2016
BIONOMICS
ANNUAL
REPORT
31 DALGLEISH STREET,
THEBARTON, SA
AUSTRALIA, 5031
WWW.BIONOMICS.COM.AU
ABN 53 075 582 740
CONTENTS
01 VISION
02 HIGHLIGHTS
03 CHAIRMAN’S
LETTER
04 CEO+MANAGING
DIRECTOR’S
REPORT
09 PIPELINE
12 INTELLECTUAL
PROPERTY
PORTFOLIO
13 BOARD OF
DIRECTORS
16 MANAGEMENT
18 DIRECTOR’S
REPORT
35 ANNUAL
FINANCIAL
STATEMENTS
81 INDEPENDENT
AUDIT REPORT
83 SHAREHOLDER
INFORMATION
85 COMPANY
PARTICULARS
BIONOMICS IS
DISCOVERING AND
DEVELOPING INNOVATIVE
THERAPEUTICS FOR SERIOUS
MEDICAL CONDITIONS,
WORKING WITH PARTNERS TO
ACHIEVE SIGNIFICANT OUTCOMES
FOR PATIENTS, SHAREHOLDERS
AND EMPLOYEES.
Bionomics is a leader in the discovery and development
of innovative biopharmaceuticals with operations
in Australia, Europe and US.
The Company undertakes discovery, development and
strategic partnering of first in class and best in class drugs
to treat patients with serious medical conditions
including cancer and central nervous system disorders.
Bionomics utilizes key global, strategic
partnerships for the commercialisation of its drugs.
BNC210:
A NEXT GENERATION TREATMENT
FOR ANXIETY DISORDERS
BNC210 made strong progress in the clinic:
= Positive Phase 1b clinical trial results reported in
September 2015 supporting the mechanism of action
of BNC210. All primary and secondary endpoints met.
= Completion and reporting top line data from the Phase 2 trial
in patients with generalized anxiety disorder evaluating the capacity
of BNC210 to engage brain systems relevant to anxiety. The clinical
trial has been conducted at The Institute of Psychiatry, Psychology
& Neuroscience at King’s College in London. BNC210
delivered positive results meeting both primary endpoints
and outperforming standard of care, lorazepam.
= Commenced multi-centre, placebo controlled,
double-blinded Phase 2 clinical trial in patients
with Post Traumatic Stress Disorder (PTSD).
The clinical trial will be conducted
in Australia and New Zealand.
BNC101: LGR5 INHIBITOR
TARGETING CANCER STEM
CELLS IN SOLID TUMOURS
Phase 1 clinical trial of Bionomics’
lead cancer stem cell drug candidate
BNC101 commenced in patients with
metastatic colon cancer, following a
successful IND submission
to the US FDA .
02
HIGHLIGHTS
BNC105: CHANGING THE
TUMOUR MICROENVIRONMENT
TO STIMULATE TUMOUR IMMUNITY
New BNC105 data presented at major
international cancer conferences
AACR-NCI-EORTC International Conference
on Molecular Targets and Cancer Therapeutics
and the Annual American Association for
Cancer Research (AACR) conference.
The data demonstrated that BNC105 synergised
with immune-oncology agents by
re-activating the immune response
to tumours and potentiating their
anti-tumour activity.
MERCK & CO
(MSD) PARTNERSHIP
= US$9 million investment at
A$0.5938, a 29% premium to market.
= Extension of pain partnership targeting
treatments for chronic and neuropathic pain.
= Well attended 3rd Annual Bionomics
MSD Symposium “Drug Discovery and Development
for Cognition and Alzheimer’s Disease”.
Keynote speaker Dr Darryle Schoepp, VP &
Therapeutic Area Head, Neuroscience, Merck & Co.
= 4th Annual Bionomics-MSD Symposium
“At the Frontiers of Neuroscience: Memory,
Movement & Mood” on 7 November 2016.
Keynote speaker Dr David Michelson,
VP Neuroscience and Ophthalmology
Clinical Research, Merck & Co.
03
CHAIRMAN’S
REPORT
DEAR SHAREHOLDERS
Consolidation has been a strong theme
for Bionomics during an eventful
2016 as we sought to strengthen your
Company’s balance sheet, further
globalise the share register and
advance our drug pipeline.
While the US capital raise completed in
December 2015 was criticized by some
shareholders, it allowed Bionomics to
continue to make major advances in
its clinical development programs and
to focus on its important partnerships
with Merck & Co (known as MSD
outside the US and Canada). BNC210, for the treatment of
anxiety-related disorders, delivered positive clinical trial
results in September 2015 with successful completion
of a multiple ascending dose study and demonstration of
mechanism of action. More recently we reported extremely
encouraging, positive Phase 2 data from our trial in patients
with Generalized Anxiety Disorder (GAD). In a patient
population which is poorly served by current medications,
we are excited that BNC210 may make a positive contribution
to treatment options in the future. BNC210 has now advanced
into a Phase 2 clinical trials in patients with Post-Traumatic
Stress Disorder (PTSD).
We also progressed our cancer stem cell targeting drug
candidate BNC101 into the clinic following a successful
Investigational New Drug (IND) application to the US Food
& Drug Administration (FDA) in July 2015. A Phase 1 trial
in patients with metastatic colon cancer is underway and
reflects further progress in an important asset from our
2012 acquisition of Biogen spin-out, Eclipse Therapeutics.
The ongoing clinical trials are indicative of our mission to
develop best-in-class treatments for central nervous system
disorders and for cancer. Compelling data with any of our
clinical programs are major value inflection points giving
confidence for both continued development and strategic
partnering of our innovative drug candidates.
Bionomics’ business model is to secure strategic
partnerships for our drug candidates. Your Company has
continued to focus on its two major partnerships with MSD
in pain and cognition and was delighted to welcome MSD as
a shareholder of Bionomics in 2015, a strong endorsement
of our technology.
In addition to revenue under its agreement with MSD and
contract revenue from our subsidiaries Neurofit and
Prestwick Chemical, Bionomics received A$8.5 million
under the Federal Government’s R&D Tax Incentive.
A surprise for many was a more recent payment to
Bionomics of US$736,815 as its share of a US$15 million
upfront payment from a licensing deal between MSD and
the Australian Cooperative Research Centre for Cancer
Therapeutics, of which Bionomics is an industry partner.
Bionomics may further benefit from future milestone and
royalty payments for this program.
In 2016 the Board undertook a major renewal program.
Following a productive Shareholder Consultation Process
we are delighted to welcome David Wilson, Alan Fisher and
Peter Turner to the Board. The new Directors bring strong
global investment, finance and drug development skills,
which were recognised as necessary in the Company’s Board
structure and governance review.
These appointments came after extensive consultation with
shareholders and I thank the Shareholder Working Group
representing a cross-section of our major institutional
shareholders, for their active participation in the Board
appointment process. With these appointments Mr Graeme
Kaufman and Mr Trevor Tappenden announced their intention
to retire from the Board. We very much value the significant
contributions Graeme and Trevor made to Bionomics over
a considerable period of time and thank them for their
outstanding leadership as Chairman and Chair of the Audit
and Risk Committee respectively. This year has also seen
the departure of Dr Alan W Dunton from the Board, who we
also thank for the considerable contributions he made to the
Company during his short tenure on the Board.
