for Deloitte
Touche Tohmatsu in the
Growth Solutions Division.
Ms Young holds a Bachelor
of Commerce from
Deakin University and is a
Chartered Accountant.
DR EMILE
ANDRIAMBELOSON
PhD
Head of Research
Neurofit
Dr Emile Andriambeloson
joined Neurofit in 2002
from Novartis Pharma and
has played an important
role in the development
of Neurofit’s business. In
2005 Dr Andriambeloson
became the Head of
Research at Neurofit and
is the key interface with
Neurofit’s international
customer base as well as
Bionomics’ CNS programs.
Dr Andriambeloson has a
PhD from the University
of Strasbourg in France
and is recognised for his
expertise in pharmacology.
He is the author of 20
articles published in highly
regarded peer reviewed
scientific journals.
Dr Andriambeloson’s
previous positions include
Novartis Pharma (Basel,
Switzerland), Heart
Research Institute (Sydney,
Australia) and University of
New South Wales (Sydney,
Australia).
MS MELANIE
YOUNG
BCom, CA
Vice President
Drug Discovery
Dr Andrew Harvey joined
the chemistry group at
Bionomics in 2007 and has
led the group in the Multiple
Sclerosis collaboration with
European pharmaceutical
company, Merck Serono,
since the collaboration
began in June 2008. He
played a leading scientific
role in the partnering
discussions with Merck
Serono and has inventorship
on each of Bionomics’
Multiple Sclerosis patents.
Dr Harvey became the Vice
President of Chemistry
in 2009. During his prior
employment at The Walter
and Eliza Hall Institute
for Medical Research,
Dr Harvey was awarded
a National Health and
Medical Research Council
Industry Fellowship for his
research in identifying new
treatments for Multiple
Sclerosis. He holds a PhD
and a BSc (Honours) from
Canterbury University in
New Zealand.
DR GABRIEL
kREMMIDIOTIS
BSc (Hons), PhD
DR ANDREW
HARVEY
BSc (Hons), PhD
21
Vice President
Research & Development
Dr Gabriel Kremmidiotis
joined Bionomics in January
2002 and his early work
focused on Cancer Biology
leading to the establishment
of the Angene® platform and
the discovery of Bionomics’
oncology molecule BNC105.
Dr Kremmidiotis led the
efforts of progressing
BNC105.
He holds a PhD and a
Bachelor of Science
(Honours) from Flinders
University and a Bachelor
of Science from The
University of Melbourne.
Dr Kremmidiotis is an
author of 25 articles
published in internationally-
recognised scientific
journals including Clinical
Cancer Research, Molecular
Cancer Therapeutics,
Cell and Proceedings of
the National Academy of
Sciences. Dr Kremmidiotis
is a member of the
American Association for
Cancer Research (AACR)
and American Society of
Clinical Oncology (ASCO).
22
CORPORATE
GOVERNANCE STATEMENTe
Bionomics Limited (the Company) and the Board are
committed to achieving and applying a high standard of
corporate governance taking into consideration the Company’s
size and the industry in which the Company operates.
The Company’s framework is consistent with the Australian
Securities Exchange (ASX) Corporate Governance Council
(ASX CGC) guidelines.
The relationship and division of responsibilities between the
Board and other key management personnel is critical to the
Company’s long-term success. The directors are responsible
to the shareholders for the performance of the Company
in both the short and the longer term and for seeking an
appropriate balance between sometimes competing objectives
in determining the best interests of the Company. Their focus
is to enhance the interests of shareholders and to ensure the
Company is properly governed.
Day to day management of the Company’s affairs, including the
implementation of its approved strategy and policy initiatives,
is delegated by the Board to the Chief Executive Officer and
Managing Director and other key management personnel,
except for matters expressly required by law to be approved by
the Board. This delegation process has been formalised by the
documentation of responsibilities between the Chairman and the
Chief Executive Officer and Managing Director and incorporated
into the Board’s charter.
The following corporate governance framework has been
implemented to ensure the highest level of corporate
governance is achieved:
q establishment of an internal control framework focusing
on key business risks;
q adoption of a code of professional ethics and conduct
which applies to all directors, officers and employees;
q implementation of strict policies regarding related
party transactions and the acquisition and disposal of
the Company’s securities by directors, officers and
employees; and
q adoption of clear reporting and communication
policies and procedures.
A description of the Company’s main corporate governance
practices are following. All these practices, unless otherwise
stated, were in place for the entire year.
THE BOARD OF DIRECTORS
The Board of Directors (the Board) operates in accordance
with the broad principles formally set out in its charter (Board
Charter) that is available from the corporate governance section
of the Company website at www.bionomics.com.au. The Board
Charter details the Board’s composition and responsibilities.
The Board Charter (inter alia) states:
q the Bionomics’ Board will at all times recognise its
overriding responsibility to act honestly, fairly, diligently,
and in accordance with the law in fulfilling its primary
responsibility of looking after the interests of Bionomics’
shareholders. These interests are well served by also taking
into consideration the interests of other stakeholders such as
employees and affiliated institutions.
q the Board is to be comprised of both executive and non-
executive directors with a majority of non-executive directors.
q in recognition of the importance of independent views and the
Board’s role in supervising the activities of management, the
majority of the Board must be independent of management
and all directors are required to bring independent judgement
to bear in their Board decision making.
q the Board shall undertake an annual Board performance
evaluation to identify any improvements necessary for both its
operations and the Board Charter.
RESPONSIBILITIES OF THE BOARD
The responsibilities of the Board include:
q approving the strategic direction, objectives and annual
financial budget of Bionomics and monitoring the
implementation of those strategies and achievement of those
objectives and budget.
q monitoring compliance with regulatory requirements and
ethical standards.
q appointing, and reviewing the performance of the Chief
Executive Officer and Managing Director and of the
performance of the Chief Executive Officer’s direct reports in
achieving corporate goals.
q approving announcements to shareholders and the ASX.
q approving significant third party agreements.
q issuing shares, options, equity instruments or other
securities.
q developing Bionomics’ corporate governance procedures,
systems of risk management and internal compliance and
control, codes of conduct (including human resources
policies), and legal compliance.
q approving and monitoring the progress of major capital
expenditure, capital management and acquisitions and
divestures.
q assessing the composition of the Board and reviewing its
processes and performance.
23
COMMITMENT
Regular Board meetings and reviews of strategy are held
throughout the year to monitor performance against both the
Board approved objectives and the Board’s broad strategic plan.
The number of meetings of the Company’s Board and of each
Board committee held during the year ended 30 June 2011, and
the number of meetings attended by each director is disclosed in
the Directors’ Report under the heading ‘Meetings of Directors’.
It is the Company’s practice to allow its executive directors to
accept appointments outside the Company with prior written
approval of the Board.
Conflict of Interests
All Board members are required as a continuing obligation to
immediately notify the Board in writing of any actual or potential
conflicts of interest or any circumstance that may affect a Board
member’s level of independence.
Independent Professional Advice
Directors may seek independent professional advice, at the
expense of the Company, on any matter connected with the
discharge of their responsibilities. Prior written approval of
the Chairman is required, but this will not be unreasonably
withheld. Copies of this advice will be made available to, and
for the benefit of, all Board members at the discretion of the
Chairman.
Performance Assessment
In line with the timetables setting out the adoption of the
ASX CGC guidelines the Board undertakes an annual self
assessment comparing its performance with the requirements
of the Board Charter. In this process, the Chairman meets
directors individually to assess how Board performance may be
improved.
BOARD MEMBERS
Details of the members of the Board, their experience,
expertise, qualifications, term of office and independence
status are set out in the Directors’ Report under the heading
‘Information on Directors’. At the date of signing the Directors’
Report there were three non-executive directors (including
the Chairman), all of whom are deemed independent under the
principles set out below, and one executive director.
The Board seeks to ensure that it is cognisant of the state of
development of Bionomics as a company:
q at any point in time, its membership as a group has expertise
in areas of current and future importance to the Company as
it grows.
q the size of the Board is conducive to effective discussion and
efficient decision-making.
DIRECTORS’ INDEPENDENCE
The Board has adopted specific principles in relation to
directors’ independence. These state that to be deemed
independent, a director must be independent of management
and free of any business or other relationship that could
materially interfere with – or could reasonably be perceived to
materially interfere with – the exercise of their unfettered and
independent judgement.
Issues relating to an assessment of the independence of
a director will be determined by reference to the guidance
provided by the ASX CGC guidelines. The Board shall determine
the thresholds of materiality from the perspective of both the
Company and its directors in determining whether a director
maintains his or her independence of mind.
TERM OF OFFICE
The Company’s Constitution specifies that all non-executive
directors must retire from office no later than the third AGM
following their last election, however they may offer themselves
for re-election.
ROLE OF THE CHAIRMAN AND CHIEF ExECUTIVE
OFFICER AND MANAGING DIRECTOR
The Chairman is responsible for leading the Board, ensuring
directors are properly briefed in all matters relevant to their
role and responsibilities, facilitating Board discussions and
managing the Board’s relationship with the Company’s key
management personnel.
The Chief Executive Officer and Managing Director is
responsible for implementing the Company strategies and
policies.
24
CORPORATE
GOVERNANCE STATEMENTe
CORPORATE REPORTING
For each of the half year and full year results, the Chief
Executive Officer and Managing Director and Chief Financial
Officer are required to make the following certifications to the
Board:
q that the Company’s financial statements are complete and
present a true and fair view, in all material respects, of the
financial condition and operational results of the Company
and are in accordance with relevant accounting standards;
and
q that the above statement is founded on a sound system of
risk management and internal compliance and control which
implements the policies adopted by the Board and that the
Company’s risk management and internal compliance and
control are operating efficiently and effectively in all material
respects.
BOARD COMMITTEES
The Board has established one committee to assist in the
execution of its duties and to allow detailed consideration
of complex issues. This committee is the Audit and Risk
Management Committee, which is comprised entirely of non-
executive directors.
All matters determined by the committee are submitted to
the full Board as recommendations for final Board decision.
Minutes of committee meetings are tabled at a subsequent
Board meeting.
There is no formal nomination committee for the Company.
Nominations for the Board are considered by the full Board as
part of normal business reviewed by the Board at its regular
meetings.
Under the Board Charter, in the event that the Board believes
a new director should be appointed, the Board shall review the
range of skills, experience and expertise currently existing on
the Board in relation to areas of current and future importance
to the Company as it grows. Candidates are assessed against
this review of needs and, where appropriate, advice is sought
from independent search consultants.
Where the Board appoints a suitable candidate that person must
stand for election at the next AGM of the Company.
Notices of meeting for the election of directors comply with the
ASX CGC guidelines.
New directors will be provided with a letter of appointment
setting out the Company’s expectations, their responsibilities,
rights and the terms and conditions of their appointment.
Compensation Committee
Due to the size of the Board, all Compensation Committee
functions are handled by the full board rather than a
subcommittee.
In this context, the Board decides on remuneration and
incentive policies and practices generally, and makes specific
recommendations on remuneration packages and other terms
of employment for executive directors and non-executive
directors.
All key management personnel sign a formal employment
contract at the time of their appointment covering a range of
matters including their duties, rights, responsibilities and any
entitlements on termination. A formal establishment of annual
objectives and subsequent evaluation of performance including
a half-year review is conducted by the Chief Executive Officer
and Managing Director with all key management personnel who
report directly to that position.
Further information on directors’ and other key management
personnel’s remuneration is set out in the Directors’ Report and
note 23 to the financial statements.
The Compensation Committee previously had responsibility
for reviewing any transactions between the Company and
the directors, or any interest associated with the directors,
to ensure the structure and the terms of the transaction
was in compliance with the Corporations Act 2001 and was
appropriately disclosed. This is now the responsibility of the full
Board.
Audit and Risk Management Committee
The Audit and Risk Management Committee consists of the
following non-executive directors:
q Mr Trevor Tappenden (Chairman)
q Mr Christopher Fullerton
Details of the directors’ qualifications and all attendance at
Audit and Risk Management Committee meetings are set out in
the Directors’ Report.
The Audit and Risk Management Committee has its own
charter setting out its role and responsibilities, composition,
structure, membership requirements and the manner in which
the Committee is to operate. This charter is available on the
Company website.
25
The main responsibilities of the Committee are to:
q review, assess and recommend to the Board the annual
financial statement and the half-year financial statement; and
q assist the Board in fulfilling its oversight responsibilities
through reviewing:
q the financial reporting process,
q the system of internal control and management of risks,
q the audit process, and
q the Company’s process for monitoring compliance with
laws and regulations.
Included in these responsibilities, the Audit and Risk
Management Committee:
q reviews the external auditors’ proposed audit scope, approach
and their performance;
q makes recommendations to the Board regarding the re-
appointment of the external auditors;
q considers the independence of the external auditors including
the range of non-audit related services provided by the
external auditors to the Company; and
q ensures the Company establishes an effective Risk
Management Policy and ensures compliance.
In fulfilling its responsibilities, the Audit and Risk Management
Committee:
q receives regular reports from management and external
auditors;
q reviews whether management is adopting systems and
processes sufficient for a company of Bionomics’ size and
stage of development;
q reviews any significant disagreements between the external
auditors and management, irrespective of whether they have
been resolved;
q meets separately with external auditors at least twice a year
without the presence of management; and
q provides external auditors with a clear line of direct
communication at any time to either the Chairman of the
Audit and Risk Management Committee or the Chairman
of the Board.
The Audit and Risk Management Committee has authority,
within the scope of its responsibilities, to seek any information
it requires from any employee or external party and to obtain
external legal or other professional advice.
ExTERNAL AUDITORS
The Board’s policy is to appoint external auditors who clearly
demonstrate quality and independence. The performance of
the external auditor is reviewed annually by the Audit and Risk
Management Committee which also makes recommendations
to the Board about the appointment of audit services for
subsequent periods, taking into consideration assessment of
performance, existing value and costs.
Deloitte Touche Tohmatsu were appointed as external auditor in
2007. Deloitte’s policy is to rotate engagement partners every
five years in line with the requirements of the Corporations Act
2001.
An analysis of fees paid to the external auditors, including a
breakdown of fees for non-audit services, is provided in note
26 to the financial statements. It is the policy of the external
auditors to provide an annual declaration of their independence
to both the Audit and Risk Management Committee and the
Board.
The external auditor is requested to attend the AGM and be
available to answer shareholder questions about the conduct of
the audit and the preparation and content of the audit report.
RISk ASSESSMENT AND RISk MANAGEMENT
The Board, through the Audit and Risk Management Committee,
is responsible for ensuring there are adequate policies in
relation to risk management, compliance and internal control
systems. In summary, Company policies are designed to
ensure significant strategic, operational, legal, reputational
and financial risks are identified, assessed, and effectively
monitored and managed in a manner sufficient for a company
of Bionomics’ size and stage of development to enable
achievement of the Company’s business strategy and objectives.
The Company’s risk management policies are managed by
the key management personnel and are reviewed by the Audit
and Risk Management Committee according to a timetable
of assessment and review proposed by that Committee and
approved by the Board.
26
CORPORATE
GOVERNANCE STATEMENTe
ENVIRONMENTAL AND OCCUPATIONAL HEALTH AND
SAFETY MANAGEMENT POLICIES
The Company recognises the importance of occupational health
and safety (OH&S) and is committed to the highest levels of
performance. To help meet this objective, policies have been
established to facilitate the systematic identification of OH&S
issues and to ensure they are managed in a structured manner.
The Chief Executive Officer and Managing Director has been
nominated as the person responsible for communications
with the ASX. This role includes responsibility for ensuring
compliance with the continuous disclosure requirements in the
ASX Listing Rules and overseeing and co-ordinating information
disclosure to the ASX, analysts, brokers, shareholders, the
media and the public.
All announcements disclosed to the ASX are posted on the
Company’s website as soon as practical after disclosure to
the ASX. Procedures have also been established for reviewing
whether any price sensitive information has been inadvertently
disclosed, and if so, this information is also immediately
released to the market.
All shareholders are entitled to receive a copy of the Company’s
annual report. In addition, the Company seeks to provide
opportunities for shareholders to participate through electronic
means. Recent initiatives to facilitate this include making all
Company announcements, details of Company meetings, press
releases for the last three years, and financial statements
available on the Company’s website along with transcripts to the
Chairman’s and Chief Executive Officer and Managing Director’s
addresses to the Company’s AGMs.
The website also includes a feedback and information request
mechanism for investors and shareholders via the Contact Us
page of the website.
AUSTRALIAN EqUIVALENTS TO INTERNATIONAL
FINANCIAL REPORTING STANDARDS (AIFRS)
The financial statements are prepared in accordance with
AIFRS.
This system allows the Company to:
q monitor its compliance with all relevant legislation; and
q encourage employees to actively participate in the
management of OH&S issues.
The Company is in full compliance with all necessary
environmental and other licensing requirements required for its
research facility in Thebarton (South Australia) and for Neurofit
SAS (France).
CODE OF CONDUCT
In its Board Charter, the Board has recognised its overriding
responsibility to act honestly, fairly, diligently, and in accordance
with the law in fulfilling its primary responsibility of looking
after the interests of Bionomics’ shareholders. The Board
believes that the interests of shareholders are best served by
also taking into account the interests of other stakeholders such
as Bionomics’ employees and individuals engaged in Bionomics’
directed research at Bionomics’ affiliated institutions.
The Board will work to promote and maintain an environment
within Bionomics that establishes these principles as basic
guidelines for all employees.
Bionomics has formalised a code of business conduct and
ethics. A number of policies that relate to business conduct are
in place including harassment prevention and share trading.
Copies of the share trading policies for directors and for
employees are available on the Company’s website.
CONTINUOUS DISCLOSURE AND SHAREHOLDER
COMMUNICATION
The Company has written policies and procedures that focus
on continuous disclosure of any information concerning the
Company that a reasonable person would expect to have
a material effect on the price of the Company’s securities.
These policies and procedures also include the arrangements
the Company has in place to promote communication with
shareholders and encourage effective participation at AGMs.
These policies and procedures are available on the Company’s
website.
DIRECTORS'
REPORTe
Your directors present their report on the financial statements
of the Group for the year ended 30 June 2011, comprising
the parent entity Bionomics Limited (Bionomics) and its
subsidiaries. In order to comply with the Corporations Act 2001,
the directors report as follows:
Directors
The following persons were directors of Bionomics during the
period and up to the date of this report:
q Mr Christopher Fullerton, Non-Executive Chairman
q Dr Deborah Rathjen, Chief Executive Officer
and Managing Director
q Mr Trevor Tappenden, Non-Executive Director
q Dr Errol De Souza, Non-Executive Director
The above named directors held office during the whole of the
financial year and since the end of the financial year.
Principal Activities
The principal activities of the Group during the period were:
q to undertake research and development utilising Bionomics’
proprietary technology platforms with the aim of identifying
and developing therapies to treat cancer and conditions of the
Central Nervous System (CNS), including anxiety, Multiple
Sclerosis and epilepsy;
q to commercialise intellectual property assets; and
q to identify strategic alliances and project opportunities
capable of increasing shareholder value and of enhancing the
competitive advantage of Bionomics within the biotechnology
industry.
Operating Results
Consolidated revenue for the year to 30 June 2011 increased by
5.8% to $4,071,798. Grant funding for the period was $64,625.
This compared with revenues of $3,848,469 and grant funding
of $34,618 for the year to 30 June 2010. The operating loss after
tax of the Group for the year to 30 June 2011 was $9,324,214
compared with the prior year after tax loss of $8,214,082.
The consolidated group’s Statement of Financial Position was
strengthened by a capital raising in May 2011, which raised net
$12.26m, and the sale and leaseback of the Thebarton premises
which settled on 13 July 2011 giving net cash inflow of $4.1m.
Cash at 30 June 2011 was $16.052m.
Review of Operations
Drug Development
BNC210: A “Next Generation” Treatment for Anxiety
and Depression
On 5 October 2010 Bionomics’ announced that it had obtained
approval from the French Medical Agency AFSSAPS (Agence
Francaise de Securite Sanitaire des Produits de Santé) and the
ethics committee of the Strasbourg Hospital, CPP (Comite de
Protection des Personnes), to perform two Phase Ib clinical
27
X
trials of BNC210. Both trials were conducted by Forenap
Pharma.
On 30 March 2011 Bionomics announced the successful
conclusion of both trials.