The renewed Bionomics Board now comprises of well-
qualified members operating under a strong governance
structure and with the requisite skills and knowledge to
drive the development and partnering of Bionomics’ pipeline.
In conclusion, Bionomics ends the year with a strong cash
balance enabling the Company to build shareholder value
through maximisation of its pipeline development. The
Board thanks all shareholders for their continued support
and constructive feedback over the past year and we look
forward to sharing with you news on clinical and partnership
progress in the coming year.
Yours faithfully
Errol De Souza
Chairman and Non-Executive Director
04
CEO AND MANAGING
DIRECTOR’S REPORT
it was safe and well tolerated with no adverse effects on
cognition, emotional stability or potential for addiction.
Importantly the trial results indicated that BNC210
modulated the activity of its target, the α7 nicotinic
acetylcholine receptor, reducing the effects of nicotine on
the brain as measured by EEG.
This result is consistent with the mechanism of action of
BNC210. The data strongly support the continued development
of BNC210.
BNC210 ENGAGES ITS TARGET IN THE BRAIN
INHIBITING THE EFFECT OF NICOTINE
Nicotine induces a response in the alpha 2 band of the EEG profile
through activation of nicotine receptors in the brain. BNC210 is a
negative allosteric modulator of the α7 nicotinic acetylcholine receptor.
With these positive results we continued the Phase 2 clinical
trial of BNC210 in patients with GAD. GAD is a chronic
form of anxiety requiring long term treatment with anti-
depressants.
On 24 June 2016 we announced the on-time completion of
enrolment in the Phase 2 GAD trial and were very pleased
to recently report positive data. This clinical trial was a
double-blinded study comparing the effects of BNC210 with
placebo and with a benzodiazepine, Lorazepam. Patients
in this trial suffer from untreated GAD. The capacity of
BNC210 to engage brain systems relevant to anxiety was
evaluated. Endpoints include both significant changes in
cerebral perfusion measured by arterial spin labelling and in
emotional task-related brain activity measured by functional
Magnetic Resonance Imaging (fMRI).
DEAR SHAREHOLDERS
Finding better treatments for cancer and disorders of the
central nervous system are two of the greatest and most
enduring pursuits of modern medicine.
It is a pursuit Bionomics is intimately engaged in as a global
biopharmaceutical company with a mission to discover and
develop innovative treatments in both areas.
The way we do that is to use tools such as our proprietary
chemistry platform MultiCore in combination with our ionX
and CSC platforms so that we can fast track the discovery of
novel drug candidates that can significantly improve the lives
of patients.
Our drug candidates address unmet needs in areas where
there are large market opportunities with “blockbuster’’
sales potential.
The high performance of our drug discovery has been
recognised in our strategic partnerships with Merck & Co
(known as MSD outside the US and Canada) for the discovery
of new treatments for chronic and neuropathic pain and
for cognitive impairment in conditions such as Alzheimer’s
disease, schizophrenia, Parkinson’s disease and Attention
Deficit Disorder (ADHD or ADD).
BNC210: A NOVEL NEGATIVE ALLOSTERIC MODULATOR OF
THE α7 NICOTINIC ACETYLCHOLINE RECEPTOR
The 2015/16 financial year witnessed strong progress with
BNC210, Bionomics’ first-in-class drug candidate that is
in clinical development for the treatment of Generalized
Anxiety Disorder (GAD) and Post-Traumatic Stress Disorder
(PTSD). BNC210 has strong potential in meeting an unmet
medical need for fast-acting anxiolytic agents without
the side-effects of existing treatments such as sedation,
addiction, and impaired memory and co-ordination.
The BNC210 program in FY16 was focussed on continuing
clinical development across three clinical trials:
= Completion and reporting of the multiple ascending dose
and target engagement clinical trial
= Completion of the Phase 2 GAD clinical trial
= Initiation of the Phase 2 PTSD clinical trial.
Results of the Phase 1b multiple ascending dose clinical
trial assessing the safety of multiple doses of BNC210, with
secondary trial endpoints examining impact on cognitive
functions and the ability of BNC210 to engage with its target
in the brain, were reported in September 2015.
Data from this study were very positive with all primary
and secondary endpoints met. BNC210 again demonstrated
05
CEO AND MANAGING
DIRECTOR’S REPORT
ANXIETY AND DEPRESSION MARKET
Anxiety and depression have overlapping symptoms: over 40% of those diagnosed with depression are also diagnosed with an anxiety disorder.
n19.0M PHOBIAS
n 2.2M OBSESSIVE COMPULSIVE DISORDER
n 6.8M GENERALIZED ANXIETY DISORDER
n 7.7M PTSD
n6.0M PANIC DISORDER
n15.0M SOCIAL ANXIETY DISORDER
ANXIETY MARKET
= Projected to reach $18 billion
globally by 2020
= Approximately 40 million adults
suffer from anxiety in the US
= Anxiety patients may have more
than one anxiety disorder
DEPRESSION MARKET
= Approximately 1.82 million people
suffer from depression in the US
= Sales of top 10 depression drugs
reached a total of $8.8bn in 2012
= Major types of depression:
- Bipolar depression
- Dysthymia
- Major Depression
= Both primary endpoints were met with a high level of
significance, suggesting that BNC210 has potential to bring
about a paradigm change for treatment of anxiety disorders.
= BNC210 suppressed activation of the amygdala,
out-performing standard of care, lorazepam and caused
significant changes in cerebral perfusion consistent with
anti-anxiety activity.
= BNC210 also suppressed anxiety-related defensive
behaviour, again outperforming Lorazepam and providing
additional evidence of ant-anxiety activity in this patient
population.
We also examined other potential applications to further
leverage the key features of BNC210 that differentiate it
from current medications to treat anxiety and depression.
Following extensive consultation with global key opinion
leaders and reviews of the extensive datasets from pre-
clinical studies and Phase I clinical trials, PTSD was
identified as a major opportunity for BNC210.
PTSD is very common and its societal and economic
burden is heavy. It is estimated that approximately 8 million
Americans or 3.5% of the US population suffer PTSD in
any year, and that 12% of Australians will experience PTSD
during their lifetimes.
On 30 June 2016 Bionomics announced the initiation of a
Phase 2 clinical trial (the RESTORE trial) in adults suffering
PTSD. The clinical trial is randomized, double-blinded and
placebo controlled. It will enrol 160 patients, male and female.
There is a need for further and improved pharmacotherapy
options for people with PTSD. Currently, only two drugs,
the antidepressants paroxetine (for example, Paxil) and
sertraline (for example, Xoloft), are approved for the
treatment of PTSD. However, they have not been shown to
ameliorate the full range of PTSD symptoms, and complete
remission of symptoms is rare.
An extensive advertising campaign is to commence to
highlight the RESTORE trial and to attract patients suffering
from PTSD to participate in the trial. Examples of the
RESTORE trial advertising “It begins with a story……”
are shown on opposite page.
We are cautiously optimistic as BNC210 clinical trial data
reported to date suggest the compound possesses a profile
that meets the needs of patients and substantial commercial
potential across a range of anxiety and stress and trauma.
BNC101 may represent a major
advance in the treatment of solid
tumours – improving responses
to cancer treatment and increasing
the durability of responses.
06
BULK
TUMOUR CELLS
CSC
CONVENTIONAL
CANCER STEM
CELL THERAPY
TUMOUR RELAPSE
TUMOUR REGRESSION
BNC101: CANCER STEM CELL INHIBITOR FOR THE
TREATMENT OF METASTATIC COLON CANCER AND OTHER
SOLID TUMOUR TYPES
Bionomics’ first-in-class compound BNC101 reached key
milestones over the year:
= IND acceptance
= Initiation of the first clinical trial.
BNC101 aims to prevent or delay tumour recurrence by
targeting LRG5, a cancer stem cell (CSC) marker that is
over-expressed in metastatic colorectal cancers and other
solid tumour types. Inhibition of LGR5 by BNC101 results in
the inhibition of a CSC survival pathway, known as the Wnt
pathway.
CSC’s are resistant to chemotherapy, they suppress the
tumour immune system and modulate the tumour micro-
environment, requiring CSC targeted approaches.
The open label clinical trial aims to demonstrate BNC101
is safe and well tolerated and that it is able to modulate
the activity of its target LGR5 in colon cancer patients. It
is intended that the trial will then move to the next stage
evaluating the combination of BNC101 and chemotherapy in
this patient group.
Colorectal cancer (CRC) is the second most prevalent cancer
type, yet overall survival lags behind other high incidence
cancers. In metastatic CRC, five year survival is just 12%.
The predicted global market for metastatic colorectal cancer
treatments is estimated to reach US$9.4 billion by 2020. We
believe that BNC101 also has potential to treat pancreatic,
breast and lung cancers.
The BNC101 Phase 1 clinical trial followed acceptance of an
Investigational New Drug (IND) application by the US Food
& Drug Administration (FDA) in August 2015.
BNC101 may represent a major advance in the treatment of
solid tumours – improving responses to cancer treatment
and increasing the durability of responses.
This co-hosted Annual Symposium has gone from strength
to strength. Last year’s Symposium Drug Discovery and
Development for Cognition and Alzheimer’s Disease
saw nearly 200 registrations from researchers, medical
personnel and patient support groups as well as investors
and life science analysts. Of particular note was keynote
speaker Dr Darryle Schoepp, VP & Therapeutic Area Head,
Neuroscience (Merck) with his presentation “Challenges
in Neuroscience Discovery and Development: What has
Changed and Where are we Headed”.
...growth in the
neuropathic pain
market is
expected to reach
US$3.6 billion pa
by 2020 in an
overall pain
market estimated
at US$22 billion
pa...
07
CEO AND MANAGING
DIRECTOR’S REPORT
PARTNERSHIPS WITH MSD: IONX AND MULTICORE
COMBINE TO DISCOVER NEW TREATMENTS FOR PAIN
AND MEMORY LOSS
Bionomics and MSD continue to diligently advance two
separate programs in cognition and pain with future
combined potential milestone and other payments to
Bionomics of up to $US658 million in addition to royalties on
net sales.
In October 2015 MSD invested US$9 million in Bionomics.
This investment was accompanied by the announcement
of an extension to the Bionomics-MSD partnership for the
discovery and development of novel chronic and neuropathic
pain medications.
This partnership, first signed in July 2013, is aimed at
tapping into the large pain market. For example, growth in
the neuropathic pain market is expected to reach US$3.6
billion pa by 2020 in an overall pain market estimated at
US$22 billion pa, with current medications on market only
providing limited effectiveness. As part of the commercial
terms of the option and license agreement that covers
the pain program, Bionomics may receive up to US$172
million in option exercise fees, development and regulatory
milestone payments as well as future potential royalty
payments.
Our platforms ionX and MultiCore have been further
validated through the Bionomics and MSD partnership
in cognition where we are working together to find new
treatments for memory loss. The endeavour is to discover
and develop small molecule drugs for the treatment of
cognitive impairment in ADHD, Alzheimer’s and Parkinson’s
diseases, schizophrenia and other conditions. Along with full
R&D funding from Merck this partnership included an up-
front payment of US$20 million with future milestones and
other payments of up to US$486 million as well as additional
potential royalties on net sales of licensed products. We are
extremely excited about this important program and the
progress made during the year.
The annual Bionomics & MSD Symposium is in its fourth
year in 2016. MSD’s VP Neuroscience and Ophthalmology
Clinical Research Dr David Michelson will present as this
year’s Keynote Speaker. The event will take place on
7 November 2016 in Adelaide and entitled “At the Frontiers
of Neuroscience: Memory, Movement & Mood”. Registration
for the event is free and further details can be found on
Bionomics’ website.
08
BNC105: INFLUENCING THE TUMOUR MICRO-
ENVIRONMENT TO PROMOTE TUMOUR IMMUNITY
BNC105, our novel vascular disrupting agent, has now
demonstrated multiple modes of action. During the reporting
period we released new pre-clinical and clinical data on the
effects of BNC105 on tumour immunity at a number of US
conferences including at the annual American Association
for Cancer Research (AACR) conference in New Orleans in
April 2016.
These poster presentations highlighted the strong,
synergistic anti-tumour activity when BNC105 and
checkpoint inhibitors were combined. This synergistic
activity is thought to be the result of specific cytokine, T cell
and macrophages within tumours. By extending the reach of
checkpoint inhibitors to allow for increased immune activity
against tumour cells, we believe that BNC105 represents a
very good opportunity to provide greater therapeutic support
to a wide range of patients.
Bionomics continues to work towards partnership
opportunities for BNC105 and it is believed that the ability
of BNC105 to prime tumours for a more robust immune
response and synergy with drugs such as Opdivo (BMS),
Keytruda (MSD) and Yervoy (BMS) opens an exciting avenue
for development.
CEO AND MANAGING
DIRECTOR’S REPORT
PIPELINE TECHNOLOGIES DELIVER
MULTI-PRODUCT PIPELINE
Our strengths, and a differentiating feature for Bionomics amongst
Australian biotechnology companies, lie in the depth and breadth of our
pipeline where a number of proprietary drug candidates are being positioned
for development and for selective partnering. These drug candidates are
being investigated by our passionate, world-class research teams.
DRUG CANDIDATE
PRECLINICAL
PHASE 1
PHASE 2
MILESTONES
(CALENDAR YEAR)
CENTRAL NERVOUS
SYSTEM (ionX and MultiCore)
BNC210
Generalized Anxiety Disorder
Post-Traumatic Stress Disorder (PTSD)
Other Indications
UNDISCLOSED
ADHD, Alzheimer’s, Cognition, Parkinson’s,
Schizophrenia
UNDISCLOSED
Chronic and Neuropathic Pain
OTHERS
Pain, Parkinson’s Dyskinesia, Epilepsy
ONCOLOGY
BNC105
Renal, Ovarian, Mesothelioma Cancers
BNC101
Colorectal Cancer
Pancreatic Cancer
Other Solid Tumors
BNC420
Solid Tumors, Melanoma, Breast
MELK
Solid Tumors
OTHERS
Solid Tumors
OTHER PROGRAMS
BNC164
Psoriasis, Uveitis
Results from P2 trial in Q3 2016
P2 trial in PTSD initiated in Q2 2016
P1 trial initiated in Q1 2016
09
FINANCIAL PERFORMANCE
Bionomics is in a strong position to execute its clinical and
discovery programs with $45,450,382 in cash and cash
equivalents at 30 June 2016.
Revenue and other income for the period was $21,727,915.