The first trial evaluated the effects of BNC210 on panic
symptoms induced by the administration of the peptide CCK-4 to
15 healthy male subjects classified as having a panic attack. The
severity of panic symptoms was assessed by the Panic Symptom
Scale (PSS). BNC210 reduced both the total PSS score (total
symptoms) and the intensity of symptoms when measured ten
minutes after the induction of the panic attack. With BNC210
treatment the number and intensity of symptoms decreased
faster than with placebo and this reduction in symptoms was
significant (p<0.05 for both the total symptom score and the
intensity of symptoms). There was a strong, positive trend on the
emotional stability of subject suffering a panic attack which was
associated with BNC210 treatment. When treated with BNC210,
subjects returned to normal emotional status within ten minutes
of the administration of CCK-4 compared to 60 minutes on
placebo. This trend correlated with the statistically significant
reduction in panic symptoms by BNC210.
The second trial compared BNC210 with Lorazepam (a Valium-
like anxiety drug) on measures of attention, memory, co-
ordination, addiction and sedation. Data from the 21 subjects
evaluated in the trial confirmed the lack of debilitating side-
effects of BNC210 relative to Lorazepam across all measures.
An important finding from the trial was that EEG data showed
BNC210-related changes in human brain activity indicative of
efficacy in the absence of sedation.
Completion of these trials marked a significant milestone for
the future development of BNC210. Previous trials had indicated
that BNC210 is safe and well tolerated and that drug levels from
a single administration supporting its potential for once a day
dosing. With the clinical data obtained over the past 12 months
the execution of Bionomics partnership strategy has been
strengthened and the Phase II development path for BNC210
clear. If successfully developed BNC210 is a solid candidate to
replace current drugs in the market used to treat anxiety and
depression, many of which are multi-billion dollar blockbusters.
Bionomics continues to expand the science of BNC210 and to
present new developments to major international conferences.
For example, in November 2010 new BNC210 data was
presented at a major US conference, Neuroscience 2010,
demonstrating that BNC210 is highly effective in preclinical
models of drug-induced anxiety. The new data also showed that
BNC210 modulates molecular pathways that are targeted by
several marketed drugs, including selective serotonin reuptake
inhibitors (SSRI’s) such as Prozac, Lexapro, Effexor and Zoloft
which are used to treat chronic forms of anxiety and depression.
28
DIRECTORS'
REPORTe
BNC105: A Highly Selective and Potent Vascular Disrupting
Agent (VDA) for the Treatment of Solid Tumours
Bionomics continued to progress its knowledge of the activity
of BNC105 through preclinical evaluation in a range of tumour
models. In April 2011 Bionomics’ scientists presented data at
the American Association of Cancer Research (AACR) on the
VDA effects of BNC105 in two mouse models of renal cancer,
including a model in which the cancer spreads to the lungs.
BNC105 was shown to induce tumour blood vessel shutdown
in both the primary tumour and the secondary lung cancer.
BNC105 activity was shown to be comparable to that of the
blockbuster drug Sutent which had worldwide sales of US$1.066
billion in 2010. Sutent is used in first line therapy of renal
cancer. A second poster described the efficacy of BNC105 in
combination with cisplatin and gemcitabine.
Initial data from Bionomics’ clinical trials of BNC105, released
on 3 August 2011, have yielded encouraging data on the safety
and tolerability of BNC105 in combination with Afinitor in
patients with metastatic renal cancer and at 12.6 mg/m2 when
used as a monotherapy in mesothelioma patients who have
failed therapy with Alimta and cisplatin. In both clinical trials
individual patients have completed > nine cycles of treatment.
The interim analysis of the mesothelioma trial showed one
patient with an objective response (57% reduction in tumour
measurement) and at least five patients with stable disease as
measured by RECIST, with the disease status of three patients
still to be confirmed as stable disease. Following review of this
initial and interim data respectively Bionomics is now pursuing
a clinical development strategy which incorporates BNC105 into
standard chemotherapy regimens which include platinum based
drugs and a trial in women with ovarian cancer is to be initiated
in 2012. Enrolment into the mesothelioma trial has now been
discontinued.
Drug Discovery
kv1.3: Collaboration with Merck Serono Extended
On 9 June 2011 Bionomics announced the extension of its
collaborative Multiple Sclerosis (MS) research program with
Merck Serono, a division of Merck KGaA, Darmstadt, Germany.
Merck Serono is actively developing potential new treatments
for MS and other autoimmune conditions based on compounds
from the Bionomics Kv1.3 program. The R&D collaboration
brings together Bionomics’ expertise in Kv1.3 biology and Merck
Serono’s expertise in MS pharmacology, clinical development
and commercialisation.
Under the 2008 agreement, Bionomics received an upfront
payment of US$2 million and committed research funding that
has now been extended under the current amendment. Merck
Serono will fund all development, including clinical development
of drug candidates. For each compound that is successfully
developed and commercialised as a result of the partnership,
Bionomics may receive milestone payments of up to US$47
million and will be eligible to receive undisclosed royalties on
the net sales of licensed products.
The compounds licensed from Bionomics by Merck Serono
target the potassium ion channel Kv1.3, a key modulator of
the immune system and a target found on human immune
cells which are associated with nerve cell damage in patients
with MS. Inhibitors of Kv1.3 have been shown to inhibit the
proliferation of these immune cells, suggesting they have
application in the treatment of MS and potentially other
autoimmune conditions, including arthritis.
Pipeline Development
Bionomics has continued to exploit its core technology platforms
MultiCore®, ionX® and Angene® to identify the innovative drug
candidates. In cancer Bionomics is working with the CRC for
Cancer Therapeutics on an undisclosed kinase target.
Bionomics’ CNS drug pipeline is also moving forward. On 4
February 2011 Bionomics announced that it had filed two patent
applications covering compounds that are activators of the alpha
7 nicotinic acetylcholine receptor. These compounds restore
memory loss caused by the administration of scopolamine to
animals.
The prevalence of conditions where an effective, memory-
improving drug may find clinical application is large, providing
a very significant commercial opportunity. Bionomics’
compounds, which have potent activity in restoring memory in
animal tests, have the potential to treat Alzheimer’s disease by
both improving memory and reducing brain tissue inflammation.
Activation of the alpha7 nicotinic acetylcholine receptor may
also improve function in a variety of neuropsychiatric diseases
that feature memory impairment including schizophrenia,
Attention Deficit Hyperactivity Disorder (ADHD) as well as in
mood and anxiety disorders.
Contract Services
Neurofit Continues to Add Significant Value to Bionomics
The operations of our European subsidiary continue to meet
the expectations of their external customers and to add value
to Bionomics R&D, in particular to BNC210 and to the Alpha 7
Alzheimers Disease program. Total revenue in the period was
$4.20 million compared to $2.75 million in the previous period
with $2.62 million in work performed for Bionomics in FY2011
compared to $887,501 in FY2010.
Neurofit secured new contracts with major pharmaceutical
companies including through Master Service Agreements,
Neurofit also continued to expand its service offering,
particularly in oncology, in response to its customer’s needs.
29
Corporate
In May 2011 Bionomics’ major shareholder, Start-up Australia
Ventures (Start-up), reduced its holding in Bionomics through
the sale of shares to Australian and overseas institutional
investors. In light of significant excess demand for the Start-up
sell-down, Bionomics initiated, and successfully completed,
an institutional placement of 25 million fully paid, ordinary
shares to raise $14.25 million. This capital raising has provided
Bionomics with flexibility in the development of its drug pipeline.
In a further corporate development designed to strengthen the
Company’s balance sheet, on 4 May 2011 Bionomics announced
that it had entered into a contract for the sale of its research
facility in Thebarton. As indicated previously this transaction was
settled on 13 July 2011, with Bionomics receiving net proceeds
of $4.1 million. Concurrent with the sale Bionomics entered into
a long term leaseback arrangement with the purchaser for a 10
year period with options to extend for up to 10 years thereafter.
Outlook
Bionomics has undergone a transformation in FY11 achieving
important clinical milestones in the BNC210 program, making
progress in the discovery of new drug candidates for important
diseases such as Alzheimers Disease, and re-positioning its
share register. The results of the clinical trials of BNC210, which
is in development for the treatment of anxiety and depression,
and since year end, BNC105 which is in development for the
treatment of solid tumours, together with the extension of our
collaboration with global Pharma company Merck Serono have
cemented Bionomics position as a fully integrated, international
drug discovery and development company. The capital raising
undertaken in May and the sale of Bionomics’ research facility
have strengthened the Company’s balance sheet. Consequently
the Company is well placed to execute its partnership strategies
for BNC210 and BNC105. In addition the Company is moving
quickly to commence the clinical trial of BNC105 in women with
ovarian cancer.
Dividends
The directors do not propose to make any recommendation for
dividends for the current financial year. There were no dividends
declared in respect of the previous financial year.
Significant Changes in the State of Affairs
There were no significant changes in the state of affairs of the
Group during the financial year.
Subsequent Events
No matters or circumstances have arisen since the end of the
financial year which significantly affects or may significantly
affect the results of the operations of the Group, except for the
settlement of the sale and leaseback of the Thebarton premises
on 13 July 2011 in line with the contract executed on 29 April
2011.
Likely Developments and Expected Results of Operations
The Group will continue to undertake drug discovery and
will seek to commercialise the outcomes of its research and
development in the form of diagnostic products and drugs for
the treatment of disease.
Further information on likely developments in the operations of
the Group and the expected results of operations have not been
included in this report because further disclosure would not be
in the Group’s best interests.
Environmental Regulation
The Group is subject to environmental regulations and other
licenses in respect of its research facilities in Thebarton (South
Australia) and for Neurofit (France). The Group is subject to
regular inspections and audits by responsible State and Federal
authorities. The Group was in compliance with all the necessary
environmental regulations throughout 2010 - 2011 and no
related issues have arisen since the end of the financial year to
the date of this report.
INFORMATION ON DIRECTORS
Mr Christopher Fullerton BEc
Chairman – Non-Executive
Director since 23 December 2008
Experience and Expertise
Mr Fullerton has extensive experience in investment,
management and investment banking and is a qualified
chartered accountant. He is the Managing Director of Mandalay
Capital Pty Limited, an investor in listed securities and private
equity. Mr Fullerton was non-executive Chairman of Cordlife
Limited and Health Communication Network Limited, and held
non-executive directorships with Global Health Limited, The
Environmental Group Limited, Standard Chartered Australia
Limited, Alliance Properties Limited and Federal Airports
Corporation.
Current Directorships (in addition to Bionomics Limited)
Listed: Nil
Other: Mandalay Capital Pty Limited;
Kador Group Holdings Pty Limited
Former Listed Directorships in Last Three Years
Cordlife Limited; Global Health Limited;
The Environmental Group Limited
Special Responsibilities
Member of Audit and Risk Management Committee
Interests in Shares and Options
4,825,020 ordinary shares in Bionomics Limited
1,000,000 unlisted options over ordinary shares in
Bionomics Limited
30
DIRECTORS'
REPORTe
Dr Deborah Rathjen BSc (Hons), MAICD, PhD
Chief Executive Officer and Managing Director
Director since 18 May 2000
Dr Errol De Souza PhD
Non-Executive Director
Director since 28 February 2008
Experience and Expertise
Dr Rathjen joined Bionomics in June 2000 from Peptech Limited,
where she was general manager of business development
and licensing. Dr Rathjen was a co-inventor of Peptech’s TNF
technology and leader of the company’s successful defence of its
key TNF patents against a legal challenge by BASF. Dr Rathjen
has significant experience in research, business development
and licensing and specific expertise in inflammation and cancer.
Dr Rathjen is Chairperson of the AusBiotech Board.
Current Directorship (in addition to Bionomics Limited)
Listed: Nil
Other: Director and Chairperson of AusBiotech Limited
(since 2008)
Former Listed Directorships in Last Three Years
None
Special Responsibilities
Chief Executive Officer and Managing Director
Interests in Shares and Options
1,343,689 ordinary shares in Bionomics Limited
1,965,000 unlisted options over ordinary shares in Bionomics
Limited
Mr Trevor Tappenden CA, FAICD
Non-Executive Director
Director since 15 September 2006
Experience and Expertise
Mr Tappenden was a partner of Ernst & Young between 1982 and
2003, holding a variety of positions including Managing Partner
of the Melbourne office, member of the Board of Partners,
head of the Victorian Government Services Group and National
Director of the Entrepreneurial Services Division. Mr Tappenden
is a director of public, private, government and not-for-profit
organisations. He is the Chairman of the Audit and Risk
Management Committees of many of those organisations.
Current Directorships (in addition to Bionomics Limited)
Listed companies: Director, Metal Storm Limited
Other: Chairman, Heide Museum of Modern Art; Director,
Buckfast Pty Ltd; Director, Dairy Food Safety Victoria; Director,
Advanced Manufacturing CRC; Councillor, RMIT University
Former Listed Directorships in Last Three Years
None
Special Responsibilities
Chairman of Audit and Risk Management Committee
Interests in Shares and Options
245,899 ordinary shares in Bionomics Limited
500,000 unlisted options over ordinary shares in
Bionomics Limited
Experience and Expertise
Dr De Souza is a leader in research and development concerning
the central nervous system (CNS). He is currently President and
CEO of leading US company Biodel Inc (Nasdaq: BIOD) and is the
former President and CEO of US biotech companies Archemix
Corporation and Synaptic Pharmaceutical Corporation. Dr De
Souza formerly held senior management positions at Aventis
and its predecessor Hoechst Marion Roussel Pharmaceuticals,
Inc. Most recently, he was Senior Vice President and Site Head
of US Drug Innovation and Approval (R&D), at Aventis, where
he was responsible for the discovery and development of
drug candidates through Phase IIa clinical trials for CNS and
inflammatory disorders. Prior to Aventis, he was a co-founder
and Chief Scientific Officer of Neurocrine Biosciences (Nasdaq:
NBIX). Dr De Souza serves on multiple editorial boards, National
Institutes of Health (NIH) Committees and is a director of
several public and private companies.
Current Directorships (in addition to Bionomics Limited)
Listed companies: Nil
Other: Director of Biodel Inc (Nasdaq: BIOD); Director of
Targacept, Inc (Nasdaq: TRGT); Massachusetts Biotechnology
Council
Former Listed Directorships in Last Three Years
Director of IDEXX Laboratories, Inc (Nasdaq: IDXX); Director of
Palatin Technologies, Inc (Amex: PTN)
Special Responsibilities
None
Interests in Shares and Options
116,698 ordinary shares in Bionomics Limited
500,000 unlisted options over ordinary shares in Bionomics
Limited
Company Secretary
The Company Secretary is Ms Melanie Young. Ms Young was
appointed to the position of Company Secretary and Chief
Financial Officer in May 2011. Ms Young has over 12 years
experience, with six years in the medical device field, including
the last two years as CFO of an ASX-listed company covering
all facets of the company’s global finance function. Ms Young
has considerable commercial experience in listed company
reporting requirements, international finances and working
capital management. Ms Young has also gained experience
in negotiating distributor agreements, due diligence, cost
reduction strategies and improving operating efficiencies.
Previously Ms Young worked for Deloitte Touche Tohmatsu
in the Growth Solutions Division. Ms Young holds a Bachelor
of Commerce from Deakin University and is a Chartered
Accountant.
31
Meetings of Directors
The numbers of meetings of the Company’s Board and of each
Board committee held during the year ended 30 June 2011, and
the numbers of meetings attended by each director were:
Meetings
of Audit
and Risk
Management
Committee
A
3
**
3
**
B
3
**
3
**
Full meetings
of directors
A
16
16
16
16
B
16
16
16
16
Mr Christopher Fullerton
Dr Deborah Rathjen*
Mr Trevor Tappenden
Dr Errol De Souza
A = Number of meetings held during the time the director
held office or was a member of the committee during
the year and was entitled to attend.
B = Number of meetings attended.
* = Not a non-executive director.
** = Not a member of the relevant committee,
may attend by invitation.
REMUNERATION REPORT
The remuneration report is set out under the following main
headings:
1. Principles used to determine the nature and amount of
remuneration
2. Details of remuneration
3. Service agreements
4. Share-based compensation
5. Additional information
1. Principles Used to Determine the Nature and Amount of
Remuneration
The objective of the Group’s key management personnel
remuneration framework is to ensure that reward for
performance is competitive and appropriate for the results
delivered. The framework aligns key management personnel
rewards with achievement of strategic objectives and the
creation of value for shareholders.
Key management personnel remuneration and other terms
of employment are determined by the Board having regard
to performance, relevant comparative information and the
Group’s financial performance.
to attract and retain first class key management personnel
capable of managing the Group’s operations and achieving
the Group’s strategic objectives.
The framework provides a mix of base cash remuneration
and performance-based remuneration through the
Bionomics Limited Employee Share Option Plan (the
Bionomics ESOP) in order to align the interests of key
management personnel with those of shareholders.
Non-Executive Directors
Fees and payments to non-executive directors reflect the
demands that are made on and the responsibilities of the
directors. To preserve the cash resources of the Group,
all non-executive directors opted up until 30 June 2010 to
receive approximately one third of their remuneration in
Bionomics shares, which were issued following shareholder
approval at an AGM. The non-executive directors did not opt
for this during the year ended 30 June 2011.
Non-executive directors may receive share options at the
time of their initial appointment to the Board or at other such
times as approved by shareholders.
Directors’ Fees
Non-executive directors’ fees are determined within an
aggregate directors’ fee pool limit that is periodically
recommended for approval by shareholders under the
Constitution. The current aggregate non-executive directors’
fee pool limit is $400,000 per annum. The Chairman and
non-executive directors’ fees are $110,000 per annum and
$65,000 per annum respectively, inclusive of superannuation.
The Chairman of the Audit and Risk Management Committee,
Mr Trevor Tappenden, received an additional $10,000 per
annum inclusive of superannuation for services relating to
his Audit and Risk Management Committee duties. Dr Errol
De Souza received an additional $10,000 per annum inclusive
of superannuation for being a member of the Scientific
Advisory Board.
Any value that may be attributed to options issued to non-
executive directors is not included in the shareholder
approved aggregate limit of directors’ fees applying from
time to time.
Retirement Allowance for Directors
The Group does not provide retirement allowances for its
non-executive directors.
key Management Personnel Remuneration
The key management personnel pay and reward framework
has three components:
q a cash remuneration package, including superannuation
and other entitlements;
q longer-term incentives through participation in the
Remuneration packages are set at levels that are intended
Bionomics ESOP; and
32
DIRECTORS’
REPORTe
q in exceptional circumstances, a cash bonus may be paid.
2. Details of Remuneration
The combination of these comprises the key management
personnel’s total remuneration.
Base Remuneration
Details of the remuneration of each director of Bionomics
and each of the other key management personnel (as defined
in the Corporations Act, 2001) are set out in the following
tables.
The cash remuneration package of key management
personnel is structured as a total employment cost package
that may be delivered as a mix of cash and prescribed
salary sacrifice benefits at the key management personnel’s
discretion, inclusive of superannuation.
Remuneration levels are reviewed annually and an
assessment made against market comparable roles
balanced with individual key management personnel’s
performance and the Group’s financial position. The key
management personnel’s remuneration may also be
reviewed on promotion. The Board reviews and approves the
salary of the Chief Executive Officer and Managing Director
and key management personnel directly reporting to the
Chief Executive Officer and Managing Director.
There is no policy or monitoring of other key management
personnel limiting their risk in relation to issued options.
There is no link between the Company’s performance and the
setting of remuneration except as discussed on page 36 in
relation to options for certain executives.
There are no guaranteed base pay increases for key
management personnel.
Retirement Benefits
Retirement benefits through superannuation are paid for
all Group employees in line with relevant superannuation
legislative requirements into funds nominated by the
individual employee. The Group does not have any on-going
responsibility for the individual employee superannuation
and does not have in place a defined benefits plan for
employees.
The Bionomics ESOP
Information on the Bionomics ESOP is set out in section 4
of this Remuneration Report.