Revenue consists of payments under Bionomics’ agreement
with MSD and contract services by our wholly owned
subsidiaries Neurofit SAS and Prestwick Chemical SAS
and sales of chemical libraries by Prestwick. In addition,
a recent payment was made to Bionomics of US$736,815
as its share of a US$15 million upfront payment from a
licensing agreement between MSD and the Australian
Cooperative Research Centre for Cancer Therapeutics, of
which Bionomics is an industry partner. Bionomics may
further benefit from future milestone and royalty payments
for this program which targets PRMT5 (Protein arginine
methyltransferase 5), a protein involved in regulating
cellular functions including apoptosis.
Bionomics also received A$8.5 million under the Federal
Government’s R&D Tax Incentive.
The after tax loss was $16,608,757, reflecting investment
in clinical development of both BNC210 and BNC101 and in
research on our other pipeline programs.
10 11
CEO AND MANAGING
DIRECTOR’S REPORT
MANAGING THE EXECUTION RISK: THE BIONOMICS BUSINESS MODEL
DRUG
DISCOVERY
DRUG
DEVELOPMENT
PARTNERING
» Engine room delivering
flow of new drug
candidates
» Build pipeline with
multiple shots on goal
to manage risk
» Adding value through
targeted clinical trials
» Lay off risk with
experienced partners
» Generate revenue
streams to support
discovery programs
TECHNOLOGY PLATFORMS:
ionX : ion channel drug discovery for CNS conditions
CSCRx: cancer stem cell therapies
Multicore: chemistry
OUTLOOK
Bionomics has continued to advance its pipeline in the year
to 30 June 2016. We eagerly anticipate announcements on
the progress of clinical trials in the year to 30 June 2017,
and we are delighted that BNC210 delivered overwhelming
positive data from the recently completed Phase 2 clinical
trial in patients with GAD. This momentum is anticipated to
continue with the first data from the BNC101 trial in patients
with colon cancer. We will also continue the ongoing clinical
trial of BNC210 in patients with PTSD.
Our commercial program is very active.
Our global outreach continues with the
aim to secure partnerships to validate
our drug discovery capabilities and
commercialise drug candidates within
our rich pipeline.
Importantly, we continue to work
closely with MSD to achieve
milestones as a demonstration
of the Company’s strength in drug
discovery and development.
I thank our dedicated and hard-
working staff, the Management
team and the Board for their efforts
in what has been a challenging
year. I also thank all shareholders
for your continuing support and I
look forwarding to reporting further
progress and success across
our pipeline in the coming year.
Yours faithfully
Dr Deborah Rathjen
CEO and Managing Director
12
INTELLECTUAL
PROPERTY PORTFOLIO
6
Six patent families
covering BNC210 and
congeners and their
use in the treatment of
anxiety and other
disorders.
6
Six patent families
covering BNC375 and
congeners and their use in
the treatment of memory
enhancement and
related disorders.
1
One patent
application covering
chronic pain.
We are the owner on
record of 112 issued patents
across 38 families and 88
pending patent applications across
30 families filed in Europe,
the United States and Asia.
The Bionomics patent
portfolio includes:
7
Seven patent families
covering BNC101
and its use in
targeting cancer
stem cells.
8
Eight patent families
covering BNC164 and
congeners and their use
in the treatment
of autoimmune
disease.
14
Fourteen patent
families covering
discoveries made utilising
Bionomics’ technology
platforms.
17
Seventeen patent
families covering
BNC105 and congeners
and their use in
the treatment
of cancer.
3
Three patent
families covering
BNC420 and congeners
and their use in the
treatment of melanoma,
breast cancer and
other cancers.
2
Two patent
families covering
Parkinson’s Disease
and related
disorders.
Through the worldwide Patent Cooperation Treaty (PCT)
mechanism, Bionomics and its related companies were
granted 18 patents this financial year, 22 PCT patent
applications entered the national and regional phases of
examination, 4 PCT patent applications and 1 provisional
patent applications were filed.
13
BOARD OF
DIRECTORS
DR ERROL DE SOUZA PHD
Chairman and
Non-Executive Director
DR DEBORAH RATHJEN
BSC (HONS), PHD, MAICD, FTSE
CEO and Managing Director
Dr De Souza is a leader in the
development of therapeutics for
treatment of central nervous
system (CNS) disorders. He is
currently Executive Chairman of
nLife Therapeutics and is the former
President and CEO of US biotech
companies Biodel Inc. (NASDAQ:BIOD),
Archemix Corporation and Synaptic
Pharmaceutical Corporation
(NASDAQ:SNAP). 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 has served on multiple editorial
boards, National Institutes of Health
(NIH) Committees and is currently a
Director of several public and private
companies.
Dr Rathjen joined Bionomics in
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 company
building and financing, mergers
and acquisitions, therapeutic
product research and development,
business development, licensing and
commercialisation. Dr Rathjen has
been recognised both in Australia
and internationally through awards
and honours including the 2004
AusBiotech President’s Medal, 2006
Flinders University Distinguished
Alumni Aware, 2009 BioSingapore
Asia Pacific Biotechnology Woman
Entrepreneur of the Year, 2009
Regional Finalist Ernst & Young,
Young Entrepreneur of the Year,
2014 Woman Executive of the Year
BioPharm Industry Awards. In 2015
Dr Rathjen was included in the
Top 50 most influential Australia
business women by The Australian
newspaper.
14
MR PETER TURNER
BSC, MBA, GAICD
Non-Executive Director
Mr Turner is a former
senior executive with global
experience in CSL, a large
multinational organisation in the
biopharmaceutical industry. He
has been an executive director and
COO of CSL and was the founding
President of CSL Behring working
in Europe and the United States
from 2000 to 2011. Mr Turner
provided strategic, technical and
commercial leadership and was
responsible for the integration
of large company acquisitions
in Europe, the United States and
Japan. He has been responsible for
significant company re-structuring
and turnaround and has overseen
thirteen new product launches in
the United States and Europe and
more in other jurisdictions. During
his tenure overseas sales grew from
US$140 million to $3.4 billion. Mr
Turner is a non-executive director of
Virtus Health and the Chair of NPS
MedicineWise. He is a former Chair
of Ashley Services Group.
MR DAVID WILSON
Non-Executive Director
David is Chairman and founding
partner of WG Partners and has over
30 years’ experience in the City of
London. Previously David was CEO of
Piper Jaffray Ltd, where he also served
as Global Chairman of Healthcare
and on the Group Leadership Team.
David has held senior positions at ING
Barings as Joint Head of UK Investment
Banking Group, Deutsche Bank as
Head of Small Companies Corporate
Finance and UBS as Head of Small
Companies Corporate Broking. David
was previously Senior Independent
Director of Optos plc prior to its
successful sale to Nikon Corporation
for c.$400m as well as a Non-Executive
director of BerGenCio AS. He is
currently on the Board of Governors
of Harris Academy Bromley.
MR ALAN FISHER
BCOM, FCA, MAICD
Non-Executive Director
Alan has extensive and proven
experience in restoring and
enhancing shareholder value.
He spent 24 years at world-leading
accounting firm Coopers & Lybrand
as Lead Advisory Partner where he
headed and grew the Melbourne
Corporate Finance Division.