Non-Executive Chairman
Mr Christopher Fullerton
Executive Director
Dr Deborah Rathjen, Chief Executive Officer
and Managing Director
Non-Executive Directors
Mr Trevor Tappenden
Dr Errol De Souza
The following persons were the highest paid key Company
and Group executives and those with greatest authority for
the strategic direction and management of the Group (key
management personnel) during the financial year and the
prior year unless otherwise stated:
Name
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Ms Melanie Young
(appointed 9 May 2011)
Mr Trevor Thiele
(resigned 13 May 2011)
Position
Director of Research
(Neurofit SAS)
Vice President Drug Discovery
Vice President Research
and Development
Chief Financial Officer
and Company Secretary
Chief Financial Officer
and Company Secretary
Details of options granted by Bionomics to and exercised by
directors and key management personnel during the year
ended 30 June 2011 are set out further in this note.
33
TOTAL
$
154,517
463,647
78,935
83,469
176,186
184,091
225,436
SHARE-BASED PAYMENTS
SHARES
$
OPTIONS
$
OPTIONS
% OF TOTAL
44,517
13,647
3,935
8,469
1,087
14,091
5,436
28.81
2.94
4.99
10.15
0.62
7.65
2.41
–
–
–
–
–
–
–
–
–
–
–
–
23,975
32,942
124,124
14.31
7.66
230,222
1,620,478
Directors and Other key Management Personnel – 2011
SHORT-TERM BENEFITS
CASH
SALARY
AND FEES
$
NON-
MONETARY
BENEFITS
$
100,917
363,188
68,807
75,000
175,099
155,963
195,000
–
71,613
–
–
–
–
9,801
POST
EMPLOY-
MENT
SUPERAN-
NUATION
$
9,083
15,199
6,193
–
–
14,037
15,199
20,999
996
1,980
151,893
1,306,866
31,735
114,145
13,652
75,343
NAME
Mr Christopher Fullerton
Dr Deborah Rathjen
Mr Trevor Tappenden
Dr Errol De Souza
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Ms Melanie Young
(appointed 9 May 2011)
Mr Trevor Thiele
(resigned 13 May 2011)
TOTALS
In lieu of cash bonuses Dr Harvey and Dr Kremmidiotis received options valued at $5,436 each during the year. Bonuses paid as
options in July 2010 were dependent on the satisfaction of the individual’s performance criteria. Dr Andriambeloson’s cash salary
includes a bonus payable of $12,556 relating to the agreed performance objectives of the Neurofit business unit for the year ended
30 June 2011. Mr Trevor Thiele was granted options valued at $32,942 in July 2010. These options lapsed upon resignation and the
vesting conditions were not met. Executive managers are able to package their salaries into cash and non-monetary benefits.
Directors and Other key Management Personnel – 2010
SHORT-TERM BENEFITS
CASH
SALARY
AND FEES
$
NON-
MONETARY
BENEFITS
$
41,515
294,061
34,250
37,333
17,275
146,229
103,028
146,139
-
51,478
-
-
–
–
–
2,400
POST
EMPLOY-
MENT
SUPERAN-
NUATION
$
3,736
14,461
3,083
-
1,555
–
11,972
14,461
SHARE-BASED PAYMENTS
SHARES
$
OPTIONS
$
OPTIONS
% OF TOTAL
29,692
45,600
13,667
18,272
9,436
–
30,000
38,000
16,200
10,271
59,080
7,562
11,088
4,926
2,377
14,784
–
–
–
12.05
12.71
12.91
16.63
14.84
1.60
9.25
–
–
–
TOTAL
$
85,214
464,680
58,562
66,693
33,192
148,606
159,784
201,000
115,357
100,137
104,175
2,800
7,582
–
67,543
992,348
9,507
66,185
6,887
63,737
200,867
110,088
7.68
1,433,225
NAME
Mr Christopher Fullerton
Dr Deborah Rathjen
Mr Trevor Tappenden
Dr Errol De Souza
Dr Peter Jonson
(retired 4 November 2009)
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Mr Trevor Thiele
(appointed 14 December 2009)
Mr Stephen Birrell
(resigned 18 December 2009)
TOTALS
34
DIRECTORS’
REPORTe
In 2010, approximately one third of non-executive directors’ fees were paid via the issuance of shares to these directors as a direct
measure to conserve cash for the Group. Issuance of these shares was subject to the approval by shareholders at the AGM.
In 2010, Dr Rathjen, Dr Harvey, Dr Kremmidiotis and Mr Birrell received $45,600, $30,000, $38,000 and $16,200 respectively of
shares in lieu of salary in order to conserve the Group’s cash reserves. In 2010, cash salary for Dr Andriambeloson included a cash
bonus of $19,157.
Options are granted to directors and other key management personnel under the Bionomics ESOP, details of which are set out in
section 4 of this Remuneration Report.
No director or senior management person appointed during the period received a payment as part of their consideration for agreeing
to hold the position.
3. Service Agreements
Remuneration and other terms of employment for the
Chief Executive Officer and Managing Director and the
other key management personnel are formalised in service
agreements. Major provisions of the agreements relating to
remuneration are set out below:
Dr Deborah Rathjen
Chief Executive Officer and Managing Director
q Term of agreement – five years commencing 15 October 2010.
q Total remuneration package for the year ended 30 June
2011 of $450,000 per annum (excluding options), to be
reviewed annually by the Board.
q Payment of termination benefit on early termination by the
employer without cause equal to six months’ salary. In the
event of redundancy, purchase or merger of Bionomics by
a third party resulting in a material diminution in duties, an
additional six months’ salary will be paid.
Dr Emile Andriambeloson
Director of Research Neurofit SAS
q Term of agreement – open commencing 1 March 2005.
q Total remuneration package for the year ended 30 June
2011 of $162,543 per annum (excluding options and cash
bonus), to be reviewed annually by the Chief Executive
Officer and Managing Director and approved by the Board.
q Payment of termination benefit on early termination by the
employer without cause equal to three months’ salary.
Dr Andrew Harvey
Vice President Drug Discovery
q Term of agreement – open commencing 5 January 2009.
q Total remuneration package for the year ended 30 June
2011 of $170,000 per annum (excluding options), to be
reviewed annually by the Chief Executive Officer and
Managing Director and approved by the Board.
q Payment of termination benefit on early termination by the
employer without cause equal to one month’s salary.
Dr Gabriel kremmidiotis
Vice President Research and Development
q Term of agreement – open commencing 1 January 2002.
q Total remuneration package for the year ended 30 June
2011 of $220,000 per annum (excluding options), to be
reviewed annually by the Chief Executive Officer and
Managing Director and approved by the Board.
q Payment of termination benefit on early termination by the
employer without cause equal to one month’s salary.
Ms Melanie Young
Chief Financial Officer and Company Secretary
q Term of agreement – open commencing 9 May 2011.
q Total remuneration package for the year ended 30 June
2011 of $170,000 per annum to be reviewed annually by
the Chief Executive Officer and Managing Director and
approved by the Board.
q Payment of termination benefit on early termination by the
employer without cause equal to three months’ salary. In
the event of redundancy, purchase or merger of Bionomics
by a third party resulting in a material diminution in duties,
six months’ salary will be paid.
4. Share-based Compensation
Share-based compensation benefits are provided to
employees via the Bionomics ESOP and an Employee
Share Plan.
The market value of shares issued to employees for no cash
consideration under the Employee Share Plan is recognised
as an employee benefits expense with a corresponding
increase in equity when the employees become
unconditionally entitled to the shares.
The Bionomics ESOP was approved by the Board and
Shareholders in 2008. Staff eligible to participate in the plan
are those who have been a full time or part time employee
of the Group for a period of not less than six months or a
director of the Company.
35
Options are granted under the plan for no consideration and
vest equally over five years, unless they are bonus options
which vest immediately.
Share Options Granted Before 7 November 2002 and / or
Vested Before 1 january 2005
No expense is recognised in respect of these options. The
shares are recognised when the options are exercised and
the proceeds received allocated to share capital.
Share Options Granted After 7 November 2002 and Vested
After 1 january 2005
The fair value of options granted under the Bionomics
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 amounts disclosed as remuneration relating to options
are the assessed fair values at grant date of those options
allocated equally over the period from grant date to vesting
date. Fair values at grant date are independently determined
using a Black-Scholes option pricing model that takes into
account the exercise price, the term of the option, the vesting
and performance criteria, the impact of dilution, the non-
tradeable nature of the option, the share price at grant date,
expected price volatility of the underlying share, the expected
dividend yield and the risk-free interest rate for the term of
the option.
The terms and conditions of each grant of options affecting remuneration of directors and other key management personnel in this or
future reporting periods are as follows:
GRANT
DATE
GRANTED IN PRIOR PERIODS
ExPIRY
DATE
ExERCISE
PRICE
FAIR VALUE PER
OPTION AT GRANT DATE
VESTING
DATE
june 2002
October 2004
january 2005
May 2006
November 2006
january 2007
October 2007
january 2008
july 2008
14 June 2012
10 June 2012
19 June 2012
19 June 2013
17 February 2013
17 February 2014
17 February 2015
7 July 2012
8 July 2013
9 July 2014
10 July 2015
11 July 2016
16 November 2012
16 November 2013
16 November 2014
16 November 2015
16 November 2016
$0.81
$0.81
$0.13
$0.13
$0.30
$0.30
$0.30
$0.22
$0.22
$0.22
$0.22
$0.22
$0.30
$0.30
$0.30
$0.30
$0.30
12 January 2012
$0.2150
4 October 2012
11 January 2013
1 July 2013
$0.29
$0.38
$0.36
$0.4078
$0.4390
$0.1668
$0.1704
$0.1234
$0.1289
$0.1335
$0.1205
$0.1260
$0.1306
$0.1343
$0.1373
$0.1147
$0.1211
$0.1264
$0.1307
$0.1343
$0.1453
$0.2140
$0.1879
$0.1579
14 June 2007
10 June 2007
19 June 2007
19 June 2008
18 February 2008
18 February 2009
18 February 2010
7 July 2007
7 July 2008
7 July 2009
7 July 2010
7 July 2011
16 November 2007
16 November 2008
16 November 2009
16 November 2010
16 November 2011
12 January 2007
4 October 2007
11 January 2008
1 July 2008
36
DIRECTORS’
REPORTe
GRANT
DATE
GRANTED IN PRIOR PERIODS cont.
November 2008
january 2009
june 2009
November 2009
GRANTED IN CURRENT PERIOD
july 2010
November 2010
ExPIRY
DATE
ExERCISE
PRICE
FAIR VALUE PER
OPTION AT GRANT DATE
VESTING
DATE
5 November 2013
5 November 2014
5 November 2015
5 November 2016
5 November 2017
5 November 2013
7 August 2014
7 August 2015
7 August 2016
$0.30
$0.30
$0.30
$0.30
$0.30
$0.3716
$0.3716
$0.3716
$0.3716
12 January 2014
$0.2976
15 June 2014
15 June 2015
15 June 2016
15 June 2017
15 June 2018
15 June 2019
4 November 2015
4 November 2016
4 November 2017
4 November 2018
4 November 2019
22 July 2015
4 November 2015
4 November 2016
4 November 2017
4 November 2018
4 November 2019
$0.25
$0.25
$0.25
$0.25
$0.25
$0.25
$0.30
$0.30
$0.30
$0.30
$0.30
$0.32
$0.31
$0.31
$0.31
$0.31
$0.31
$0.0875
$0.0963
$0.1042
$0.1114
$0.1178
$0.0737
$0.0828
$0.0915
$0.0993
$0.0520
$0.1173
$0.1250
$0.1315
$0.1370
$0.1415
$0.1455
$0.1147
$0.1229
$0.1301
$0.1367
$0.1427
$0.1208
$0.0916
$0.1007
$0.1088
$0.1160
$0.1224
5 November 2008
5 November 2009
5 November 2010
5 November 2011
5 November 2012
5 November 2008
7 August 2009
7 August 2010
7 August 2011
12 January 2009
15 June 2009
15 June 2010
15 June 2011
15 June 2012
15 June 2013
15 June 2014
4 November 2010
4 November 2011
4 November 2012
4 November 2013
4 November 2014
22 July 2010
4 November 2010
4 November 2011
4 November 2012
4 November 2013
4 November 2014
Options granted under the plan carry no dividend or voting rights.
Options Provided as Remuneration under the ESOP in the Current Year
Details of options over ordinary shares in the Company provided as remuneration to each director and each of the other key
management personnel are set out below. When exercisable, each option is convertible into one ordinary share of Bionomics.
During the year, options were issued to the following directors and other key management personnel:
NAME
NUMBER
GRANTED
DATE
GRANTED
TOTAL FAIR
VALUE $
NUMBER
VESTED
% OF GRANT
VESTED
% OF GRANT
FORFEITED
Mr Christopher Fullerton1
500,000
4 Nov 2010
Dr Andrew Harvey2
Dr Gabriel Kremmidiotis2
Mr Trevor Thiele1
45,000
45,000
22 Jul 2010
22 Jul 2010
500,000
12 Jul 2010
53,949
5,436
5,436
63,377
100,000
45,000
45,000
–
20%
100%
100%
–
–
–
–
–
1 the options vest after completion of a specified service period.
2 the options vested immediately.
37
Options Exercised in the Current Year
During the year, the following directors and key management personnel exercised options that were granted to them as part of their
compensation. Each option converts into one ordinary share of Bionomics
NAME
Dr Deborah Rathjen
NUMBER OF OPTIONS
ExERCISED
NUMBER OF
ORDINARY SHARES
ISSUED
437,300
437,300
AMOUNT
PAID
$
58,357
AMOUNT
UNPAID
$
–
The following table summarises the value of options granted, exercised or lapsed during the financial year to directors and key
management personnel:
NAME
Mr Christopher Fullerton
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Dr Deborah Rathjen
Mr Trevor Thiele
VALUE OPTIONS GRANT AT
THE GRANT DATE
$
VALUE OF OPTIONS ExER-
CISED AT THE ExERCISE DATE
$
VALUE OF OPTIONS LAPSED
AT THE DATE OF LAPSE
$
53,949
5,436
5,436
–
63,377
–
–
–
58,357
–
–
–
(6,485)
–
(63,377)
(i) the value of options granted during the period is recognised in compensation over the vesting period of the grant, in accordance
with Australian Accounting Standards.
(ii) the value of options lapsing during the period due to the failure to satisfy a vesting condition is determined assuming the vesting
condition has been satisfied.
5. Additional Information
Principles used to determine the nature and amount of remuneration; relationship between remuneration and company
performance
Base salary amounts are determined based on market information for similar roles in comparable companies. Other than
market information, there is no link between the base salary determination and company performance. The calculation of the key
management personnel annual bonus is set against the achievement of specified milestones and targets approved by the Board.
Milestones and targets generally relate to achieving developmental milestones for each pipeline project, such as achieving IND
registrations by particular dates or project related milestones by particular dates. These milestones are established to support
the Company achieving its overall objectives.
The tables below set out summary information about the consolidated entity’s earnings and movements in shareholder wealth for
the five years to 30 June 2011.
30 jUNE 2011
$
30 jUNE 2010
$
30 jUNE 2009
$
30 jUNE 2008
$
30 jUNE 2007
$
Revenue
Net Loss before tax
Net Loss after tax
4,071,798
(10,106,903)
(9,356,497)
3,848,469
(8,214,082)
(8,214,082)
4,296,496
(6,899,183)
(6,862,299)
5,256,963
(5,142,954)
(4,783,917)
1,412,882
(7,898,735)
(5,449,798)
38
DIRECTORS’
REPORTe
30 jUNE 2011
CENTS
30 jUNE 2010
CENTS
30 jUNE 2009
CENTS
30 jUNE 2008
CENTS
30 jUNE 2007
CENTS
Share price at start of year
Share price at end of year
Dividends paid
Basic earnings per share
Diluted earnings per share
27.0
55.5
–
(2.9)
(2.9)
21.0
27.0
–
(2.7)
(2.7)
34.0
21.0
–
(2.8)
(2.7)
37.0
34.0
–
(2.1)
(2.1)
17.0
37.0
–
(3.0)
(3.0)
Other Transactions with Directors and Other key Management Personnel
There were no other transactions with directors or other key management personnel during the financial year.
OTHER INFORMATION
Shares Under Option
Information relating to shares under option is set out in section 4 of the Remuneration Report.
Shares Issued on the Exercise of Options
1,377,500 ordinary shares of Bionomics were issued during the year ended 30 June 2011 on the exercise of options granted under the
Bionomics ESOP.
Insurance of Officers
During the financial year, the Company paid a premium to insure the Directors and Officers (D&O) of the Company. Under the terms of
this policy the premium paid by the Company is not permitted to be disclosed.
The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be brought against the
D&O in their capacity as D&O of the Company, and any other payments arising from liabilities incurred by the D&O in connection with
such proceedings, other than where such liabilities arise out of conduct involving a wilful breach of duty by the D&O or the improper
use by the D&O of their position or of information to gain advantage for themselves or someone else or to cause detriment to the
Company.
It is not possible to apportion the premium between amounts relating to the insurance against legal costs and those relating to other
liabilities.
The Company has not otherwise, during or since the end of the financial year, except to the extent permitted by law, indemnified
or agreed to indemnify an officer or auditor of the Company or of any related body corporate against a liability incurred as such an
officer or auditor.
Non-audit Services
The Company may decide to employ the external auditor on assignments additional to their statutory audit duties where the external
auditor’s expertise and experience with the Group are important.
Details of the amounts paid to the external auditor for audit and non-audit services provided during the year are set out in note 26 to
the financial statements.
The Board has considered the position and, in accordance with the advice received from the Audit and Risk Management Committee,
is satisfied that the provision of the non-audit services is compatible with the general standard of independence for external
auditors imposed by the Corporations Act 2001. The directors are satisfied that the provision of non-audit services by the external
auditor, as set out in note 26 to the financial statements, did not compromise the external auditor independence requirements of the
Corporations Act 2001 for the following reasons:
q All non-audit services have been reviewed by the Audit and Risk Management Committee to ensure they do not impact the integrity,
impartiality and objectivity of the external auditor, and
q None of the services undermine the general principles relating to auditor independence as set out in Code of Conduct APES 110,
Code of Ethics for Professional Accountants, issued by the Accounting Professional & Ethical Standards Board, including reviewing
or auditing the external auditor’s own work, acting in a management or a decision-making capacity for the Company, acting as
advocate for the Company or jointly sharing economic risk and rewards.
39
External Auditor
Deloitte Touche Tohmatsu continues in office in accordance with section 327 of the Corporations Act 2001.
A copy of the auditors’ independence declaration as required under section 307C of the Corporations Act 2001 is set out on page 40.
This Directors’ Report is signed in accordance with a resolution of directors made pursuant to Section 298(2) of the Corporations
Act 2001.
Christopher Fullerton
Deborah Rathjen
Chairman
Adelaide
17 August 2011
Chief Executive Officer and Managing Director
Adelaide
17 August 2011
40
DIRECTORS’
REPORTe
41
ANNUAL FINANCIAL
STATEMENTSe
FOR THE YEAR ENDED 30 jUNE 2011
TABLE OF CONTENTS
PG 41
PG 42
PG 43
PG 44
PG 45
PG 46
PG 84
PG 85
PG 87
ANNUAL FINANCIAL STATEMENTS
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
DIRECTORS’ DECLARATION
INDEPENDENT AUDIT REPORT
SHAREHOLDER INFORMATION
This financial statement covers both Bionomics Limited (“Bionomics”) as an individual entity (note 31) and the Group
consisting of Bionomics and its subsidiaries. A description of the nature of the Group’s operations and its principal
activities is included throughout the Annual Report and the Directors’ Report. The financial statement is presented in
Australian dollars.
Bionomics is a company limited by shares, incorporated and domiciled in Australia. It is listed on the ASX (ASX code:
BNO) and its registered office is 31 Dalgleish Street, Thebarton, SA 5031.
Through the internet, we have ensured that our corporate reporting is timely, complete and available globally at
minimum cost to the company. All press releases, financial statements and other information are available on our
website www.bionomics.com.au.