Following this tenure Alan developed
his own business as a corporate
advisor and for the past 19 years
has specialised in M&A, business
restructurings, strategic advice
and capital raisings for small cap
companies. He is currently Non-
Executive Chairman of Centrepoint
Alliance Limited and Non-Executive
Director and Chair of the Audit and
Risk Committee of IDT Australia
Limited. He is also the Managing
Director of DMC Corporate. Alan
holds a Bachelor of Commerce
from Melbourne University, is a
Fellow of the Institute of Chartered
Accountants Australia and a member
of the Australian Institute of
Company Directors.
15
BOARD OF
DIRECTORS
MR TREVOR TAPPENDEN
CA, FAICD
Non-Executive Director
Mr Tappenden commenced a 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 directorship 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.
MR GRAEME KAUFMAN
BSC, MBA
Chairman and Non-Executive
Director
Mr Kaufman has wide ranging
experience across the biotechnology
sector, spanning scientific,
commercial and financial
areas. His experience with CSL
Limited, Australia’s largest
biopharmaceutical company
included responsibility for all of
their manufacturing facilities, and
the operation of an independent
business division operating in the
high technology medical device
market. As CSL’s General Manager
Finance, Mr Kaufman had global
responsibility for finance, strategy
development, human resources and
information technology. Mr Kaufman
has also served as an executive
director of ASX-listed Circadian
Technologies and a non-executive
director of Amrad Corporation.
He was previously Executive Vice
President Corporate Finance with
Mesoblast Limited and is currently
non-executive Chairman of IDT
Australia Limited and non-executive
Chairman of Paradigm Biopharma
Limited.
16
MANAGEMENT
DR DEBORAH RATHJEN
BSC (HONS), PHD, MAICD, FTSE
CEO and Managing Director
DR ROBERT CORRINGHAM
MBBS
Chief Medical Officer
DR JENS MIKKELSEN
MD, PHD
Chief Scientific Officer
Dr Rathjen joined Bionomics in 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 company building and
financing, mergers and acquisitions,
therapeutic product research and
development, business development,
licensing and commercialisation. Dr
Rathjen has been recognised both in
Australia and internationally through
awards and honours including the
2004 AusBiotech President’s Medal,
2006 Flinders University Distinguished
Alumni Aware, 2009 BioSingapore
Asia Pacific Biotechnology Woman
Entrepreneur of the Year, 2009
Regional Finalist Ernst & Young,
Young Entrepreneur of the Year, 2014
Woman Executive of the Year BioPharm
Industry Awards. In 2015 Dr Rathjen
was included in the Top 50 most
influential Australia business women
by The Australian newspaper.
Dr. Robert Corringham joined
Bionomics as Chief Medical Officer
in 2016, and prior to that he worked
for 20 years in key positions in the
pharmaceutical industry developing
oncology drugs including Group
Director, SmithKlineBeecham
(GlaxoSmithKline); Vice President,
Centocor (Janssen); Chief Medical
Officer, Ambit Biosciences; Vice
President, Astex Pharmaceuticals;
Founder and Chief Medical
Officer, Triphase Accelerator.
Dr. Corringham has worked in
all phases of drug development
globally from pre-IND to Phase 3
and marketing approval. He had
a long academic career and was
on the faculty as a Professor in
haematology and oncology at the
Universities of Toronto, Ottawa and
California at San Diego (UCSD).
At USCD he was Deputy Director
of the Cancer Center. He has
published many original papers
in the fields of haematology and
oncology. Dr. Corringham earned his
medical degree from the University
of London, where he did his
postgraduate training.
Dr Jens D Mikkelsen joined
Bionomics as Chief Scientific Officer
in 2015, and prior to that he worked
more than 15 years in key positions
within the pharmaceutical industry
such as Head of Neurobiology,
H. Lundbeck; Founder and
Director, Zealand Pharma; CSO/
CEO, Azign Bioscience, and Head
of Translational Neuroscience,
NeuroSearch. Dr. Mikkelsen has a
long academic career and worked
as a Professor in translational
neuropharmacology at the University
Hospital in Copenhagen. He has
published more than 275 original
papers in the fields of neuroscience
and pharmacology. Dr. Mikkelsen
earned his medical degree from the
University of Copenhagen and a PhD
in neuroscience, and post-doctoral
training from Cambridge and
Stanford Universities.
17
MANAGEMENT
MR TONY COLASIN MBA
Chief Business Officer
Mr. Colasin brings over 20
years’ of experience in senior
business development, product
commercialisation, and
corporate finance roles at major
biopharmaceutical companies,
contributing to the success of key
brands including EPOGEN® and
Cialis. He joins Bionomics from
Ironwood Pharmaceuticals, where he
served as Vice President of Corporate
Development and was responsible
for strategy and tactical oversight
of in-licensing, and mergers and
acquisitions. Previously he was Senior
Director of Business Development
for ICOS Corporation for six years
and before that, he held positions at
Amgen in various marketing, corporate
finance and corporate development
roles. Mr. Colasin holds a B.S. from the
University of Southern California and
a M.B.A. from the Anderson School
of Management at the University of
California, Los Angeles. Mr. Colasin
also served in the U.S. Marine Corps.
MR JACK MOSCHAKIS
B.Ec, DipLaw
Legal Counsel & Company
Secretary
Mr Moschakis brings a depth of
legal knowledge with over 25 years’
experience as a legal practitioner.
He has worked in senior legal/
company secretary roles in the
South Australian electricity industry
for over 10 years and has expertise
in energy law and energy related
commercial and contractual
matters. His most recent position
was at mining company Rex
Minerals Ltd where he worked as
a legal consultant. Prior to this, Mr
Moschakis worked at Thomsons
Lawyers, a top tier Adelaide law firm
that is now part of the national law
firm of Thomson Geer, as an energy
and infrastructure consultant. Mr
Moschakis holds a Bachelor of
Economics (Adel), Diploma in Law
(NSW) and Graduate Diploma in
Business Administration (Adel). He is
a Fellow of the Institute of Chartered
Secretaries and Member of the Law
Society of South Australia.
MS MELANIE YOUNG
BCOM, CA
Chief Financial Officer
Ms Young has over 15 years’
experience, with six years in the
medical device field, including
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 complements
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.
18
DIRECTOR’S
REPORT
Your Directors present their report on the financial statements of
the Group for the year ended 30 June 2016, 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:
= Mr Graeme Kaufman, Non-Executive Chairman
= Dr Deborah Rathjen, Chief Executive Officer and
Managing Director
= Mr Trevor Tappenden, Non-Executive Director
= Dr Errol De Souza, Non-Executive Director
= Dr Alan W Dunton, Non-Executive Director
(appointed 29 September 2015 and retired 4 July 2016)
= Mr David Wilson, Non-Executive Director
(appointed 16 June 2016)
= Mr Peter Turner, Non-Executive Director (appointed 16 June 2016)
= Dr Jonathan Lim, Non-Executive Director
(retired 18 November 2015)
Except where noted, the Directors held office during the whole of the
financial year and since the end of the financial year ended 30 June 2016.
PRINCIPAL ACTIVITIES
The principal activities of the Company and its controlled
entities (the Group) during the period include the discovery and
development of novel drug candidates focused on the treatment
of central nervous system disorders and cancer by leveraging
our proprietary platform technologies.