42
CONSOLIDATED STATEMENT
OF COMPREHENSIVE INCOMEe
FOR THE FINANCIAL YEAR ENDED 30 jUNE 2011
CONTINUING OPERATIONS
Revenue
Other income
Expenses
Administrative
Financing costs
Occupancy
Compliance
Loss on disposal of assets
Research and development
Loss before tax
Income tax benefit
NOTE
4
4
5
5
6
Loss for the year after income tax from continuing operations
Other comprehensive income
Exchange differences on translation of foreign operations
Total comprehensive income for the year from continuing operations
Loss attributable to:
Owners of the Company
2011
$
4,071,798
64,625
4,136,423
2,203,258
305,925
920,906
900,456
816,121
9,096,660
(10,106,903)
750,406
(9,356,497)
(69,203)
(9,425,700)
2010
$
3,848,469
34,618
3,883,087
1,818,544
247,850
958,512
477,334
8,474
8,586,455
(8,214,082)
–
(8,214,082)
(294,756)
(8,508,838)
(9,425,700)
(8,508,838)
EARNINGS PER SHARE FROM CONTINUING OPERATIONS
Basic loss per share
Diluted loss per share
NOTE
29
29
2011
CENTS
(2.9)
(2.9)
2010
CENTS
(2.7)
(2.7)
The above statement of comprehensive income should be read in conjunction with the accompanying notes.
CONSOLIDATED STATEMENT
OF FINANCIAL POSITIONe
AS AT 30 jUNE 2011
43
NOTE
2011
$
2010
$
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Inventories
Other assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
Intangible assets
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Borrowings
Provisions
Other liabilities
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Other payables
Borrowings
Provisions
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EqUITY
Issued capital
Reserves
Accumulated losses
TOTAL EqUITY
7
8
9
10
12
13
14
15
16
17
14
15
16
18
19
20
16,052,230
8,448,810
42,646
342,329
24,886,015
302,704
9,120,180
9,422,884
34,308,899
1,876,625
2,827,622
728,077
47,774
5,480,098
50,000
7,402
72,219
129,621
5,609,719
28,699,180
87,690,990
694,861
(59,686,671)
28,699,180
12,612,244
847,104
113,075
323,640
13,896,063
7,907,530
9,710,878
17,618,408
31,514,471
1,937,712
626,944
600,642
70,396
3,235,694
50,000
2,692,209
70,680
2,812,889
6,048,583
25,465,888
75,114,469
3,187,102
(52,835,683)
25,465,888
The above statement of financial position should be read in conjunction with the accompanying notes.
44
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITYe
FOR THE FINANCIAL YEAR ENDED 30 jUNE 2011
FOREIGN
CURRENCY
TRANS-
LATION
RESERVE
$
SHARE-
BASED
PAYMENTS
RESERVE
$
ISSUED
CAPITAL
$
ASSET RE-
VALUATION
RESERVE
$
ACCUMU-
LATED
LOSSES
$
TOTAL
$
Balance at 1 july 2009
59,969,571
(188,315)
1,029,404
2,505,509
(44,621,601)
18,694,568
Loss for the period
Exchange differences on translation
of foreign operations
Total comprehensive income
for the period
Recognition of share–based payments
Issue of ordinary shares under
Employee Share Option Plan
Issue of ordinary shares, net of
transaction costs
–
–
–
–
464,898
14,680,000
–
(294,756)
(294,756)
–
–
–
–
–
–
135,260
–
–
–
–
–
–
–
–
(8,214,082)
(8,214,082)
–
(294,756)
(8,214,082)
(8,508,838)
–
–
–
135,260
464,898
14,680,000
Balance at 30 june 2010
75,114,469
(483,071)
1,164,664
2,505,509
(52,835,683)
25,465,888
Balance at 1 july 2010
75,114,469
(483,071)
1,164,664
2,505,509
(52,835,683)
25,465,888
Loss for the period
Exchange differences on translation
of foreign operations
Total comprehensive income
for the period
Transfer to accumulated losses
Recognition of share–based payments
Issue of ordinary shares under
Employee Share Option Plan
Issue of ordinary shares, net of
transaction costs
–
–
–
–
–
314,733
12,261,788
–
(69,203)
(69,203)
–
–
–
–
–
–
–
–
82,471
–
–
Balance at 30 june 2011
87,690,990
(552,274)
1,247,135
–
–
–
(9,356,497)
(9,356,497)
–
(69,203)
(9,356,497)
(9,425,700)
(2,505,509)
2,505,509
–
82,471
314,733
12,261,788
–
–
–
(59,686,671)
28,699,180
–
–
–
–
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
CONSOLIDATED STATEMENT
OF CASH FLOWSe
FOR THE FINANCIAL YEAR ENDED 30 jUNE 2011
45
NOTE
Cash flows from operating activities
Grants received
Receipts from customers
Payments to suppliers and employees
Financing costs
Net cash outflow from operating activities
27
Cash flows from investing activities
Interest received
Payments for purchases of property, plant & equipment
Payments for purchases of intangibles
Net cash inflow from investing activities
Cash flows from financing activities
Repayment of borrowings
Proceeds from borrowings
Net proceeds from share issues
Net cash inflow from financing activities
Net increase in cash and cash equivalents
Cash at the beginning of the financial year
Effect of exchange rate changes on the balances of cash
held in foreign currency
2011
$
64,625
3,669,691
(12,407,799)
(8,673,483)
(305,925)
(8,979,408)
407,748
(75,886)
-
331,862
(484,128)
-
12,576,521
12,092,393
3,444,847
12,612,244
(4,861)
2010
$
34,618
3,273,698
(10,160,091)
(6,851,775)
(247,850)
(7,099,625)
467,869
(42,911)
(2,992)
421,966
(400,430)
25,698
14,944,030
14,569,298
7,891,639
4,757,200
(36,595)
Cash and cash equivalents at the end of the year
7
16,052,230
12,612,244
The above statement of cash flows should be read in conjunction with the accompanying notes.
46
NOTES TO THE
FINANCIAL STATEMENTSe
FOR THE FINANCIAL YEAR ENDED 30 jUNE 2011
TABLE OF CONTENTS
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NOTE 1
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
NOTE 2
CRITICAL ACCOUNTING ESTIMATES AND jUDGEMENTS
NOTE 3
NOTE 4
SEGMENT INFORMATION
REVENUE AND OTHER INCOME
NOTE 5
ExPENSES
NOTE 6
INCOME TAxES
NOTE 7
NOTE 8
CASH AND CASH EQUIVALENTS
TRADE AND OTHER RECEIVABLES
NOTE 9
INVENTORIES
NOTE 10
OTHER ASSETS
NOTE 11
SUBSIDIARIES
NOTE 12
PROPERTY, PLANT AND EQUIPMENT
NOTE 13
INTANGIBLE ASSETS
NOTE 14
TRADE AND OTHER PAYABLES
NOTE 15
BORROWINGS
NOTE 16
PROVISIONS
NOTE 17
OTHER LIABILITIES
NOTE 18
ISSUED CAPITAL
NOTE 19
RESERVES
NOTE 20
ACCUMULATED LOSSES
NOTE 21
CONTINGENCIES
NOTE 22
FINANCIAL INSTRUMENTS
NOTE 23
kEY MANAGEMENT PERSONNEL DISCLOSURES
NOTE 24
COMMITMENTS FOR ExPENDITURE
NOTE 25
EVENTS OCCURRING AFTER REPORTING DATE
NOTE 26
REMUNERATION OF AUDITORS
NOTE 27
CASH FLOW INFORMATION
NOTE 28
NON-CASH FINANCING ACTIVITIES
NOTE 29
LOSS PER SHARE
NOTE 30
RELATED PARTY TRANSACTIONS
NOTE 31
PARENT ENTITY INFORMATION
47
NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
This financial report includes the consolidated financial
statements and notes of Bionomics Limited and its controlled
entities, the Group.
Statement of Compliance
These financial statements are general purpose financial
statements which have been prepared in accordance with
the Corporations Act 2001, Accounting Standards and
Interpretations, and comply with other requirements of the law.
These financial statements comprise the consolidated financial
statements of the Group.
Accounting Standards include Australian Accounting Standards.
Compliance with Australian Accounting Standards ensures
that the financial statements and notes of the Company and the
Group comply with International Financial Reporting Standards
(IFRS).
The financial statements were authorised for issue by the
directors on 17 August 2011.
Basis of Preparation
The consolidated financial statements have been prepared
on the basis of historical cost, except for certain non-current
assets and financial instruments that are measured at revalued
amounts or fair values, as explained in the following accounting
policies. Historical cost is generally based on the fair values of
the consideration given in exchange for assets. All amounts are
presented in Australian dollars unless otherwise noted.
Adoption of New and Revised Accounting Standards
In the current year, the Group has adopted all of the new and
revised Standards and Interpretations issued by the Australian
Accounting Standards Board (the AASB) that are relevant to its
operations and effective for the current annual reporting period.
Standards and Interpretations Adopted with No Effect on
Financial Statements
The following new and revised Standards and Interpretations
have also been adopted in these financial statements. Their
adoption has not had any significant impact on the amounts
reported in these financial statements but may affect the
accounting for future transactions or arrangements.
AASB 2009-5 ‘Further Amendments to Australian Accounting
Standards arising from the Annual Improvements Project’
The application of AASB 2009-5 has not had any material effect
on amounts reported in the financial statements.
AASB 2009-8 ‘Amendments to Australian Accounting Standards
– Group Cash-Settled Share-based Payment Transactions’
AASB 2009-10 ‘Amendments to Australian Accounting Standards
– Classification of Rights Issues’
The application of AASB 2009-8 makes amendments to AASB 2
‘Share-based Payment’ to clarify the scope of AASB 2, as well
as the accounting for group cash-settled share-based payment
transactions in the separate (or individual) financial statements
of an entity receiving the goods or services when another group
entity or shareholder has the obligation to settle the award.
To date, the Group has not entered into any arrangements that
would fall within the scope of the amendments.
The application of AASB 2009-10 makes amendments to AASB
132 ‘Financial Instruments: Presentation’ to address the
classification of certain rights issues denominated in a foreign
currency as either an equity instrument or as a financial liability.
To date, the Group has not entered into any arrangements that
would fall within the scope of the amendments
AASB 2010-4 ‘Further Amendments to Australian Accounting
Standards arising from the Annual Improvements Project’
The application of AASB 2010-4 has not had any material effect
on amounts reported in the financial statements.
48
NOTES TO THE
FINANCIAL STATEMENTSe
Standards and Interpretations in Issue Not Yet Adopted
At the date of the financial statements, the Standards and
Interpretations listed below were in issue but not yet effective.
Accounting Policies
The following significant accounting policies have been adopted
in the preparation and presentation of the financial report.
EFFECTIVE
FOR ANNUAL
REPORTING
PERIODS
BEGINNING
ON OR AFTER
1 January
2011
ExPECTED
TO BE
INITIALLY
APPLIED
IN THE
FINANCIAL
YEAR
ENDING
30 June
2012
1 January
2013
30 June
2014
1 January
2011
30 June
2012
1 January
2011
1 July
2011
30 June
2012
30 June
2012
1 January
2012
30 June
2013
STANDARD /
INTERPRETATION
AASB124 ‘Related Party
Disclosures’ (revised
December 2009), AASB 2009-
12 ‘Amendments to Australian
Accounting Standards’
AASB 9 ‘Financial Instru-
ments’, AASB 2009-11
‘Amendments to Australian
Accounting Standards arising
from AASB 9’ and AASB 2010-
7 ‘Amendments to Australian
Accounting Standards arising
from AASB 9 (December
2010)’
AASB 2009-14 ‘Amendments
to Australian Interpretation
– Prepayments of a Minimum
Funding Requirement’
AASB 2010-5 ‘Amendments
to Australian Accounting
Standards’
AASB 2010-6 ‘Amendments
to Australian Accounting
Standards – Disclosures on
Transfers of Financial Assets’
AASB 2010-8 ‘Amendments to
Australian Accounting Stand-
ards – Deferred Tax: Recovery
of Underlying Assets’
(a) Principles of Consolidation
The consolidated financial statements comprise the
financial statements of Bionomics and its subsidiaries as at
30 June 2011.
The financial statements of the subsidiaries are prepared
for the same reporting period as the parent entity, using
consistent accounting policies where possible. Adjustments
are made to bring into line any dissimilar accounting policies
that may exist.
All intercompany balances and transactions, including
unrealised profits arising from intra-group transactions,
have been eliminated in full.
Subsidiaries are consolidated from the date on which control
is obtained and cease to be consolidated from the date on
which control ceases.
Where there is loss of control of a subsidiary, the
consolidated financial statements include the results for the
part of the reporting period during which the Company has
control.
(b) Foreign Currency
(i) Functional and Presentation Currency
Items included in the financial statements of each of
the Group’s entities are measured using the currency of
the primary economic environment in which the entity
operates (the functional currency). The consolidated
financial statements are presented in Australian dollars
which is Bionomics’ functional and presentation currency.
(ii) Transactions and Balances
Foreign currency transactions are translated into the
functional currency using the exchange rates prevailing
at the dates of the transactions. Foreign exchange
gains and losses resulting from the settlement of
such transactions and from the translation at period-
end exchange rates of monetary assets and liabilities
denominated in foreign currencies are recognised in
profit and loss.
Exchange differences on monetary items are recognised in
profit or loss in the period in which they arise except for:
q exchange differences on transactions entered into in order
to hedge certain foreign currency risks; and
q exchange differences on monetary items receivable from
or payable to a foreign operation for which settlement is
neither planned nor likely to occur (therefore forming part
of the net investment in the foreign operation), which are
recognised initially in other comprehensive income and
reclassified from equity to profit or loss on repayment of
the monetary items.
49
(iii) Group Companies
(e) Income Tax
The results and financial position of all the Group entities
that have a functional currency different from the
presentation currency (Australian dollars) are translated
into the presentation currency as follows:
q assets and liabilities for each statement of financial
position presented are translated at the closing rate at
the date of that statement;
q income and expenses for each statement of
comprehensive income are translated at the average
exchange rate for the period; and
q all resulting exchange differences are recognised
in other comprehensive income and accumulated in
equity.
Goodwill and fair value adjustments arising on the
acquisition of a foreign entity are treated as assets and
liabilities of the foreign entity and translated at the
closing rate.
(c) Revenue Recognition
Interest revenue is recognised on an accruals basis using the
effective interest rate method.
License and service income is recognised in accordance with
the underlying agreement. Rental income is recognised on a
straight line basis over the term of the lease.
Where a license agreement has a fixed fee in a non-
cancellable contract which permits the licensee to exploit
those rights freely and the Group has no remaining
obligations to perform, the fee is treated as a sale. Where
these conditions have not been met, the license fee is
amortised over the life of the licensing agreement.
License revenues received in respect of future accounting
periods are deferred until the Group has fulfilled its
obligations under the terms of the agreement.
Unamortised license fee revenue is recognised in the
statement of financial position as deferred income.
Research and development work performed for a fee is
recognised based on the stage of completion of the research
and development.
Revenue from a contract to provide services is recognised by
reference to the stage of completion of the contract.
(d) 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 Group will comply with all attached
conditions. Grants relating to cost reimbursement are
recognised in the profit or loss in the period when the costs
were incurred. Grants relating to asset purchases are
recognised as deferred income on the statement of financial
position and transferred to the profit or loss evenly over the
expected life of those assets.
The income tax expense or revenue for the period is the tax
payable on the current period’s taxable income based on
the national income tax rate for each jurisdiction adjusted
by changes in deferred tax assets and liabilities attributable
to temporary differences between the tax bases 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
temporary differences at the tax rates expected to apply
when the assets are recovered or liabilities are settled,
based on those tax rates which are enacted or substantively
enacted for each jurisdiction. The relevant tax rates are
applied to the cumulative amounts of deductible and taxable
temporary differences to measure the deferred tax asset
or liability. An exception is made for certain temporary
differences arising from the initial recognition of an asset
or a liability. No deferred tax asset or liability is recognised
in relation to these temporary differences 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 or loss.
Deferred tax assets are recognised for deductible temporary
differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those
temporary differences and losses.
Current and deferred tax balances attributable to amounts
recognised directly in equity are also recognised directly in
equity.
(i) Tax Consolidation Legislation
Bionomics and its wholly-owned Australian controlled
entities have implemented the tax consolidation
legislation effective 31 December 2005.
The head entity, Bionomics, and the controlled entities
in the tax consolidated group account for their own
current and deferred tax amounts. These tax amounts are
measured as if each entity in the tax consolidated group
continues to be a stand alone taxpayer in its own right.
In addition to its own current and deferred tax amounts,
Bionomics also recognises the current tax liabilities
(or assets) and the deferred tax assets arising from
unused tax losses and unused tax credits assumed from
controlled entities in the tax consolidated group.
Assets or liabilities arising under tax funding agreements
with the tax consolidated entities are recognised as
amounts receivable from or payable to other entities in
the group.
Any difference between the amounts assumed and
amounts receivable or payable under the tax funding
agreement are recognised as a contribution to (or
distribution from) wholly-owned tax consolidated entities.
50
NOTES TO THE
FINANCIAL STATEMENTSe
(f) Acquisitions of Assets
The acquisition method of accounting is used for all
acquisitions of assets (including business combinations)
regardless of whether equity instruments or other assets
are acquired. Cost is measured as the fair value of the assets
given up, shares issued or liabilities undertaken at the date
of acquisition plus incidental costs directly attributable to
the acquisition. Where equity instruments are issued in an
acquisition, the value of the instruments is their market price
as at the acquisition date, unless the notional price at which
they could be placed in the market is a better indicator of
fair value. Transaction costs arising on the issue of equity
instruments are recognised directly in equity.
Identifiable assets acquired and liabilities and contingent
liabilities assumed in a business combination are measured
initially at their fair values at the acquisition date. The excess
of the cost of acquisition over the fair value of the identifiable
net assets acquired is recorded as goodwill. If the cost of
acquisition is less than the fair value of the net assets of the
subsidiary acquired, the difference is recognised directly in
the income statement, but only after a reassessment of the
identification and measurement of the net assets acquired.
Where some future payment that is contingent on certain
events happening is a part of the purchase agreement, the
additional consideration is brought to account when it is
probable that those events will occur.
Where settlement of any part of cash consideration is
deferred, the amounts payable in the future are discounted
to their present value as at the date of the acquisition. The
discount rate used is the entity’s incremental borrowing rate,
being the rate at which a similar borrowing could be obtained
from an independent financier under comparable terms and
conditions.
(g) Impairment of Tangible and Intangible Assets Other Than
Goodwill
At the end of each reporting period, the Group reviews the
carrying amounts of its tangible and intangible assets to
determine whether there is any indication that those assets
have suffered an impairment loss. If any such indication
exists, the recoverable amount of the asset is estimated
in order to determine the extent of the impairment loss (if
any). Where it is not possible to estimate the recoverable
amount of an individual asset, the Group estimates the
recoverable amount of the cash-generating unit to which
the asset belongs. Where a reasonable and consistent basis
of allocation can be identified, corporate assets are also
allocated to individual cash-generating units, or otherwise
they are allocated to the smallest group of cash-generating
units for which a reasonable and consistent allocation basis
can be identified.
Intangible assets with indefinite useful lives are tested for
impairment at least annually, and whenever there is an
indication that the asset may be impaired.
Recoverable amount is the higher of fair value less costs to
sell and value in use. In assessing value in use, the estimated
future cash flows are discounted to their present value
using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks
specific to the asset for which the estimates of future cash
flows have not been adjusted.
If the recoverable amount of an asset (or cash-generating
unit) is estimated to be less than its carrying amount, the
carrying amount of the asset (or cash-generating unit) is
reduced to its recoverable amount. An impairment loss is
recognised immediately in profit or loss, unless the relevant
asset is carried at a revalued amount, in which case the
impairment loss is treated as a revaluation decrease.
Where an impairment loss subsequently reverses, the
carrying amount of the asset (or cash-generating unit) is
increased to the revised estimate of its recoverable amount,
but so that the increased carrying amount does not exceed
the carrying amount that would have been determined had
no impairment loss been recognised for the asset (or cash-
generating unit) in prior years. A reversal of an impairment
loss is recognised immediately in profit or loss, unless the
relevant asset is carried at a revalued amount, in which
case the reversal of the impairment loss is treated as a
revaluation increase.
(h) Cash and Cash Equivalents
Cash and cash equivalents includes cash on hand, deposits
held at call with financial institutions, other short term, highly
liquid investments with original 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. Bank overdrafts are shown within
borrowings in current liabilities on the statement of financial
position.
(i) Trade Receivables
All trade debtors are recognised at the fair value of amounts
receivable as they are due for settlement no more than 30
days from the date of recognition.