OPERATING RESULTS
Consolidated revenue for the year to 30 June 2016 increased by
19% to $8,143,288. Other income for the year to 30 June 2016
increased by 39% to $13,584,627 and primarily relates to
the Research and Development (R&D) Tax Incentive, foreign
government grants and revaluation of financial liability. This
compared with revenue of $6,827,277 and other income of
$9,789,128 for the year to 30 June 2015. The operating loss after
tax of the Group for the year to 30 June 2016 was $16,608,757
compared with the prior year after tax loss of $16,949,405.
The cash position at 30 June 2016 was $45,450,382 with restricted
cash of $550,000 and $384,000 classified as current and non-
current other financial assets (2015: $26,558,006 with restricted
cash of $550,000 and $384,000 classified as current and non-
current other financial assets).
The financial performance of key operating segments of Drug
discovery and development and Contract services are included in
Note 4.
REVIEW OF OPERATIONS
Bionomics is a global, clinical-stage biopharmaceutical company,
leveraging our proprietary platform technologies to discover and
develop a deep pipeline of best-in-class, novel drug candidates
focused on the treatment of serious Central Nervous System, or
CNS, disorders and cancer. Our ionX and MultiCore drug discovery
platforms are validated through two partnerships with Merck &
Co., or MSD, in cognition and pain with combined development,
regulatory and sales based milestone payments of potentially up
to US$678 million in addition to royalties on net sales. In 2013,
MSD entered into an option to exclusively license the development
and commercialisation of certain small molecule drug candidates
for the treatment of chronic and neuropathic pain. Under this
agreement, we may receive up to US$172 million in exercise fees
and milestone payments in addition to royalties on net sales. This
agreement was extended in October 2015. In 2014, we entered into
another collaboration agreement with MSD to develop compounds
targeting cognitive impairment in conditions such as ADHD,
Alzheimer’s disease, Parkinson’s disease and schizophrenia.
Under this agreement, we received US$20 million in upfront
payments and are eligible for up to US$486 million in additional
research, development and commercialisation milestone
payments in addition to royalties on net sales.
In October 2015 the relationship between Bionomics and MSD
was further strengthened when MSD became a shareholder in
Bionomics following a US$9 million equity investment.
In November 2015 MSD and Bionomics hosted a joint Symposium
in Adelaide, Australia. The meeting included renowned speakers
from the field of cognition research and Alzheimer’s disease.
Planning is already advanced for the 4th Annual Symposium
which will focus on Frontiers in Neuroscience: Memory, Mood
and Movement, with US-based MSD scientists and management
anticipated to attend.
During the period Bionomics continued the development of
BNC210 reporting positive clinical trial results in September
2015 which supported the mechanism of action of BNC210 and
continued to indicate that BNC210 was safe and well tolerated.
BNC210 is a novel, proprietary negative allosteric modulator of
the alpha-7 nicotinic acetylcholine receptor, or the α7 receptor. In
six completed Phase 1 clinical trials, BNC210 has demonstrated
safety and tolerability in over 190 healthy subjects and shown
initial indications of efficacy in the absence of side effects such as
sedation, memory loss, impairment of motor co-ordination and
potential for addiction. The α7 receptor is highly expressed in the
amygdala which forms part of the emotional centre of the brain
and it can be considered a key driver of emotional responses.
Bionomics has announced the completion of dosing in a Phase
2 trial in patients with generalized anxiety disorder which, is
evaluating the capacity of BNC210 to engage brain systems
relevant to anxiety using functional magnetic resonance imaging
(fMRI). The endpoints of the trial include both significant changes
19
DIRECTOR’S
REPORT
in cerebral perfusion and in task-related brain activity using
the emotional faces task. The clinical trial is being conducted at
The Institute of Psychiatry, Psychology & Neuroscience at King’s
College in London and data is anticipated by 30 September 2016.
Bionomics has also commenced a multi-centre, placebo
controlled, double-blinded Phase 2 clinical trial in patients with
Post Traumatic Stress Disorder (PTSD). The clinical trial is being
conducted in Australia and New Zealand.
Anxiety is a condition which places a considerable burden on
our society. Approximately 40 million people suffer from anxiety
disorders in the United States and patients with anxiety can have
one or more anxiety disorders. There are six broad categories
of anxiety disorders: generalized anxiety disorder, PTSD, panic
disorder, social anxiety disorder, obsessive compulsive disorder
and phobias. Generalized anxiety disorder is characterised by
persistent, excessive and unrealistic worrying about everyday
things. Approximately 6.8 million people suffer from generalized
anxiety disorder in the United States. The world-wide anxiety
market is projected to reach US$18.2 billion by 2020. There are
a number of drugs used to treat anxiety with the mainstay being
benzodiazepines. Generalized anxiety disorder is commonly
treated with SSRIs and SNRIs which are antidepressants that
enhance either serotonin or norepinephrine. The key limitations
with SSRIs and SNRIs are a modest efficacy and late onset of
action, discontinuation or withdrawal syndrome, changes in weight,
sexual dysfunction and suicide ideation in adolescents, while
benzodiazepines such as Valium display side-effects including
sedation, addiction, tolerance and cognitive disturbances, and
are therefore not recommended for long-term treatment despite
short-term efficacy. Anxiety and depression are mood disorders
with overlapping symptoms. Over 40% of patients diagnosed with
depression are also diagnosed with an anxiety disorder.
In addition to the successes of its neuroscience programs,
Bionomics continues to develop its cancer drug pipeline including
compounds focused on cancer stem cells.
During the year Bionomics progressed its lead cancer stem cell
drug candidate BNC101 through initiation of a Phase 1 clinical trial
in patients with metastatic colon cancer. This followed a successful
IND submission to the US FDA in July 2015.
In FY16 new BNC105 data were presented at major international
cancer conferences including the American Association for Cancer
Research (AACR) Annual Meeting in April 2016 demonstrating that
BNC105 synergised with immune-oncology agents in re-activating
the immune’s response to tumours.
In June 2016 Bionomics received its share (US$736,815) of the
upfront payment under a licensing agreement for the PRMT5
project with MSD under its collaborative arrangements with the
Co-operative Research Centre for Cancer Therapeutics.
OUTLOOK
Bionomics is in a strong position to progress its development
programs and the Company continues to focus on its important
relationship with Merck in pain and cognition to bring new
treatments to patients suffering chronic pain and sufferers of
memory impairment including those with ADHD, Alzheimer’s
disease, Parkinson’s disease and schizophrenia.
We are advancing the development of BNC210 to treat anxiety
and PTSD. We have an ongoing Phase 2 clinical trial of BNC210
in patients with PTSD and anticipate reporting data from a Phase
2 clinical trial of BNC210 in patients with generalized anxiety
disorder by 30 September 2016.
We also intend to advance the development of BNC101 to treat solid
tumors by targeting cancer stem cells. First data from the ongoing
BNC101 clinical trial in patients with colon cancer is anticipated in
2017.
Bionomics will seek further opportunities to execute its
partnership strategy through new licensing agreements for assets
across its portfolio of drug candidates.
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 other matters or circumstances have arisen since the end of the
financial year which significantly affect or may significantly affect
the results of the operations of the Group.
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 drug candidates for the treatment of
CNS disorders and cancer.
ENVIRONMENTAL REGULATION
The Group is subject to environmental regulations and other
licenses in respect of its facilities in Australia, USA and 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 the year ended 30 June 2016 and no related issues have
arisen since the end of the financial year to the date of this report.
20
INFORMATION ON DIRECTORS
MR GRAEME KAUFMAN BSc, MBA
Chairman – Non-Executive
Director since 18 September 2012
Experience and Expertise
Mr Kaufman has wide ranging experience across the biotechnology
sector, spanning across scientific, commercial and financial areas.
His experience with CSL Limited, Australia’s largest
biopharmaceutical company included responsibility for all of
their manufacturing facilities and the operation of an independent
business division in the high technology medical device market.
As CSL’s General Manager Finance, Mr Kaufman had global
responsibility for finance, strategy development, human resources
and information technology. Mr Kaufman has also served as
an Executive Director of ASX-listed Circadian Technologies
and a Non-Executive Director of Amrad Corporation. He was
previously Executive Vice President Corporate Finance with
Mesoblast Limited and is currently Non-Executive Chairman of
IDT Australia Limited and Non-Executive Chairman of Paradigm
Biopharmaceuticals Limited.
Current Directorships (in addition to Bionomics Limited)
Listed: Chairman, IDT Australia Limited (ASX:IDT)
(since June 2013); Paradigm Biopharmaceuticals Limited
(ASX:PAR) (since August 2014)
Former Listed Directorships in Last Three Years
Non-Executive Director, Cellmid Limited (ASX:CDY)
(from August 2012 until June 2015)
Special Responsibilities
Member of Audit and Risk Management Committee
Member of Nomination Committee
Member of Remuneration Committee
Interests in Shares and Options at Date of Report
178,750 ordinary shares in Bionomics Limited
1,000,000 unlisted options over ordinary shares in
Bionomics Limited
DR DEBORAH RATHJEN BSc (Hons), MAICD, PhD
Chief Executive Officer and Managing Director
Director since 18 May 2000
Experience and Expertise
Dr Rathjen joined Bionomics in 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 company building and financing, mergers and
acquisitions, therapeutic product research and development,
business development, licensing and commercialisation.
Dr Rathjen has been recognised both in Australia and
internationally through awards and honours including the
2004 AusBiotech President’s Medal, 2006 Flinders University
Distinguished Alumni Award, 2009 BioSingapore Asia Pacific
Biotechnology Woman Entrepreneur of the Year, 2009 Regional
Finalist Ernst & Young, Young Entrepreneur of the Year, and 2014
Woman Executive of the Year BioPharm Industry Awards. In 2015
Dr Rathjen was included in the Top 50 Most Influential Australian
Business Women by The Australian newspaper.
Current Directorship (in addition to Bionomics Limited)
Listed: Nil
Other: Director of CTX CRC Limited, ANFF Limited
Former Listed Directorships in Last Three Years
Nil
Special Responsibilities
Chief Executive Officer and Managing Director
Interests in Shares and Options at Date of Report
2,385,901 ordinary shares in Bionomics Limited
2,180,000 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 commenced a 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 directorship 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.
Current Directorships (in addition to Bionomics Limited)
Listed: Nil
Other: Director, Buckfast Pty Ltd; Director & Chairman,
Intellicomms Pty Ltd; Director & Chairman, RMIT University
Foundation; Director, Museum Victoria
Former Listed Directorships in Last Three Years
Nil
Special Responsibilities
Chairman of Audit and Risk Management Committee
Member of Nomination Committee
Member of Remuneration Committee
Interests in Shares and Options at Date of Report
379,924 ordinary shares in Bionomics Limited
100,000 unlisted options over ordinary shares in Bionomics Limited
21
DIRECTOR’S
REPORT
DR ERROL DE SOUZA PhD
Non-Executive Director
Director since 28 February 2008
Experience and Expertise
Dr De Souza is a leader in the development of therapeutics
for treatment of CNS disorders. He is currently Executive
Chairman of nLife Therapeutics and is the former President
and CEO of US biotech companies Biodel Inc. (NASDAQ:BIOD),
Archemix Corporation and Synaptic Pharmaceutical Corporation
(NASDAQ:SNAP). 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 2a 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 has served on multiple editorial
boards, National Institutes of Health (NIH) Committees and is
currently a Director of several public and private companies.
Current Directorships (in addition to Bionomics Limited)
Listed: Director, Catalyst Biosciences Inc. (NASDAQ:CBIO)
Former Listed Directorships in Last Three Years
Biodel Inc. (NASDAQ:BIOD), Targacept, Inc. (NASDAQ: TRGT)
Special Responsibilities
Chairman of Nomination Committee
Chairman of Independent Board Committee
Member of Audit and Risk Management Committee
Interests in Shares and Options at Date of Report
166,698 ordinary shares in Bionomics Limited
300,000 unlisted options over ordinary shares in Bionomics Limited
DR ALAN W DUNTON MD
Non-Executive Director
Director since 29 September 2015 and retired 4 July 2016
Experience and Expertise
Dr Dunton is a seasoned pharmaceutical/biotechnology industry
executive, with extensive product and company leadership
experience. Dr Dunton’s career has ranged from responsibility for
overall leadership of large pharma R&D organisations to private
biotechnology companies. Dr Dunton is currently Senior Vice
President, Research and Development at Purdue Pharma, LLP
and has discovery, development and regulatory experience across
all functional areas for the complete life cycle management of
products as well as raising capital to create shareholder value.
Dr Dunton created Danerius, LLC, a pharma/biotech consulting
company covering the industry, venture capital groups and
government agencies. Dr. Dunton has played a key role in the
development of more than 20 products to regulatory approval. Dr.
Dunton holds a MD degree from New York University School of
Medicine, where he completed his residency in internal medicine.
Current Directorships (in addition to Bionomics Limited)
Listed: Director, Palatin Technologies, Inc. (NYSE:PTN); Director,
Oragenics, Inc. (NYSE: OGEN)
Former Listed Directorships in Last Three Years
Targacept, Inc. (NASDAQ: TRGT)
Special Responsibilities
Member of Nomination Committee
Member of Remuneration Committee
Interests in Shares and Options at Date of Report
Nil ordinary shares in Bionomics Limited
500,000 unlisted options over ordinary shares in Bionomics Limited
MR DAVID WILSON
Non-Executive Director
Director since 16 June 2016
Experience and Expertise
Mr Wilson is Chairman and Founding Partner of WG Partners and
has over 30 years experience in the City of London. Previously Mr
Wilson was CEO of Piper Jaffrey Limited where he also served
as Global Chairman of Healthcare and on the Group Leadership
Team. Mr Wilson has held senior positions at ING Barings as Joint
Head of UK Investment Banking Group, Deutsche Bank as Head of
Small Companies Corporate Finance and UBS as Head of Small
Companies Corporate Broking. Mr Wilson was previously Senior
Independent Director of Optos plc prior to its successful sale to
Nikon Corporation for $400 million as well as a Non-Executive
Director of BerGenBio AS. He is currently on the Board of
Governors of Harris Academy Bromley.