Collectability of trade debtors is reviewed on an ongoing
basis. Debts which are known to be uncollectible are written
off. A provision for doubtful debts is raised when some doubt
as to collection exists. The amount of the provision is the
difference between the carrying amount and the present
value of future cash flows, discounted at the effective
interest rate. The amount of the provision is recognised
in profit or loss.
51
(j) Inventories
(l) Financial Assets
Raw materials and stores are stated at the lower of cost and
net realisable value.
(k) Property, Plant and Equipment
Land and buildings are shown at fair value, based on
periodic, valuations by external independent valuers, less
subsequent depreciation for buildings. Any accumulated
depreciation at the date of revaluation is eliminated
against the gross carrying amount of the asset and the net
amount is restated to the revalued amount of the asset.
All other plant and equipment are brought to account at
cost less any accumulated depreciation or any recognised
impairment losses, where applicable. The directors have
taken reasonable steps to ensure that property, plant and
equipment are not carried at amounts that are in excess of
their recoverable amounts at balance date.
Increases in the carrying amounts arising on revaluation
of land and buildings are credited, net of tax, to other
comprehensive income. To the extent that the increase
reverses a decrease previously recognised in profit or loss,
the increase is first recognised in profit or loss. Decreases
that reverse previous increases of the same asset are first
charged against revaluation reserves directly in equity to the
extent of the remaining reserve attributable to the asset; all
other decreases are charged to profit or loss.
Depreciation on revalued buildings is charged to profit and
loss. On the subsequent sale or retirement of a revalued
property, the attributable revaluation surplus remaining in
the revaluation reserve, net of tax, is transferred directly to
retained earnings. Land is not depreciated.
The depreciable amount of all fixed assets is depreciated
over their useful lives commencing from the time the asset
is held ready for use, on either a prime or diminishing value
basis depending on the type of asset.
The gain or loss on disposal of all fixed assets is determined
as the difference between the carrying amount of the asset
at the time of disposal and the proceeds of disposal, and is
included in profit or loss in the year of disposal.
The depreciation rates for each class of depreciable
assets are:
q administrative plant & equipment
q scientific plant & equipment
q refrigeration plant and equipment
q building
q building fit out
20 – 40 %
20 – 40 %
33%
2.50 %
3 – 20 %
Financial assets are classified into the following specified
categories: financial assets ‘at a fair value through profit or
loss’ (FVTPL), ‘held-to-maturity’ investments, ‘available-
for-sale’ (AFS) financial assets and ‘loans and receivables’.
The classification depends on the nature and purpose of
the financial assets and is determined at the time of initial
recognition. All regular way purchases or sales of financial
assets are recognised and derecognised on a trade date
basis. Regular way purchases or sales are purchases or
sales of financial assets that require delivery of assets within
the time frame established by regulation or convention in the
marketplace.
(i) Loans and Receivables
Trade receivables, loans, and other receivables that have
fixed or determinable payments that are not quoted in an
active market are classified as ‘loans and receivables’.
Loans and receivables are measured at amortised cost
using the effective interest method less impairment.
Interest income is recognised by applying the effective
interest rate.
(ii) Impairment of Financial Assets
Financial assets, other than those at fair value through
profit or loss, are assessed for indicators of impairment
at each reporting date. Financial assets are impaired
where there is objective evidence that as a result of one or
more events that occurred after the initial recognition of
the financial asset the estimated future cash flows of the
investment have been impacted.
For financial assets carried at amortised cost, the amount
of the impairment is the difference between the asset’s
carrying amount and the present value of estimated future
cash flows, discounted at the original effective interest
rate.
The carrying amount of financial assets including
uncollectible trade receivables is reduced by the
impairment loss through the use of an allowance account.
Subsequent recoveries of amounts previously written
off are credited against the allowance account. Changes
in the carrying amount of the allowance account are
recognised in profit or loss.
52
NOTES TO THE
FINANCIAL STATEMENTSe
(m) Intangible Assets
(i) Intellectual Property
Acquired intellectual property is recognised as an asset
at cost and amortised over its useful life. Intellectual
property with a finite life is amortised on a straight
line basis over that life. Intellectual property with an
indefinite useful life is subjected to an annual impairment
review. There is currently no intellectual property with an
indefinite life.
Current useful life of all existing intellectual property is
in the range of five to 15 years.
The assets’ residual values and useful lives are reviewed,
and adjusted if appropriate, at each balance date.
(ii) Goodwill
Goodwill is initially recorded at the amount by which
the purchase price for a business or for an ownership
interest in a controlled entity exceeds the fair value
attributed to its net identifiable assets, including any
associated deferred tax assets and liabilities, at date of
acquisition. Goodwill on acquisitions of subsidiaries is
included in intangible assets.
Goodwill acquired in business combinations is not
amortised. Instead, goodwill is tested for impairment
annually and is carried at cost less accumulated
impairment losses. Gains and losses on the disposal of
an entity include the carrying amount of goodwill relating
to the entity sold. Goodwill is allocated to cash generating
units for the purpose of impairment testing.
(n) Research and Development
Expenditure on research activities, undertaken with the
prospect of obtaining new scientific or technical knowledge
and understanding, is recognised as an expense when it is
incurred.
(o) Trade and Other Payables
These amounts represent liabilities for goods and services
provided to the Group prior to the end of financial year which
are unpaid. The amounts are unsecured and are usually paid
within 30 days of recognition.
(p) Employee Benefits
(i) Wages and Salaries, Annual Leave and Sick Leave
Liabilities for wages and salaries, including non-
monetary benefits and annual leave in respect of
employees’ services up to the reporting date and
expected to be settled within 12 months of the reporting
date are recognised in liabilities and are measured at
the amounts expected to be paid when the liabilities are
settled. Liabilities for non-accumulating sick leave are
recognised when the leave is taken at the rates paid.
(ii) Long Service Leave
The liability for long service leave is recognised in the
provision for employee benefits in respect of services
provided by employees up to the reporting date and
measured as the present value of expected future
payments to be made.
(iii)Superannuation
Contributions are made to employee superannuation
funds and are charged as expenses when incurred. These
contributions are made to external superannuation funds
and are not defined benefits programs. Consequently
there is no exposure to market movements on employee
superannuation liabilities or entitlements.
(iv)Share-based Payments
Share-based compensation benefits are provided to
employees via the Bionomics ESOP and an Employee
Share Plan.
The fair value of shares issued to employees for no
cash consideration under the Employee Share Plan
is recognised as an employee benefits 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 shares.
The Bionomics ESOP was approved by the Board and
shareholders in 2008. Staff eligible to participate in the
plan are those who have been a full-time or part-time
employee of the Company for a period of not less than six
months or a director of the Company.
Options are granted under the plan for no consideration
and vest equally over five years, unless they are bonus
options which vest immediately.
Share Options Granted Before 7 November 2002 and / or
Vested Before 1 january 2005
No expense is recognised in respect of these options. The
shares are recognised when the options are exercised
and the proceeds received allocated to share capital.
Share Options Granted After 7 November 2002 and
Vested After 1 january 2005
The fair value of options granted under the Bionomics
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 amounts disclosed as remuneration relating to
options are the assessed fair values at grant date of
those options allocated equally over the period from
grant date to vesting date. Fair values at grant date are
independently determined using a Black-Scholes option
pricing model that takes into account the exercise price,
53
(u) Earnings / (loss) per Share
(i) Basic Earnings / (loss) per Share
Basic earnings / (loss) per share is calculated by dividing
the profit / (loss) after income tax attributable to equity
holders of the company, excluding any costs of servicing
equity other than ordinary shares, by the weighted
average number of ordinary shares outstanding during
the year, adjusted for bonus elements in ordinary shares
issued during the year.
(ii) Diluted Earnings / (loss) per Share
Diluted earnings / (loss) per share adjusts the figures
used in the determination of basic earnings per share to
take into account the after income tax effect of interest
and other financing costs associated with dilutive
potential ordinary shares and the weighted average
number of shares assumed to have been issued for no
consideration in relation to options.
(v) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the
amount of associated GST, unless the GST incurred is not
recoverable from the taxation authority. In this case it is
recognised as part of the cost of acquisition of the asset or
as part of the expense.
Receivables and payables are stated inclusive of the amount
of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the taxation authority is
included with other receivables or payables in the statement
of financial position.
Cash flows are presented on a gross basis. The GST
component of cash flow arising from investing or financing
activities which are recoverable from, or payable to the
taxation authority, are presented as operating cash flow.
the term of the option, the vesting and performance
criteria, the impact of dilution, the non-tradeable nature
of the option, the share price at grant date, expected price
volatility of the underlying share, the expected dividend
yield and the risk-free interest rate for the term of the
option.
(q) Borrowings (other financial liabilities)
Borrowings are initially recognised at fair value, net of
transaction costs incurred. Borrowings are subsequently
measured at amortised cost. Any difference between the
proceeds (net of transaction costs) and the redemption
amount is recognised in profit or loss over the period of the
borrowings using the effective interest method.
Borrowings are classified as current liabilities unless the
Group has an unconditional right to defer settlement of the
liability for at least 12 months after the balance sheet date.
(r) Borrowing Costs
Borrowing costs incurred for the construction of any
qualifying asset are capitalised during the period of time
that is required to complete and prepare the asset for its
intended use or sale. Other borrowing costs are expensed.
(s) Leases
Leases of property, plant and equipment where the Group
has substantially all the risks and rewards of ownership are
classified as finance leases. Finance leases are capitalised
at the lease’s inception at the lower of the fair value of the
leased property and the present value of the minimum lease
payments. The corresponding rental obligations, net of
finance charges, are included in other long term payables.
Each lease payment is allocated between the liability and
finance charges so as to achieve a constant rate on the
finance balance outstanding. The interest element of the
finance cost is charged to the profit or loss over the lease
period so as to produce a constant periodic rate of interest
on the remaining balance of the liability for each period. The
property, plant and equipment acquired under finance leases
is depreciated over the shorter of the asset’s useful life and
the lease term.
Leases in which a significant portion of the risks and
rewards of ownership are retained by the lessor are
classified as operating leases. Payments made under
operating leases (net of any incentives received from the
lessor) are charged to profit or loss on a straight-line basis
over the period of the lease.
Lease income from operating leases is recognised in income
on a straight-line basis over the lease term.
(t) Contributed Equity
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new
shares or options, or for the acquisition of a business, are
deducted directly from equity.
54
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 2: CRITICAL ACCOUNTING ESTIMATES AND jUDGEMENTS
In the application of the Group’s accounting policies, which are described in note 1, the directors are required to make judgements,
estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources.
The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant.
Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in
the period in which the estimate is revised if the revision affects only that period, or in the period of the revision and future periods if
the revision affects both current and future periods.
(a) Critical Accounting Estimates and judgements
The Group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom
equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to
the carrying amounts of assets and liabilities are discussed below.
Estimated Impairment of Goodwill and Intangibles
Determining whether goodwill and intangibles are impaired requires an estimation of the value in use of the cash-generating units
to which goodwill has been allocated. The value in use calculation requires the entity to estimate the future cash flows expected to
arise from the cash-generating units and a suitable discount rate in order to calculate present value.
The carrying amount of goodwill at balance date was $5,147,990 (2010: $5,147,990).
The total carrying amount of intangibles at balance date was $9,120,180 (2010: $9,710,878).
No impairment costs have been recognised in the current or previous financial years.
NOTE 3: SEGMENT INFORMATION
Information reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment
performance focuses on the nature of work processes performed. The Group’s reportable segments under AASB 8 are:
q drug discovery
q drug development
q contract services
Drug discovery is the creation and ongoing testing of compounds to determine the best compound that matches the product profile.
Drug development is defined as the ongoing testing including clinical trials of the best compound with a view to commercialisation
of the compound. Contract services is the provision of scientific services on a fee for service basis to both external and internal
customers. Information regarding these segments is presented below.
(a) Segment Revenues and Results
The following is an analysis of the Group’s revenue and results by reportable operating segment for the periods under review:
Drug discovery
Drug development
Contract services
SEGMENT REVENUE
YEAR ENDED
SEGMENT RESULT
YEAR ENDED
30 june 2011
$
30 june 2010
$
30 june 2011
$
30 june 2010
$
1,712,195
1,162,406
(1,553,818)
(2,012,001)
130,399
136,810
(5,111,842)
(4,650,747)
4,198,817
2,747,803
323,920
486,117
6,041,411
4,047,019
(6,341,740)
(6,176,631)
Less: intercompany revenue included in contract services
(2,620,550)
(887,501)
–
–
Investment & other revenue
650,937
688,951
650,937
688,951
4,071,798
3,848,469
(5,690,803)
(5,487,680)
55
NOTE 3: SEGMENT INFORMATION (CONT.)
Unallocated financing costs
Central administration costs
Loss before income tax
SEGMENT REVENUE
YEAR ENDED
SEGMENT RESULT
YEAR ENDED
30 june 2011
$
30 june 2010
$
30 june 2011
$
30 june 2010
$
(109,623)
(90,934)
(4,306,477)
(2,635,468)
(10,106,903)
(8,214,082)
Revenue reported above for Contract services includes intersegment sales. There were no intersegment sales for the other
reportable segments.
Segment profit represents the result for each segment without allocation of central administration costs and investment and other
revenue. Financing costs are allocated to segments with a residual amount being unallocated financing costs.
(b) Segment Assets and Liabilities
The following is an analysis of the Group’s assets and liabilities by reportable operating segment:
ASSETS
Drug discovery
Drug development
Contract services
Unallocated assets
Total assets
LIABILITIES
Contract services (excluding intercompany liabilities)
Unallocated liabilities
Total liabilities
30 june 2011
$
30 june 2010
$
1,858,722
2,038,222
6,958,258
7,112,259
2,197,506
2,089,494
11,014,486
11,239,975
23,294,413
20,274,496
34,308,899
31,514,471
30 june 2011
$
30 june 2010
$
550,941
967,564
5,058,778
5,081,019
5,609,719
6,048,583
Assets used jointly by reporting segments are allocated on the basis of employee numbers of the individual reportable segment.
The Board of Directors receive information on liabilities for the Group as a whole as well as liability information for the Contract
services segment.
The Board of Directors receive information on non-current assets for the Group as a whole as well as non-current asset information
for the Contract services segment. Additions to non-current assets:
Contract services
Unallocated
30 june 2011
$
30 june 2010
$
11,141
64,745
75,886
20,735
22,176
42,911
56
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 3: SEGMENT INFORMATION (CONT.)
(c) Other Segment Information
The segment result above has been determined after including the following items:
Drug discovery
Drug development
Contract services
Unallocated
INTEREST ExPENSE
YEAR ENDED
DEPRECIATION
& AMORTISATION
YEAR ENDED
30 june 2011
$
30 june 2010
$
30 june 2011
$
30 june 2010
$
115,007
66,039
15,256
109,623
305,925
85,563
61,722
9,631
90,934
312,969
299,893
232,996
96,648
320,526
329,407
170,576
133,912
247,850
942,506
954,421
(d) Revenue from Major Products and Services
The following is an analysis of the Group’s external revenue from its major products and services:
Contract services
Collaboration income
Other
30 june 2011
$
30 june 2010
$
1,578,267
1,860,302
1,495,414
1,115,940
998,117
872,227
4,071,798
3,848,469
(e) Geographical Information
The Group operates in two geographical areas, Australia and France. The Group’s external revenue and information about
its non-current assets* by geographical segment are detailed below:
Australia
France
REVENUE FROM
ExTERNAL CUSTOMERS
YEAR ENDED
NON-CURRENT
ASSETS
YEAR ENDED
30 june 2011
$
30 june 2010
$
30 june 2011
$
30 june 2010
$
2,493,531
1,988,167
8,437,682
16,354,786
1,578,267
1,860,302
985,202
1,263,622
4,071,798
3,848,469
9,422,884
17,618,408
* Non-current assets excluding financial instruments and deferred tax assets.
Included in revenues for Drug discovery are revenues of $1,495,414 (2010: $1,115,940) from one party.
NOTE 4: REVENUE AND OTHER INCOME
REVENUE
Revenue from rendering of services
Royalties
Collaboration income
Interest received / receivable on bank deposits
Rent received or receivable
Other revenue
OTHER INCOME
Government EMDG grant
Foreign Government grant
There are no unfulfilled conditions or other contingencies attaching to these grants.
NOTE 5: ExPENSES
Loss before income tax benefit includes the following specific expenses:
Financing costs:
– Interest paid / payable on bank and other loans
– Interest obligations under finance leases
Depreciation:
– Administrative plant and equipment
– Scientific plant and equipment
– Building fitouts
– Building
Amortisation of non-current assets:
– Intellectual property
Rental expense on operating leases:
– Minimum lease payments
Employment benefit expenses of:
– Wages and salaries
– Superannuation
– Share-based payments
57
2011
$
2010
$
1,560,868
1,632,078
130,399
136,810
1,495,414
1,115,940
477,516
280,704
126,897
487,386
230,965
245,290
4,071,798
3,848,469
45,574
19,051
64,625
–
34,618
34,618
2011
$
2010
$
301,775
241,319
4,150
6,531
305,925
247,850
38,025
72,323
121,831
168,722
39,622
81,083
158,085
201,870
400,901
480,660
541,605
473,761
227,134
195,552
3,261,810
2,768,043
435,467
82,471
424,640
336,128
3,779,748
3,528,811
58
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 5: ExPENSES (CONT.)
Loss before income tax benefit includes the following specific expenses:
Foreign currency loss / (gain)
Loss on disposal of assets
– Plant and equipment
– Land and building
NOTE 6: INCOME TAxES
(a) Income tax recognised in profit or loss
Current tax
Current tax benefit in respect of the current year
Deferred tax
Deferred tax recognised in current year
(b) Reconciliation to accounting loss
Loss from continuing operations
Tax at the Australian tax rate of 30% (2010: 30%)
Tax effect of non-deductible / non-assessable amounts:
– Amortisation of intangibles
– Foreign exchange reversed on consolidation
– Elimination of accrued income on consolidation
– Exempt income from government funding
– Entertainment
– Share-based payments
– Research and development expenditure
– Effect of unused tax losses and tax offsets not recognised as deferred tax assets
– Tax benefit of research and development credit in France
2011
$
2010
$
413,125
(11,492)
16,539
799,582
816,121
8,474
–
8,474
2011
$
2010
$
(750,406)
–
(750,406)
–
–
–
(10,106,903)
(8,214,082)
(3,032,071)
(2,464,225)
101,893
101,893
(17,826)
(103,282)
–
–
1,373
24,741
(28,325)
(56,076)
848
40,579
(711,039)
(394,891)
3,632,929
2,903,479
(750,406)
(750,406)
–
–
59
OPENING
BALANCE
CHARGED
TO INCOME
CHARGED
TO EqUITY
OTHER
COMPRE-
HENSIVE
INCOME
CLOSING
BALANCE
179,664
79,193
(7,871)
(20,930)
(1,105,375)
1,077,162
303,415
(80,678)
58,933
197,560
218,383
12,450
172,264
–
48,137
32,409
(168,137)
1,332,853
18,873,843
2,623,130
213,015
–
19,086,858
2,623,130
18,918,721
3,955,983
–
–
196,974
(17,310)
(2,218)
(5,653)
(1,105,375)
288,092
58,933
218,383
12,147
–
–
–
–
303
161,069
11,195
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
15,323
–
–
–
–
(171,995)
(11,465)
15,323
16,336,226
2,537,617
213,015
–
16,549,241
2,537,617
16,377,246
2,526,152
–
–
–
–
–
15,323
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
258,857
(28,801)
(28,213)
222,737
256,493
218,383
60,587
204,673
1,164,716
21,496,973
213,015
21,709,988
22,874,704
–
179,664
(7,871)
(1,105,375)
303,415
58,933
218,383
12,450
172,264
(168,137)
18,873,843
213,015
19,086,858
18,918,721
–
NOTE 6: INCOME TAxES (CONT.)
(c) Deferred tax balances
2011
Loans and receivables
Prepayments / accrued income
PP & E
Share issue expenses
Intangible patents and trademarks
Other intangibles
Accrued expenses
Employee entitlements
Unused tax losses
Revenue
Withholding tax
Not recognised in current year
Net balance
2010
Loans and receivables
Prepayments / accrued income
PP & E
Share issue expenses
Intangible patents and trademarks
Other intangibles
Accrued expenses
Employee entitlements
Unused tax losses
Revenue
Withholding tax
Not recognised in current year
Net balance
60
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 6: INCOME TAxES (CONT.)
(d) Unrecognised temporary differences (including tax losses)
The following deferred tax assets have not been brought to
account as assets:
Unused revenue tax losses (no set expiry period)
Deductible temporary differences (no set expiry period)
Unused foreign withholding tax credits (expire July 2013)
2011
$
2011
$
21,496,973
18,705,706
1,164,716
–
213,015
213,015
22,874,704
18,918,721
(e) Tax consolidation
Relevance of tax consolidation to the Group
The Company and all its wholly-owned Australian resident entities are part of a tax-consolidated group under Australian taxation
law. Bionomics is the head entity in the tax-consolidated group. Tax expense/benefit, deferred tax liabilities and deferred tax
assets arising from temporary differences of the members of the tax-consolidated group are recognised in the separate financial
statements of the members of the tax-consolidated group using the ‘separate taxpayer within group’ approach by reference to the
carrying amounts in the separate financial statements of each entity and the tax values applying under tax consolidation. Current
tax liabilities and assets and deferred tax assets arising from unused tax losses and relevant tax credits of the members of the tax-
consolidated group are recognised by the Company (as head entity in the tax-consolidated group).
NOTE 7: CASH AND CASH EqUIVALENTS
2011
$
2010
$
Current
Cash at the end of the financial year as shown in the statement of cash flows is reconciled to items in the balance sheet as follows
Cash at bank and on hand
Deposits at call
15,058,319
2,695,380
993,911
9,916,864
16,052,230
12,612,244
A restricted deposit at call is held as security over a commercial bill line of $550,000 (see note 15 iii) and is not available for use.
NOTE 8: TRADE AND OTHER RECEIVABLES
Current
Trade receivables
Allowance for doubtful debts
Other receivables
Sale of building receivable (i)
(i) The sale of building proceeds were received at settlement on 13 July 2011.
2011
$
2010
$
473,289
562,226
-
(3,039)
473,289
830,783
7,144,738
559,187
287,917
-
8,448,810
847,104
NOTE 8: TRADE AND OTHER RECEIVABLES (CONT.)
Movement in the allowance for doubtful debts
Balance at the beginning of the year
Impairment losses recognised on receivables
Amounts written off during the year as uncollectible
Balance at the end of the year
61
2010
$
–
3,039
–
3,039
2011
$
3,039
–
(3,039)
–
In determining the recoverability of a trade receivable, the Group considers any change in the credit quality of the trade receivable
from the date credit was initially granted up to the reporting date. The directors believe that there is no credit provision required at
30 June 2011.
NOTE 9: INVENTORIES
Current
Raw materials and stores – at cost
NOTE 10: OTHER ASSETS
Current
Prepayments
Accrued interest and grants receivable
2011
$
2010
$
42,646
113,075
2011
$
2010
$
246,325
96,004
342,329
297,404
26,236
323,640
NOTE 11: SUBSIDIARIES
Details of the Group’s subsidiaries at the end of the reporting period are as follows:
PERCENTAGE OWNED (%)
ENTITY
Head entity
PRINCIPAL
ACTIVITY
COUNTRY OF
INCORPORATION
2011
2010
Bionomics Limited
Research & Development
Australia
Subsidiaries of Bionomics Limited:
Neurofit SAS
Contract Research Organisation
Iliad Chemicals Pty Limited
Asset owner
France
Australia
Bionomics Inc
Non-trading
United States
N/A
100
100
100
N/A
100
100
100
62
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 12: PROPERTY, PLANT AND EqUIPMENT
Gross carrying amount
at 1 july 2009
Additions
Disposals
Revaluations
Foreign currency
exchange differences
Gross carrying amount
at 1 july 2010
Additions
Disposals
Foreign currency
exchange differences
Gross carrying amount at
30 june 2011
Accumulated depreciation
amount at 1 july 2009
Disposals
Revaluations
Foreign currency
exchange differences
Accumulated depreciation
amount at 1 july 2010
Disposals
Foreign currency
exchange differences
ADMINISTRATIVE
PLANT &
EqUIPMENT
$
SCIENTIFIC
PLANT &
EqUIPMENT
$
BUILDING
FITOUTS
$
FREEHOLD
LAND &
BUILDING AT
FAIR VALUE
$
REFRIGERATION
PLANT &
EqUIPMENT
$
TOTAL
$
445,443
2,159,437
2,244,258
6,690,592
87,500
11,627,230
39,282
3,629
–
(36,310)
(418,640)
(7,755)
–
–
(29,988)
(18,819)
–
–
–
–
(201,870)
–
–
–
–
–
42,911
(462,705)
(201,870)
(48,807)
418,427
1,725,607
2,236,503
6,488,722
87,500
10,956,759
21,956
42,745
11,185
–
(26,145)
(51,355)
(2,247,688)
(6,488,722)
763
(11,688)
415,001
1,705,309
–
–
(306,736)
(1,824,431)
(1,029,383)
35,108
411,570
7,490
–
–
–
–
–
–
16,937
6,506
–
–
201,870
–
–
–
–
75,886
(8,813,910)
(10,925)
87,500
2,207,810
(87,500)
(3,248,050)
–
–
–
–
454,168
201,870
23,443
(480,660)
–
–
–
1,540,170
4,854
(400,901)
Depreciation (note 5)
(39,622)
(81,083)
(158,085)
(201,870)
(294,313)
(1,487,438)
(1,179,978)
–
(87,500)
(3,049,229)
24,492
45,147
1,301,809
168,722
(4,041)
8,895
–
–
Depreciation (note 5)
(38,025)
(72,323)
(121,831)
(168,722)
Accumulated depreciation
amount at 30 june 2011
Net carrying amounts
30 june 2010
Net carrying amounts
30 june 2011
(311,887)
(1,505,719)
–
–
(87,500)
(1,905,106)
124,114
238,169
1,056,525
6,488,722
103,114
199,590
–
–
–
–
7,907,530
302,704
Effective from the adoption of AIFRS, the Group adopted the fair value basis for land and buildings as outlined in note 1(k).
There was no depreciation during the period that was capitalised as part of the cost of other assets.
63
NOTE 12: PROPERTY, PLANT AND EqUIPMENT (CONT.)
An independent valuation of the Group’s land and buildings was performed by Savills (SA) Pty Ltd to determine the fair value of the
land and buildings. The valuation, which was prepared in accordance with Australian Property Institute’s current valuation standard,
was determined using the capitalisation of market net income approach. The effective date of the valuation was 30 June 2010. The
land and buildings were subsequently sold on 29 April 2011 with settlement occurring on 13 July 2011.
Had the Group’s land and buildings been measured on an historical cost basis, their carrying amount would have been as follows:
Land
Buildings
Non-current assets pledged as security
Refer to note 15 for information on non-current assets pledged as security by the Company.
2011
$
–
–
–
2010
$
125,000
3,145,145
3,270,145
NOTE 13: INTANGIBLE ASSETS
Gross carrying amount at 1 july 2009
Additions
Foreign currency exchange differences
GOODWILL
$
5,147,990
–
–
INTELLECTUAL
PROPERTY
$
TOTAL
$
7,282,798
12,430,788
2,992
(395,498)
2,992
(395,498)
Gross carrying amount at 1 july 2010
5,147,990
6,890,292
12,038,282
Foreign currency exchange differences
–
(83,660)
(83,660)
Gross carrying amount at 30 june 2011
5,147,990
6,806,632
11,954,622
Accumulated amortisation amount at 1 july 2009
Foreign currency exchange differences
Amortisation (note 5)
Accumulated amortisation amount at 1 july 2010
Foreign currency exchange differences
Amortisation (note 5)
Accumulated amortisation amount at 30 june 2011
Net carrying amounts 30 june 2010
Net carrying amounts 30 june 2011
All intangible assets are held in the consolidated entity.
(a) Intellectual Property
–
–
–
–
–
–
–
(1,972,787)
(1,972,787)
119,144
(473,761)
119,144
(473,761)
(2,327,404)
(2,327,404)
34,567
(541,605)
34,567
(541,605)
(2,834,442)
(2,834,442)
5,147,990
5,147,990
4,562,888
3,972,190
9,710,878
9,120,180
The intellectual property includes the company’s Multicore® technology, its BNC105 compound and its Kv1.3 compound with
carrying amounts ranging from $0.8m to $1.4m. Each item is carried at its fair value as at its date of acquisition, less accumulated
amortisation charges. The remaining amortisation periods for each item is between five and ten years.
(b) Impairment Tests
Management tests annually whether goodwill or indefinite life intangibles have suffered any impairment, in accordance with the
accounting policy stated in note 1(m)(ii). Impairment testing is performed on each of the cash generating units identified in note 3.
64
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 13: INTANGIBLE ASSETS (CONT.)
Determining whether goodwill or indefinite life intangibles are impaired requires an estimation of the value in use of the cash
generating units to which goodwill or indefinite life intangible have been allocated. The value in use calculation requires the entity
to estimate the future cash flows expected to arise from the cash generating unit and a suitable discount rate in order to calculate
present value. These discount rates range between 15% for certain cash flows and 60% for less certain cash flows.
Allocation of Goodwill to CGU’s
The carrying amount of goodwill was allocated to the following CGU’s:
Drug discovery
Drug development
Contract services
2011
$
–
2010
$
–
5,147,990
5,147,990
–
–
5,147,990
5,147,990
Drug Discovery
The recoverable amount of this CGU is determined based on a value in use calculation which uses cash flow projections based on
a recent contract agreement for drug compounds within the cash generating unit covering a ten year period with an appropriate
terminal value, and a discount rate ranging from 15% to 60% per annum (2010: 15% to 60% per annum). The ten year period is based
on industry comparables taking into account the lifecycle of the development of compounds.
Management believes that application of discounted cash flows of such a contract for one drug compound is reasonable to be applied
to other compounds within the CGU at their respective development phases.
Management believes that any reasonably possible change in the key assumptions on which recoverable amount is based would not
cause the aggregate carrying amount to exceed the aggregate recoverable amount of the CGU.
No growth rates have been included in the forecast.
Drug Development
The recoverable amount of this CGU is also determined based on a value in use calculation which uses cash flow projections based
on the same contract agreement for drug compounds within the segment covering a ten year period with an appropriate terminal
value, and a discount rate ranging from 15% to 60% per annum (2010: 15% to 60% per annum). The ten year period is based on
industry comparables taking into account the lifecycle of the development of components.
Management believes that application of discounted cash flows of such a contract for one drug compound is reasonable to be applied
to other compounds within the CGU at their respective development phases.
Management believes that any reasonably possible change in the key assumptions on which recoverable amount is based would not
cause the aggregate carrying amount to exceed the aggregate recoverable amount of the CGU.
No growth rates have been included in the forecast.
Contract Services
The recoverable amount of this CGU is determined based on a value in use calculation which uses cash flow projections prepared by
management over a five year period with an appropriate terminal value using a discount rate of 15%.
Annual growth rates of 2.5% per annum have been assumed in determining the cash flow projections.
Management believes that any reasonably possible change in the key assumptions on which recoverable amount is based would not
cause the aggregate carrying amount to exceed the aggregate recoverable amount of the CGU.
NOTE 14: TRADE AND OTHER PAYABLES
Current
Trade payables
Accrued expenses
Non-current
Other payables
65
2011
$
2010
$
1,357,489
1,384,482
519,136
553,230
1,876,625
1,937,712
50,000
50,000
The average credit period on purchases of goods is 45 days. No interest is paid on the trade payables. The Group has financial risk
management policies in place to ensure that all payables are paid within the credit timeframe.
NOTE 15: BORROWINGS
Secured – at amortised cost
Finance lease liabilities (i)
Building loan agreement (ii)
Bank loan (iii)
Disclosed in the financial statements as:
Current liabilities
Non-current liabilities
2011
$
2010
$
20,836
67,970
2,264,188
2,700,620
550,000
550,563
2,835,024
3,319,153
2,827,622
626,944
7,402
2,692,209
2,835,024
3,319,153
(i) the three year lease line is secured by the leased scientific equipment (refer note 12) and has an average interest rate of 9.60%
per annum (2010: 8.51% per annum).
(ii) the ten year building loan agreement with Land Management Corporation was secured by the land and building (refer note
12) and had interest charged on a quarterly basis at a fixed rate of 6.97% per annum until final settlement on the sale and
leaseback of the Thebarton building occurred on 13 July 2011.
(iii) the rolling commercial bill line is secured by a restricted deposit at call.
The unused facilities available at 30 June 2011 of the Group’s bank overdraft is $54,333 (2010: $56,988).
There is no unused facility in relation to the building loan agreement or the commercial bill line.
Interest rate risk
The Group’s exposure to interest rates and the effective weighted average interest rate by maturity period is set out in note 22.
NOTE 16: PROVISIONS
Current
Employee benefits
Non-current
Employee benefits
2011
$
2010
$
728,077
600,642
72,219
70,680
66
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 17: OTHER LIABILITIES
Current
Unearned income
NOTE 18: ISSUED CAPITAL
(a) Issued and paid-up capital
Ordinary shares – fully paid
Movements in ordinary shares of the Company during the past two years were as follows:
DATE
DETAILS
1 july 2009
Opening balance
Share issue – directors’ fees in lieu of cash
Share issue – management salary in lieu of cash
Share issue – placements
Share issue – share purchase plan
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – unlisted options
Less capital raising costs – share placements
30 june 2010 Closing balance
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – placements
Less cost of placements
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
Share issue – ESOP option exercise
30 june 2011 Closing balance
NUMBER OF
SHARES
253,799,591
491,228
354,526
53,333,332
9,166,602
75,000
100,000
380,000
130,000
96,000
78,000
300,000
50,000
–
318,354,279
105,000
200,000
300,000
50,000
15,000
7,200
5,000
25,000,000
–
40,000
18,000
97,300
340,000
200,000
344,731,779
2011
$
2010
$
47,774
47,774
70,396
70,396
2011
SHARES
2010
SHARES
344,731,779
318,354,279
ISSUE
PRICE
$0.2375
$0.2375
$0.24
$0.24
$0.21
$0.11
$0.24
$0.27
$0.16
$0.29
$0.20
$0.26
–
–
$0.24
$0.30
$0.24
$0.34
$0.2976
$0.36
$0.22
$0.57
–
$0.22
$0.29
$0.1455
$0.13
$0.30
$
59,969,571
116,667
84,200
12,800,000
2,199,984
15,750
11,000
91,200
35,100
15,360
22,620
60,000
13,000
(319,983)
75,114,469
25,200
60,000
72,000
17,000
4,464
2,592
1,100
14,250,000
(1,988,212)
8,800
5,220
14,157
44,200
60,000
87,690,990
Changes to the then Corporations Law abolished the authorised capital and par value concept in relation to share capital from
1 July 1998. Therefore, the Company does not have a limited amount of authorised capital and issued shares do not have a par value.
67
NOTE 18: ISSUED CAPITAL (CONT.)
(b) Ordinary Shares
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.
On a show of hands every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a
poll each share is entitled to one vote.
(c) Share Options
When exercised, each option is convertible into one ordinary share. The exercise price is based on the weighted average price at
which the Company’s shares traded on the ASX during the seven trading days immediately before the options are granted.
(i) The Bionomics ESOP
The terms and conditions of the Bionomics ESOP are summarised in note 1(p)(iv).
The options listed below are outstanding at reporting date.
GRANT DATE
ExPIRY DATE
ExERCISE PRICE
Jun-02
Feb-03
Jan-04
Mar-04
Sept-04
Oct-04
Jan-05
Jan-06
May-06
Nov-06
Jun-12
Feb-12
Feb-13
Jan-12
Jan-13
Jan-14
Mar-12
Mar-13
Mar-14
Mar-12
Mar-13
Mar-14
Nov-11
Nov-12
Nov-13
Jun-12
Jun-13
Feb-13
Feb-14
Feb-15
Jan-12
Jan-13
Jan-14
Jan-15
Jan-16
Jul-12
Jul-13
Jul-14
Jul-15
Jul-16
Nov-12
Nov-13
Nov-14
Nov-15
Nov-16
$0.81
$0.43
$0.43
$0.30
$0.30
$0.30
$0.37
$0.37
$0.37
$0.38
$0.38
$0.38
$0.24
$0.24
$0.24
$0.13
$0.13
$0.30
$0.30
$0.30
$0.24
$0.24
$0.24
$0.24
$0.24
$0.22
$0.22
$0.22
$0.22
$0.22
$0.30
$0.30
$0.30
$0.30
$0.30
NUMBER
293,665
10,000
10,000
5,000
5,000
5,000
7,000
7,000
7,000
5,000
5,000
5,000
120,000
200,000
200,000
340,000
340,000
200,000
200,000
200,000
50,000
50,000
50,000
50,000
50,000
80,000
80,000
100,000
100,000
100,000
100,000
100,000
100,000
100,000
100,000
FAIR VALUE
AT GRANT DATE
$0.41
$0.18
$0.19
$0.20
$0.21
$0.21
$0.15
$0.15
$0.16
$0.15
$0.15
$0.16
$0.13
$0.13
$0.14
$0.17
$0.17
$0.12
$0.13
$0.13
$0.13
$0.14
$0.14
$0.15
$0.15
$0.12
$0.13
$0.13
$0.13
$0.14
$0.11
$0.12
$0.13
$0.13
$0.13
68
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 18: ISSUED CAPITAL (CONT.)
GRANT DATE
ExPIRY DATE
ExERCISE PRICE
NUMBER
FAIR VALUE
AT GRANT DATE
Jan-07
Oct-07
Jan-08
Jul-08
Sep-08
Nov-08
Jan-09
Mar-09
Jan-12
Oct-12
Oct-13
Oct-14
Oct-15
Oct-16
Oct-17
Jan-13
Jan-14
Jan-15
Jan-16
Jan-17
Jan-18
Jul-13
Jul-14
Jul-15
Jul-16
Jul-17
Jul-18
Sep-14
Sep-15
Sep-16
Sep-17
Sep-18
Nov-13
Nov-14
Nov-15
Nov-16
Nov-17
Nov-13
Aug-14
Aug-15
Aug-16
Nov-14
Nov-15
Nov-16
Nov-17
Nov-18
Jan-14
Mar-15
Mar-16
Mar-17
Mar-18
Mar-19
$0.22
$0.29
$0.29
$0.29
$0.29
$0.29
$0.29
$0.38
$0.38
$0.38
$0.38
$0.38
$0.38
$0.36
$0.36
$0.36
$0.36
$0.36
$0.36
$0.34
$0.34
$0.34
$0.34
$0.34
$0.30
$0.30
$0.30
$0.30
$0.30
$0.37
$0.37
$0.37
$0.37
$0.28
$0.28
$0.28
$0.28
$0.28
$0.30
$0.29
$0.29
$0.29
$0.29
$0.29
150,000
171,250
5,000
5,000
5,000
5,000
5,000
130,000
4,000
4,000
4,000
4,000
4,000
105,000
22,000
22,000
22,000
22,000
22,000
4,000
54,000
54,000
54,000
54,000
100,000
100,000
100,000
100,000
100,000
95,000
340,000
330,000
330,000
20,000
20,000
20,000
20,000
20,000
180,000
12,120
12,120
12,120
12,120
12,120
$0.15
$0.21
$0.21
$0.23
$0.23
$0.24
$0.25
$0.19
$0.19
$0.20
$0.21
$0.22
$0.23
$0.16
$0.17
$0.18
$0.19
$0.19
$0.20
$0.17
$0.18
$0.19
$0.19
$0.20
$0.09
$0.10
$0.10
$0.11
$0.12
$0.02
$0.08
$0.09
$0.10
$0.06
$0.05
$0.06
$0.06
$0.07
$0.01
$0.06
$0.07
$0.07
$0.08
$0.08
69
NOTE 18: ISSUED CAPITAL (CONT.)
GRANT DATE
ExPIRY DATE
ExERCISE PRICE
NUMBER
FAIR VALUE
AT GRANT DATE
Jun-09
Nov-09
Jul-10
Nov-10
Jun-14
Jun-15
Jun-16
Jun-17
Jun-18
Jun-19
Nov-15
Nov-16
Nov-17
Nov-18
Nov-19
July-15
Jul-16
Jul-17
Jul-18
Jul-19
Jul-20
Nov-15
Nov-15
Nov-17
Nov-18
Nov-19
$0.25
$0.25
$0.25
$0.25
$0.25
$0.25
$0.30
$0.30
$0.30
$0.30
$0.30
$0.32
$0.32
$0.32
$0.32
$0.32
$0.32
$0.31
$0.31
$0.31
$0.31
$0.31
115,200
54,000
54,000
54,000
54,000
54,000
100,000
100,000
100,000
100,000
100,000
90,000
10,000
10,000
10,000
10,000
10,000
100,000
100,000
100,000
100,000
100,000
7,766,715
$0.06
$0.13
$0.13
$0.14
$0.14
$0.15
$0.05
$0.07
$0.08
$0.09
$0.10
$0.05
$0.04
$0.06
$0.08
$0.09
$0.10
$0.03
$0.03
$0.05
$0.07
$0.08
Reconciliation of ESOP:
2011
2010
NUMBER
OF OPTIONS
WEIGHTED
AVERAGE
ExERCISE PRICE
Opening balance at beginning of financial year
Granted during the financial year
Forfeited during the financial year
Exercised during the financial year
Expired during the financial year
Closing balance at 30 june
8,900,682
1,140,000
(510,800)
(1,372,500)
(390,667)
7,766,715
$0.31
$0.32
$0.32
$0.23
$0.68
$0.31
NUMBER
OF OPTIONS
10,802,349
500,000
(200,000)
(1,159,000)
(1,042,667)
8,900,682
WEIGHTED
AVERAGE
ExERCISE PRICE
$0.35
$0.30
$0.20
$0.22
$1.16
$0.31
70
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 18: ISSUED CAPITAL (CONT.)
Reconciliation of other unlisted options:
Opening balance at beginning
of financial year
Exercised during the financial year
Expired during the financial year
Closing balance at 30 june
ESOP options exercised during the financial year:
SERIES
1-Sep-04
18-Oct-04
21-Jan-05
13-Jan-06
1-May-06
16-Nov-06
4-Oct-07
1-Jul-08
26-Sep-08
12-Jan-09
2011
2010
NUMBER
OF OPTIONS
WEIGHTED
AVERAGE
ExERCISE PRICE
NUMBER
OF OPTIONS
WEIGHTED
AVERAGE
ExERCISE PRICE
5,000
(5,000)
–
–
$0.22
$0.22
–
–
355,000
(50,000)
(300,000)
5,000
$1.22
$0.26
$1.40
$0.22
NUMBER
ExERCISED
ExERCISE
DATE
SHARE PRICE AT
ExERCISE DATE
100,000
100,000
100,000
100,000
340,000
200,000
200,000
5,000
5,000
20,000
20,000
97,300
18,000
3,600
3,600
50,000
10,000
5,000
1,377,500
Nov-10
Apr-11
Apr-11
Apr-11
Jun-11
Feb-11
Jun-11
Jan-11
May-11
May-11
May-11
Jun-11
May-11
Apr-11
Apr-11
Apr-11
Apr-11
Apr-11
$0.260
$0.500
$0.500
$0.500
$0.640
$0.380
$0.640
$0.325
$0.720
$0.690
$0.690
$0.640
$0.690
$0.500
$0.500
$0.500
$0.500
$0.500
Unlisted options vested and exercisable at the reporting date
(iii) Weighted averages
2011
NUMBER
2010
NUMBER
5,682,355
6,305,802
The weighted average remaining contractual life of any unlisted share options outstanding at the end of the year is 5.5 years
(2010: 3.8 years).
The assessed fair value at grant date of options granted during the year ended 30 June 2011 is outlined in the Remuneration
Report on page 31. The share price at grant date of these options ranged between $0.26 and $0.31 (2010: $0.32). The expected
average price volatility of the Company shares was 57.02% (2010: 44.8%). Expected dividend yield was 0% (2010: 0%) and the
average risk free interest rate used was 5.18% (2010: 4.37%). Additional details on options granted in prior years are available
in those year’s Annual Reports.
71
NOTE 19: RESERVES
(a) Foreign Currency Translation Reserve
Exchange differences arising on translation of the foreign controlled entity are taken to the foreign currency translation reserve,
as described in note 1(b). The reserve is recognised in profit or loss when the investment is disposed of.
Opening balance
Adjustment arising from the translation of foreign controlled entity’s financial statements
Closing balance
(b) Share-based Payments Reserve
2011
$
2010
$
(483,071)
(188,315)
(69,203)
(294,756)
(552,274)
(483,071)
The share-based payments reserve is used to recognise the fair value of options issued to the extent that they have vested.
Opening balance
Option expense
Closing balance
(c) Asset Revaluation Reserve
The asset revaluation reserve is used to recognise the fair value of land and buildings as per note 1(k).
2011
$
2010
$
1,164,664
1,029,404
82,471
135,260
1,247,135
1,164,664
Opening balance
Sale of revalued building transferred to accumulated losses
Deferred tax attributable to sale of revalued building transferred to accumulated losses
Net movement for the year
Closing balance
Total reserves
NOTE 20: ACCUMULATED LOSSES
Balance at the beginning of the year
Net loss for the year
Transfer from asset revaluation reserve
Balance at the end of the year
2011
$
2010
$
2,505,509
2,505,509
(3,579,298)
1,073,789
(2,505,509)
–
–
–
–
2,505,509
694,861
3,187,102
2011
$
2010
$
(52,835,683)
(44,621,601)
(9,356,497)
(8,214,082)
2,505,509
–
(59,686,671)
(52,835,683)
72
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 21: CONTINGENCIES
Service Commitments
Pursuant to the terms and agreements entered into by the Company with both the Women’s and Children’s Hospital (WCH) and the
University of Melbourne (U of M) to acquire the license for the epilepsy project from the WCH and the U of M and the breast cancer
project from the WCH, the Company is liable to make further payments to the WCH and the U of M upon the achievement of certain
conditions.
Pursuant to the terms and agreement entered into by the Company with Medvet Science Pty Ltd (Medvet), for the angiogenesis
project, the Company is liable to make further payments to Medvet upon the achievement of certain conditions.
NOTE 22: FINANCIAL INSTRUMENTS
(a) Capital Risk Management
The Group manages its capital to ensure that entities in the Group will be able to continue as going concerns whilst maximising
the return to stakeholders through the optimisation of the debt and equity balance.
The Group’s overall strategy remains unchanged from 2010. The capital structure of the Group consists of debt, which includes
borrowings (note 15), cash and cash equivalents (note 7) and equity attributable to equity holders of the parent, comprising issued
capital, reserves and retained earnings (disclosed in notes 18, 19 and 20 respectively).
The Group has global operations, primarily conducted through subsidiary companies established in the markets in which the
Group trades. None of the Group’s entities is subject to externally imposed capital requirements.
The Group’s policy is to fund the research and development activities and operations through the issue of equity and the
commercialisation of Intellectual Property assets. Minor borrowings for operational assets are utilised, as appropriate.
Categories of financial instruments
Financial assets
Loans and receivables
Cash and cash equivalents
Financial liabilities at amortised costs
Reconciliation to total assets
Financial assets (as above)
Non-financial assets
Reconciliation to total liabilities
Financial liabilities (as above)
Non-financial liabilities
2011
$
2010
$
8,448,810
847,104
16,052,230
12,612,244
24,501,040
13,459,348
4,504,773
5,067,090
24,501,040
13,459,348
9,807,859
18,055,123
34,308,899
31,514,471
4,504,773
5,067,090
1,104,946
981,493
5,609,719
6,048,583
73
NOTE 22: FINANCIAL INSTRUMENTS (CONT.)
(b) Financial Risk Management Objectives
The Board, through the Audit and Risk Management (ARM) Committee, is responsible for ensuring there are adequate policies
in relation to risk management, compliance and internal control systems. In summary, Company policies are designed to ensure
significant strategic, operational, legal, reputational and financial risks are identified, assessed, and effectively monitored
and managed in a manner sufficient for a company of Bionomics’ size and stage of development to enable achievement of the
Company’s business strategy and objectives.
The Company’s risk management policies are managed by the key management personnel and are reviewed by the ARM
Committee according to a timetable of assessment and review proposed by that Committee and approved by the Board.
(c) Market Risk
The Group’s activities do not expose it to significant financial risks of changes in foreign currency exchange rates or interest rates.
The Group uses derivative financial instruments to manage its exposure to foreign currency risk including:
q forward foreign exchange contracts and currency swaps to hedge the exchange rate risk arising on the payments for clinical
trials in non-Australian dollar denominated contracts.
The Group measures market risk exposures using sensitivity analysis. There has been no material change to the Group’s exposure
to market risks or the manner in which these risks are managed and measured.
Unless approved by the Chief Executive Office and Managing Director, interest rate derivatives are not entered into.
(d) Foreign Currency Risk Management
The Group undertakes certain transactions denominated in foreign currencies; consequently exposures to exchange rate
fluctuations arise. Exchange rate exposures are managed in accordance with established policies. The carrying amounts of the
Group’s foreign currency denominated monetary assets and liabilities at the end of the reporting date are as follows:
Euro
USD
Foreign Currency Sensitivity Analysis
The Group is mainly exposed to Euros and US dollars.
LIABILITIES
2011
$
557,992
242,250
2010
$
975,236
181,065
ASSETS
2011
$
2010
$
2,198,595
2,089,494
398,013
1,487,930
The following table details the Group’s sensitivity to a 10% increase and decrease in the Australian dollar against the relevant foreign
currencies. 10% is the sensitivity rate used when reporting foreign currency risk internally to key management personnel and
represents management’s assessment of the reasonably possible change in foreign currency rates. The sensitivity analysis includes
only outstanding foreign currency denominated monetary items and adjusts their translation at the year end for a 10% change in
foreign currency rates. A positive number below indicates an increase in profit or equity where the Australian dollar strengthens
10% against the relevant currency. For a 10% weakening of the Australian dollar against the relevant currency, there would be a
comparable impact on the profit or equity with the balances being the opposite.
Profit or loss
Equity
EURO IMPACT
USD IMPACT
2011
$
542
2010
$
2011
$
2010
$
697 (i)
(14,160)
(118,806 (ii)
(149,688)
(101,994) (iii)
–
–
(i)
this is mainly attributable to the exposure outstanding on Euro payables and forward contracts in the Group at the end of the
reporting period.
(ii) this is mainly attributable to the exposure to outstanding USD net assets and forward contracts at the end of the reporting period.
(iii) this is as a result of the changes in fair value of the net investment in a subsidiary denominated in Euros, reflected in the foreign
currency translation reserve.
74
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 22: FINANCIAL INSTRUMENTS (CONT.)
The Group’s sensitivity to foreign currency has decreased during the current year mainly due to the mix of net assets held in non-
Australian dollar denominated currencies.
In management’s opinion, the sensitivity analysis is unrepresentative of the inherent foreign exchange risk because the exposure
at the end of the reporting period does not reflect the exposure during the year. Requirements change during the financial year
depending on research and development activities being undertaken and contract research service financial performance.
Forward Foreign Exchange Contracts
It is the policy of the Group to enter into forward foreign currency contracts to cover specific foreign currency payments and receipts
when there is a legal commitment to pay or receive foreign currency or the CEO has a high degree of confidence (>90%) that a foreign
currency exposure will arise.
Under the Group’s Treasury Policy, the Chief Financial Officer (CFO) will manage the foreign exchange transaction risk adopting the
following guidelines:
q generally hedge foreign exchange exposure identified above by entering into a forward currency contract.
q the duration of any forward currency contract(s) will approximate the period in which the net currency exposure arise.
q recognising the uncertainty that exists in the projecting forward foreign currency flows, a maximum net foreign currency exposure
position may be held at any point in time.
Due to the long-term nature of the net investment in the Euro denominated wholly owned subsidiary, the investment will not be
hedged into Australian dollars, with the result that the Australian dollar value of the investment will fluctuate with the market rate
through the foreign currency translation reserve.
The following table details the forward foreign currency (FC) contracts outstanding at the end of the reporting period:
Cash flow hedges
EURO (Sell)
3 – 6 months
US (Buy)
Less than 3 months
3 – 6 months
AVERAGE RATE
FOREIGN CURRENCY
CONTRACT VALUE
FAIR VALUE
2011
2010
2011
FC
2010
FC
2011
$
2010
$
2011
$
2010
$
0.7295
–
(400,000)
–
(548,321)
0.9633
1.0336
–
–
1,500,000
500,000
–
–
1,557,190
483,746
–
–
–
1,089
(157,430)
(7,143)
(163,484)
–
–
–
–
The table above provides an example of summary quantitative data about exposure to foreign exchange risks at the end of the
reporting period that an entity may provide internally to key management personnel.
The Group has entered into contracts to conduct clinical trials in US dollars over a period of time and has hedged US dollars to cover
these commitments. In addition, the Group will receive a Euro cash receipt and has hedged this refund.
(e) Interest Rate Risk Management
The Group is exposed to interest rate risk as entities in the Group borrow funds at both fixed and variable interest rates and lend
funds at variable rates. The Group does not use interest rate swap contracts or forward interest rate contracts.
75
NOTE 22: FINANCIAL INSTRUMENTS (CONT.)
Interest Rate Sensitivity Analysis
The sensitivity analysis below has been determined based on the exposure to interest rates at the end of the reporting period and the
stipulated change taking place at the beginning of the financial year and held constant throughout the reporting period.
If interest rates had been 50 basis points higher / (lower) and all other variables were held constant, the Group’s:
q profit for the year ended 30 June 2011 would increase / (decrease) by $56,276 (2010: increase / (decrease) by $25,891). This is
mainly attributable to the Group’s exposure to interest rates on its variable rate deposits.
The Group’s sensitivity to interest rates has increased during the current year mainly due to the increase in cash and cash equivalent
balances and reduction in debt.
(f) Credit Risk Management
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Group.
The Group has adopted a policy of only dealing with creditworthy counterparties and obtaining sufficient collateral, where
appropriate, as a means of mitigating the risk of financial loss from defaults.
The Group does not have any significant credit risk exposure to any single counterparty or any group of counterparties having
similar characteristics. The credit risk on liquid funds is limited because the counterparties are banks with high credit ratings
assigned by international credit rating agencies.
The carrying amount of financial assets recorded in the financial statements, net of any allowances for losses, represents the
Group’s maximum exposure to credit risk.
(g) Liquidity Risk Management
Ultimate responsibility for liquidity risk management rests with the Board of Directors, who have built an appropriate liquidity
risk management framework for management of the Group’s short, medium and long term funding. The Group manages liquidity
risk by continuously monitoring forecast and actual cash flows and matching maturity profiles of financial assets and liabilities.
Included in note 15 is a listing of additional undrawn facilities that the group has at its disposal to further reduce liquidity risk.
(h) Liquidity and Interest Rate Risk
The following tables detail the Group’s remaining contractual maturity for its financial liabilities. The tables have been drawn up
based on the undiscounted cash flows of financial liabilities based on the earliest date on which the Group can be required to pay.
The tables include both interest and principal cash flows.
INTEREST RATE MATURITY
WEIGHTED
AVERAGE
EFFECTIVE
INTEREST
RATE
%
LESS THAN
1 MONTH
$
1–3
MONTHS
$
3–12
MONTHS
$
1–5
YEARS
$
5+
YEARS
$
TOTAL
$
2011
Non–interest bearing
Forward exchange contracts
(payable)
Forward exchange contracts
(receivable)
1,669,747
1,557,190
(1,399,760)
–
–
–
–
1,030,978
(1,024,924)
–
–
–
Finance lease liability
8.43
2,274
3,813
7,347
9,032
Fixed interest rate
instruments
TOTAL
6.97
2,814,188
–
–
–
4,643,639
3,813
13,401
9,032
–
–
–
–
–
–
1,669,747
2,588,168
(2,424,684)
22,466
2,814,188
4,669,885
76
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 22: FINANCIAL INSTRUMENTS (CONT.)
INTEREST RATE MATURITY
WEIGHTED
AVERAGE
EFFECTIVE
INTEREST
RATE
%
LESS THAN
1 MONTH
$
1–3
MONTHS
$
3–12
MONTHS
$
1–5
YEARS
$
5+
YEARS
$
TOTAL
$
2010
Non–interest bearing
Finance lease liability
Fixed interest rate instruments
1,747,937
–
–
–
8.51
6.97
4,253
8,506
36,297
22,414
168,187
80,562
504,560
2,992,801
TOTAL
1,920,377
89,068
540,857
3,015,215
–
–
–
–
1,747,937
71,470
3,746,110
5,565,517
NOTE 23: kEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Directors
The following persons were directors of Bionomics during the financial year and prior year unless otherwise stated:
Non-Executive Chairman
Mr Christopher Fullerton
Executive Director
Dr Deborah Rathjen, Chief Executive Officer and Managing Director
Non-Executive Directors
Mr Trevor Tappenden
Dr Errol De Souza
(b) Other key Management Personnel
The following persons also had authority and responsibility for planning, directing and controlling the activities of the
Group directly or indirectly during the financial year:
Name
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Ms Melanie Young
Mr Trevor Thiele
Position
Director of Research, Neurofit SAS
Vice President Drug Discovery
Vice President Research and Development
Chief Financial Officer and Company Secretary (appointed 9 May 2011)
Chief Financial Officer and Company Secretary (resigned 13 May 2011)
(c) key Management Personnel Compensation
The aggregate compensation made to key management personnel of the Group is set out below:
Short-term employee benefits
Post employment benefits
Share-based payments
Total key management personnel compensation
2011
$
2010
$
1,421,011
1,058,533
75,343
124,124
63,737
310,955
1,620,478
1,433,225
77
NOTE 24: COMMITMENTS FOR ExPENDITURE
(a) Finance Leases
The Group leases scientific equipment under finance leases. The average lease term is three years (2010: three years). Under the
terms of the lease, the Group retains ownership at the completion of the agreed term. Interest rates underlying all obligations
under finance leases are fixed at the respective contract dates ranging from 8.9% to 9.8% (2010: 8.9% to 9.8%) per annum.
MINIMUM LEASE
PAYMENTS
PRESENT VALUE OF
LEASE PAYMENTS
Finance lease liabilities
Within one year
Later than one year but not greater than five
Future finance charges
Present value of minimum lease payments
2011
$
13,434
9,032
22,466
(1,630)
20,836
2010
$
49,056
22,414
71,470
(3,500)
67,970
Represented in the financial statements (note 15) by:
Current borrowings
Non-current borrowings
(b) Operating Leases
Operating leases relate to business premises with lease terms of between two and ten years.
The building premise leases have options of +2 and +5+5 year terms respectively.
Payments recognised as an expense
Minimum lease payments
Non-cancellable operating lease commitments
Within one year
Later than one year but not greater than five
Later than five years
Minimum lease payments
2011
$
2010
$
13,434
7,402
20,836
49,056
18,914
67,970
–
–
20,836
67,970
2011
$
2010
$
13,434
7,402
20,836
49,056
18,914
67,970
2011
$
2010
$
227,134
195,552
785,826
165,230
2,987,702
20,569
4,246,773
–
8,020,301
185,799
The non-cancellable lease commitments include the rent payable under the sale and leaseback of the headquarters.
The sale occurred on 29 April 2011, with settlement occurring on 13 July 2011. The total lease commitments are expected to be
$7,910,077 (2010: nil), and are considered market related.
78
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 24: COMMITMENTS FOR ExPENDITURE (CONT.)
(c) Rental Agreements
The Group sub-lets areas of its facility under agreements that are renewed annually. Rent received from these agreements is
treated according to the accounting policy outlined in note 1(c).
Future rental income receivable
Within one year
Later than one year but not greater than five
2011
$
2010
$
219,264
–
219,264
219,264
219,264
438,528
NOTE 25: EVENTS OCCURRING AFTER REPORTING DATE
No matters or circumstances have arisen since the end of the financial year which significantly affects or may significantly affect the
results of the operations of the Group.
NOTE 26: REMUNERATION OF AUDITORS
During the financial year the following services were paid and payable to the external auditor:
Auditor of the parent entity
Audit or review of the financial report
Tax compliance including preparation of the income tax return
2011
$
2010
$
119,920
22,457
113,497
36,776
142,377
150,273
The auditor of Bionomics Limited is Deloitte Touche Tohmatsu.
It is the Group’s practice to employ Deloitte Touche Tohmatsu on assignments additional to their statutory audit duties where their
expertise and experience with the Group are important.
NOTE 27: CASH FLOW INFORMATION
Reconciliation of operating loss after income tax to net cash outflow from operating activities
Loss after income tax
Items in loss
– Depreciation and amortisation
– Directors’ fees and share based payments
– Income tax benefit
– Net unrealised foreign exchange differences
– Interest received and receivable
2011
$
2010
$
(9,356,497)
(8,214,082)
942,506
82,471
(750,406)
954,421
336,128
–
9,241
52,768
(477,516)
(487,386)
NOTE 27: CASH FLOW INFORMATION (CONT.)
Changes in operating assets and liabilities
– Decrease / (Increase) in debtors and other assets
– Decrease / (Increase) in other operating assets
– Decrease / (Increase) in inventory
– Movement in provisions
– Increase / (Decrease) in unearned income
– Increase / (Decrease) in creditors and accruals
Net cash outflows from operating activities
NOTE 28: NON-CASH FINANCING ACTIVITIES
Directors’ fees and management salaries satisfied by the issue of shares
NOTE 29: LOSS PER SHARE
Basic loss per share
Diluted loss per share
79
2011
$
2010
$
265,073
(151,559)
51,079
70,429
–
9,325
128,974
129,260
(22,622)
(33,990)
77,860
305,490
(8,979,408)
(7,099,625)
2011
$
–
–
2011
CENTS
(2.9)
(2.9)
2010
$
200,867
200,867
2010
CENTS
(2.7)
(2.7)
The basic and diluted loss per share amounts have been calculated using the ‘Loss after income tax’ figure in the consolidated
statement of comprehensive income.
Loss per share (Basic and Diluted):
Loss after tax for the year
2011
$
2010
$
(9,356,497)
(8,214,082)
2011
NUMBER
2010
NUMBER
Weighted average number of shares - Basic
Weighted average number of ordinary shares used in calculating basic loss per share
321,578,330
300,798,854
Weighted average number of shares – Diluted
Weighted average number of ordinary shares used in calculating basic loss per share
– Employee options
Weighted average number of ordinary shares used in the calculation of diluted
earnings per share
321,578,330
300,798,854
2,262,295
563,520
323,840,625
301,362,374
80
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 29: LOSS PER SHARE (CONT.)
The following potential ordinary shares are anti-dilutive and are therefore excluded from the weighted average number of ordinary
shares for the purposes of diluted earnings per share.
Employee options
NOTE 30: RELATED PARTY TRANSACTIONS
(a) Parent Entity
2011
NUMBER
2010
NUMBER
313,665
5,888,382
The immediate parent and ultimate controlling party of the Group is Bionomics Limited. Interests in subsidiaries are set out in
note 11.
(b) key Management Personnel
Disclosures relating to compensation of key management personnel are set out in note 23 and the Directors’ Report.
(c) Other Transactions with Related Parties
Transactions between the Group and its related parties
During the financial year ended 30 June 2011, the following transactions occurred between the Group and its other related parties:
q research and development services between the parent and subsidiary entities totalled $2,620,550 (2010: $887,501).
q corporate support fees were charged between the Group’s entities of $369,985 (2010: $299,197) for management and accounting
support.
The following balances arising from transactions between the Group and its other related parties are outstanding at
reporting date:
q loan receivables totalling $1,509,067 (2010: $1,804,479) are payable by the subsidiaries to the Parent entity.
All amounts advanced to or payable to related parties are unsecured and are subordinate to other liabilities. Interest has been
waived since 2010.
The amounts outstanding will be settled in cash. No guarantees have been given or received. No expense has been recognised in
the period for bad or doubtful debts in respect of the amounts owed by related parties.
Transactions between the Group and its associates were eliminated in the preparation of the consolidated financial statements of
the Group to the extent of the Group’s share in profits and losses of the associate resulting from these transactions.
(d) Loans To and From Related Parties
No loans to or from related parties have occurred in the current or previous financial year.
(e) key Management Personnel Equity Holdings
(i) Options provided as remuneration and shares issued on the exercise of such options are outlined below, and the terms and
conditions of the options can be found in note 1(p)(iv).
(ii) The number of unlisted options over ordinary shares in the company held by each director of the Company and other key
management personnel (including related parties) of the Group are set out below. All options that are vested are exercisable.
81
NOTE 30: RELATED PARTY TRANSACTIONS (CONT.]
2011
OPTIONS
NAME
BALANCE AT
THE START OF
THE YEAR
GRANTED
DURING
THE YEAR AS
COMPENSA-
TION
ExERCISED
DURING THE
YEAR
OTHER
CHANGES
DURING THE
YEAR*
BALANCE
AT YEAR END
VESTED AND
ExERCISABLE
AT YEAR END
Mr Christopher Fullerton
500,000
500,000
–
–
1,000,000
200,000
Dr Deborah Rathjen
2,502,300
Mr Trevor Tappenden1
Dr Errol De Souza
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Ms Melanie Young
(appointed 9 May 2011)
Mr Trevor Thiele
(resigned 13 May 2011)
500,000
500,000
325,800
250,000
290,000
–
–
–
–
–
–
45,000
45,000
–
500,000
(437,300)
(100,000)
1,965,000
1,635,000
–
–
–
–
–
–
–
–
–
–
–
(90,000)
–
(500,000)
500,000
500,000
325,800
295,000
245,000
–
–
400,000
300,000
285,800
145,000
245,000
–
–
4,868,100
1,090,000
(437,300)
(690,000)
4,830,800
3,210,800
2010
OPTIONS
NAME
BALANCE AT
THE START OF
THE YEAR
GRANTED
DURING
THE YEAR AS
COMPENSA-
TION
ExERCISED
DURING THE
YEAR
OTHER
CHANGES
DURING THE
YEAR*
BALANCE
AT YEAR END
VESTED AND
ExERCISABLE
AT YEAR END
Mr Christopher Fullerton
–
500,000
–
–
500,000
–
Dr Deborah Rathjen
Mr Trevor Tappenden1
Dr Errol De Souza
Dr Peter Jonson
(retired 4 November 2009)2
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Mr Trevor Thiele
(appointed 14 December 2009)
Mr Stephen Birrell
(resigned 18 December 2009)
3,457,300
500,000
500,000
1,000,000
325,800
250,000
350,000
–
674,000
7,057,100
–
–
–
–
–
–
–
–
–
(175,000)
(780,000)
2,502,300
1,842,300
–
–
–
–
–
–
–
(1,000,000)
–
–
(20,000)
(40,000)
–
–
(474,000)
(200,000)
500,000
500,000
–
325,800
250,000
290,000
–
–
300,000
200,000
–
245,800
50,000
290,000
–
–
500,000
(669,000)
(2,020,000)
4,868,100
2,928,100
Held by Kelso Investments Australia Pty Ltd
Held by Sandhurst Trustees Limited
1
2
* Includes removal from table at date person resigned
82
NOTES TO THE
FINANCIAL STATEMENTSe
NOTE 30: RELATED PARTY TRANSACTIONS (CONT.]
(iii) The number of shares in the company held by each director of the company and other key management personnel (including
personally related parties) of the Group are set out below:
2011
SHARES
NAME
Mr Christopher Fullerton3
Dr Deborah Rathjen
Mr Trevor Tappenden4
Dr Errol De Souza
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Mr Trevor Thiele6
(resigned 13 May 2011)
Ms Melanie Young
(appointed 9 May 2011)
BALANCE AT THE
START OF
THE YEAR
GRANTED
DURING
THE YEAR AS
COMPENSATION
RECEIVED DUR-
ING THE YEAR
UPON ExERCISE
OF OPTIONS
OTHER CHANGES
DURING THE
YEAR*
BALANCE
AT YEAR END
4,825,020
1,188,889
245,899
116,698
2,889
126,315
112,577
100,000
–
6,718,287
–
–
–
–
–
–
–
–
–
–
–
–
437,300
(282,500)
–
–
–
–
–
–
–
–
–
–
–
–
(100,000)
–
4,825,020
1,343,689
245,899
116,698
2,889
126,315
112,577
–
–
437,300
(382,500)
6,773,087
2010
SHARES
NAME
BALANCE AT THE
START OF
THE YEAR
GRANTED
DURING
THE YEAR AS
COMPENSATION
RECEIVED DUR-
ING THE YEAR
UPON ExERCISE
OF OPTIONS
OTHER CHANGES
DURING THE
YEAR*
BALANCE
AT YEAR END
Mr Christopher Fullerton3
4,700,000
Dr Deborah Rathjen
Mr Trevor Tappenden4
Dr Errol De Souza
Dr Peter Jonson
(retired 4 November 2009)5
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Mr Trevor Thiele
(appointed 14 December 2009) 6
Mr Stephen Birrell
(resigned 18 December 2009)
996,889
188,355
39,763
716,539
2,889
–
103,197
125,020
192,000
57,544
76,935
39,729
–
126,315
160,000
–
–
175,000
(175,000)
–
–
–
–
–
–
–
(756,268)
–
–
20,000
(170,620)
4,825,020
1,188,889
245,899
116,698
–
2,889
126,315
112,577
–
–
–
100,000
100,000
100,846
6,848,478
68,211
845,754
474,000
669,000
(643,057)
(1,644,945)
–
6,718,287
3 Held by Mandalay Capital Pty Ltd
4 Held by Kelso Investments Australia Pty Ltd
5 Held by Sandhurst Trustees Limited
6 Held by Thiele Investments Pty Ltd
* Includes removal from table at date person resigned
(f) Loans to Directors and Other key Management Personnel
There were no loans to any directors of the Company or other key management personnel of the Group during the financial year
ended 30 June 2011.
BALANCE AT THE
ING THE YEAR
OTHER CHANGES
GRANTED
DURING
RECEIVED DUR-
THE YEAR AS
UPON ExERCISE
DURING THE
COMPENSATION
OF OPTIONS
YEAR*
BALANCE
AT YEAR END
437,300
(282,500)
2011
SHARES
NAME
Mr Christopher Fullerton3
Dr Deborah Rathjen
Mr Trevor Tappenden4
Dr Errol De Souza
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Mr Trevor Thiele6
(resigned 13 May 2011)
Ms Melanie Young
(appointed 9 May 2011)
2010
SHARES
NAME
Mr Christopher Fullerton3
Dr Deborah Rathjen
Mr Trevor Tappenden4
Dr Errol De Souza
Dr Peter Jonson
(retired 4 November 2009)5
Dr Emile Andriambeloson
Dr Andrew Harvey
Mr Trevor Thiele
(appointed 14 December 2009) 6
Mr Stephen Birrell
(resigned 18 December 2009)
START OF
THE YEAR
4,825,020
1,188,889
245,899
116,698
2,889
126,315
112,577
100,000
–
6,718,287
START OF
THE YEAR
4,700,000
996,889
188,355
39,763
716,539
2,889
–
–
100,846
6,848,478
–
–
–
–
–
–
–
–
–
–
125,020
192,000
57,544
76,935
39,729
126,315
160,000
–
–
68,211
845,754
(100,000)
437,300
(382,500)
6,773,087
BALANCE AT THE
ING THE YEAR
OTHER CHANGES
GRANTED
DURING
RECEIVED DUR-
THE YEAR AS
UPON ExERCISE
DURING THE
COMPENSATION
OF OPTIONS
YEAR*
BALANCE
AT YEAR END
175,000
(175,000)
(756,268)
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
4,825,020
1,343,689
245,899
116,698
2,889
126,315
112,577
–
–
–
–
4,825,020
1,188,889
245,899
116,698
2,889
126,315
112,577
Dr Gabriel Kremmidiotis
103,197
20,000
(170,620)
83
NOTE 30: RELATED PARTY TRANSACTIONS (CONT.]
(g) Other Transactions with Directors and Other key Management Personnel
There were no other transactions with directors of the Company or other key management personnel of the Group during the
financial year.
NOTE 31: PARENT ENTITY INFORMATION
The accounting policies of the parent entity, which have been applied in determining the financial information shown below, are the
same as those applied in the consolidated financial statements. Refer to note 1 for a summary of the significant accounting polices
relating to the Group.
FINANCIAL POSITION
Assets
Current assets
Non-current assets
Total assets
Liabilities
Current liabilities
Non-current liabilities
Total liabilities
Net Assets
Equity
Issued capital
Accumulated losses
Reserves:
Share based payments reserve
Asset revaluation reserve
Total equity
100,000
100,000
474,000
669,000
(643,057)
(1,644,945)
FINANCIAL PERFORMANCE
6,718,287
Loss for the year
Other comprehensive income
Total comprehensive income
YEAR ENDED
30 jUNE 2011
YEAR ENDED
30 jUNE 2010
25,171,780
14,864,038
8,964,844
16,521,723
34,136,624
31,385,761
4,929,156
2,362,544
129,621
2,812,889
5,058,777
5,175,433
29,077,847
26,210,328
87,690,990
75,114,469
(59,860,278)
(52,574,314)
1,247,135
1,164,664
-
2,505,509
29,077,847
26,210,328
YEAR ENDED
30 jUNE 2011
YEAR ENDED
30 jUNE 2010
9,791,471
8,475,117
-
-
9,791,471
8,475,117
(a) Property, Plant and Equipment Commitments
There are no contractual commitments for the acquisition of property, plant or equipment as at 30 June 2011 (2010: Nil).
(b) Contingent Liabilities and Guarantees
There are no contingent liabilities or guarantees as at 30 June 2011 (2010: Nil).
84
DIRECTORS
DECLARATIONe
THE DIRECTORS DECLARE THAT:
a) 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;
b) the attached financial statements are in compliance with International Financial Reporting Standards issued by the International
Accounting Standards Board, as stated in note 1 to the financial statements;
c) in the directors’ opinion, the attached financial statements and notes thereto are in accordance with the Corporations Act 2001,
including compliance with accounting standards and giving a true and fair view of the financial position and performance of the
consolidated entity; and
d) the directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of the directors made pursuant to section 295(5) of the Corporations Act 2001.
On behalf of the directors
Christopher Fullerton
Chairman
Dated this 17th day of August 2011
Deborah Rathjen
Chief Executive Officer
and Managing Director
INDEPENDENT
AUDIT REPORTe
85
86
INDEPENDENT
AUDIT REPORTe
87
SHAREHOLDER
INFORMATIONe
NUMBER OF HOLDERS OF EqUITY
Ordinary Share Capital
344,731,779 fully paid ordinary shares are held by 3,671 individual shareholders.
Voting Rights
There is one class of quoted equity securities issued by the Company, ordinary, with voting rights attached to the ordinary shares.
One share equates to one vote.
Unlisted options
7,766,715 options are held by 44 individual option holders.
DISTRIBUTION OF SHAREHOLDERS OF EqUITY SECURITIES
Category (size of holding)
Ordinary shares
Unlisted options
NUMBER OF SECURITY HOLDERS
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Holding less than a marketable parcel
-
1
-
29
14
44
401
1,138
666
1,213
253
3,671
406
SUBSTANTIAL SHAREHOLDERS
Substantial holders in the Company are set out below:
Ordinary Shares
National Nominees Limited
Link Traders (Aust) Pty Ltd
Start-Up Australia Ventures
The Australian National University
HSBC Custody Nominees
Number held
45,867,644
37,000,000
28,364,866
23,278,583
22,700,340
88
SHAREHOLDER
INFORMATIONe
TWENTY LARGEST HOLDERS OF EACH CLASS OF qUOTED EqUITY SECURITIES
The names of the 20 largest holders of each class of quoted equity securities are listed below:
Name
National Nominees Limited
Link Traders (Aust) Pty Ltd
Start-Up Australia Ventures
The Australian National University
HSBC Custody Nominees
J P Morgan Nominees Australia Limited
Pagodatree Investments Limited
Balzac Investments Pty Ltd
Boom Australia Pty Limited
HSBC Custody Nominees (Australia) Limited – GSCO ECA
CVC Limited
Mandalay Capital Pty Ltd
JBW Investments Pty Ltd
Mark & Rebecca Potter
UBS Nominees Pty Ltd
Stephen Rattray & Peta Rattray
Credit Suisse Securities (Europe) Ltd
AW & JE Wilks
UBS Wealth Management Australia Nominees Pty Ltd
JP Morgan Nominees Australia Limited
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16
17
18
19
20
ORDINARY SHARES
Number held
Percentage of issued shares
45,867,644
37,000,000
28,364,866
23,278,583
22,700,340
12,234,675
8,014,030
7,744,223
6,933,100
5,950,840
5,000,000
4,825,020
3,950,000
2,881,250
2,694,650
2,500,192
2,500,000
2,150,000
1,822,481
1,713,552
13.31
10.74
8.23
6.75
6.58
3.55
2.32
2.25
2.01
1.73
1.45
1.40
1.15
0.84
0.78
0.73
0.73
0.62
0.53
0.50
228,125,446
66.20
Unquoted equity securities
Number on issue
Number of holders
Options issued pursuant to Bionomics Limited Employee Share Option Plan
7,766,715
7,766,715
44
44
COMPANY
PARTICULARSe
Bionomics, a listed public Company, is domiciled and
incorporated in Australia.
DIRECTORS
Bionomics shares are listed on the Australian Securities
Exchange under the code BNO.
REGISTERED OFFICE
31 Dalgleish Street
Thebarton SA Australia 5031
Telephone: 61 8 8354 6100
ADMINISTRATIVE OFFICE
31 Dalgleish Street
Thebarton SA Australia 5031
Telephone: +61 8 8354 6100
Facsimile: +61 8 8354 6199
E-mail: info@bionomics.com.au
Web Address: www.bionomics.com.au
SHARE REGISTRY
Computershare Investor Services Pty Limited
Level 5, 115 Grenfell Street
Adelaide SA Australia 5000
Telephone: 1300 556 161 (within Australia)
+61 3 9415 4000 (outside Australia)
E-mail: web.queries@computershare.com.au
Web Address: www.computershare.com
SOLICITORS
Johnson Winter & Slattery
211 Victoria Square
Adelaide SA Australia 5000
AUDITORS
Deloitte Touche Tohmatsu
11 Waymouth Street
Adelaide SA Australia 5000
PATENT ATTORNEYS
Griffith Hack
167 Eagle Street
Brisbane QLD Australia 4000
Davies Collison Cave
1 Nicholson Street
Melbourne VIC Australia 3000
Bionomics is not listed on any other stock
exchanges other than the ASX.
Mr Christopher Fullerton
Chairman
Dr Deborah Rathjen
Mr Trevor Tappenden
Dr Errol De Souza
Chief Executive Officer
and Managing Director
Non-Executive
Director
Non-Executive
Director
SENIOR MANAGEMENT
Dr Deborah Rathjen
Dr Emile Andriambeloson
Dr Andrew Harvey
Dr Gabriel Kremmidiotis
Ms Melanie Young
Chief Executive Officer
and Managing Director
Head of Research,
Neurofit
Vice President
Drug Discovery
Vice President Research
and Development
Chief Financial Officer
and Company Secretary
SCIENTIFIC ADVISORS
Dr Simon Campbell CBE BSc PhD
Dr Jayesh Desai MBBS
Dr Errol De Souza PhD
Professor Paul Fitzgerald PhD MSc
Dr Tim Harris PhD MSc BSc
Dr Ann Hayes BSc
Mr Richard Morgan C Biol, MI Biol Dip RC Path
Dr Christopher J Sweeney MBBS
Bionomics has an American Depositary Receipts program
(ADRs) sponsored by BNY Mellon, under the ticker code ‘BMICY’.
For further details about this program, please contact:
UNITED STATES
BNY Mellon Shareowner Services
PO Box 358516, Pittsburgh, PA 15252-8516
Telephone: +1 201 680 6825
Toll Free Number for Domestic Calls:
+1 888 BNY ADRA or +1 1888 269 2377
Number for International Calls: +1 201 680 6825
E-mail: shrrelations@bnymellon.com
or visit BNY Mellon Shareowner Services’
website at www.bnymellon.com/shareowner
AUSTRALIA
Ms Donna Kiely, Vice President
BNY Mellon Depositary Receipts, Australia & New Zealand
The Bank of New York
Level 5,350 Collins Street, Melbourne VIC 3000
Telephone: +61 3 9640 3908
Facsimile: +61 3 9602 1236
E-mail: donna.kiely@bnhmellon.com
31 DALGLEISH STREET, THEBARTON, SA AUSTRALIA, 5031 WWW.BIONOMICS.COM.AU ABN 53 075 582 740