Current Directorships (in addition to Bionomics Limited)
Listed: Nil
Former Listed Directorships in Last Three Years
Optos plc
Special Responsibilities
Member of Independent Board Committee
Interests in Shares and Options at Date of Report
Nil ordinary shares in Bionomics Limited
Nil unlisted options over ordinary shares in Bionomics Limited
22
MR JACK MOSCHAKIS BEc, DipLaw(BAB), GDipBA, FCIS
Legal Counsel and Company Secretary
Mr Moschakis brings a depth of legal knowledge with over
25 experience as a legal practitioner. He has worked in senior
legal/company secretary roles in the South Australian electricity
industry for over 10 years’, and has expertise in energy law and
energy related commercial and contractual matters. His most
recent position was at mining company Rex Minerals Ltd where
he worked as a legal consultant. Prior to this, Mr Moschakis
worked at Thomsons Lawyers, a top tier Adelaide law firm that is
now part of the national law firm of Thomson Geer, as an energy
and infrastructure consultant. Mr Moschakis holds a Bachelor
of Economics (Adelaide), Diploma in Law (NSW) and Graduate
Diploma in Business Administration (Adelaide). He is a Fellow of
the Institute of Chartered Secretaries / Governance Institute of
Australia and Member of the Law Society of South Australia.
MR PETER TURNER B.Sc, MBA, GAICD
Non-Executive Director
Director since 16 June 2016
Experience and Expertise
Mr Turner is a former Senior Executive with global experience in
CSL, a large multinational organisation in the biopharmaceutical
industry. He has been an Executive Director and COO of CSL and
was the Founding President of CSL Behring working in Europe and
the United States from 2000 to 2011. Mr Turner provided strategic,
technical and commercial leadership and was responsible for the
integration of large company acquisitions in Europe, the United
States and Japan. He has been responsible for significant company
re-structuring and turnaround and has overseen thirteen new
product launches in the United States, Europe and more in other
jurisdictions. During his tenure overseas, sales grew from US$140
million to US$3.4 billion. Mr Turner is a Non-Executive Director of
Virtus Health and the Chair of NPS MedicineWise. He is a former
Chair of Ashley Services Group.
Current Directorships (in addition to Bionomics Limited)
Listed: Director, Virtus Health Limited (ASX: VRT) (since June 2013)
Former Listed Directorships in Last Three Years
Chair, Ashley Services Group Limited (ASX: ASH)
(July 2014 to October 2015)
Special Responsibilities
Member of Independent Board Committee
Interests in Shares and Options at Date of Report
Nil ordinary shares in Bionomics Limited
Nil unlisted options over ordinary shares in Bionomics Limited
23
MEETINGS OF DIRECTORS
The following table sets out the number of Directors’ meetings (including meetings of committees of Directors) held during the financial
year and the number of meetings attended by each Director (while they were a Director or committee member).
MEETINGS OF DIRECTORS
MEETINGS OF AUDIT AND RISK
MANAGEMENT (ARM)
COMMITTEE
MEETINGS OF THE
NOMINATION
COMMITTEE 1
INDEPENDENT
BOARD COMMITTEE 2
Held
Eligible
to Attend
Attended
Held
Eligible
to Attend
Attended
Held
Attended
Held
Attended
Mr Graeme Kaufman
Dr Deborah Rathjen 3
Mr Trevor Tappenden
Dr Errol De Souza 4
Dr Alan W Dunton 5
Mr David Wilson 6
Mr Peter Turner 7
Dr Jonathan Lim 8
8
8
8
8
8
8
8
8
8
8
8
8
6
1
1
3
8
8
8
8
3
1
1
2
4
4
4
4
-
-
-
-
4
4
4
3
-
-
-
-
4
4
4
3
-
-
-
-
4
4
4
4
4
-
-
-
4
4
3
4
1
-
-
-
-
2
-
2
2
-
-
-
-
2
-
2
2
-
-
-
The Board established a Remuneration Committee on 22 September 2015 which did not meet during the year. No Chair has been appointed
of the Remuneration Committee and the members during the year ended 30 June 2016 were: Mr Graeme Kaufman, Mr Trevor Tappenden
and Dr Alan W Dunton.
1 Nomination Committee established 6 April 2016
2 Independent Board Committee established 21 March 2016 to deal with the Sec 203D Notice
3 Attends ARM Committee, Remuneration Committee and Nomination Committee by invitation
4 Appointed Member of ARM Committee on 6 August 2015, Chair of the Nomination Committee, Chair of the Independent Board Committee
5 Appointed a Non-Executive Director on 24 September 2015 and retired 4 July 2016
6 Appointed Non-Executive Director on 16 June 2016
7 Appointed Non-Executive Director on 16 June 2016
8 Retired at 2015 AGM (18 November 2015)
REMUNERATION REPORT
This remuneration report, which forms part of the Directors’ Report, sets out information about the remuneration of the Company’s Key
Management Personnel (KMP) for the financial year ended 30 June 2016. The term ‘KMP’ refers to those persons having authority and
responsibility for planning, directing and controlling the activities of the consolidated entity (the Group), directly or indirectly, including any
Director (whether executive or otherwise) of the Group. The prescribed details for each person covered by this report are detailed under
the following headings:
1. Key Management Personnel
2. Remuneration Policy
3. Relationship Between the Remuneration Policy and Company Performance
4. Remuneration of Key Management Personnel
5. Key Terms of Service Agreements.
DIRECTOR’S REPORT
24
1. Key Management Personnel (KMP)
NON-EXECUTIVE DIRECTORS
POSITION
Mr Graeme Kaufman
Mr Trevor Tappenden
Dr Errol De Souza
Dr Alan W Dunton
Mr David Wilson
Mr Peter Turner
Dr Jonathan Lim
EXECUTIVE DIRECTOR
Dr Deborah Rathjen
OTHER KEY MANAGEMENT PERSONNEL
Ms Melanie Young
Dr Jens Mikkelsen
Mr Jack Moschakis
Mr Anthony Colasin
Dr José Iglesias
Chairman, Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director (appointed 29 September 2015 and retired
4 July 2016)
Non-Executive Director (appointed 16 June 2016)
Non-Executive Director (appointed 16 June 2016)
Non-Executive Director (retired 18 November 2015)
Chief Executive Officer and Managing Director
Chief Financial Officer
Chief Scientific Officer
Legal Counsel and Company Secretary
Chief Business Officer (appointed 1 August 2015)
Chief Medical Officer (ceased full time employment 15 October
2015, retained under consulting agreement)
Except as noted, the above persons held their current position for the whole of the financial year and since the end of the financial year.
2.Remuneration Policy
Non-Executive Director Remuneration Policy
Non-Executive Directors’ fees are reviewed regularly, taking into
account comparable remuneration data from the biotechnology
sector, with the most recent increase having taken effect in 2012.
Non-Executive Directors’ fees are determined within an aggregate
directors’ fee pool limit that is approved by shareholders. The
current aggregate Non-Executive Directors’ fee pool limit is
$500,000 per annum and was approved by shareholders on 14
November 2012. This amount (or some part of it) is to be divided
among the Non-Executive Directors as determined by the Board
and reflecting the time and responsibility related to the Board
and committees. The Group does not provide for retirement
allowances to its Non-Executive Directors.
The Chairman and Non-Executive Directors’ base board fees are
$120,000 per annum and $65,000 per annum respectively, inclusive
of any statutory Australian superannuation contributions. The
Chairman of the Audit and Risk Management Committee, Mr Trevor
Tappenden, received an additional $15,000 per annum inclusive
of superannuation for services relating to his Audit and Risk
Management Committee duties. Dr Errol De Souza received an
additional $15,000 per annum for being the Chair of the Scientific
Advisory Board during the year and $3,544 as a pro rata payment
of $15,000 per annum for being Chairman of both the Nomination
and Independent Board Committees. The total fees paid to Non-
Executive Directors for the year ended 30 June 2016 was $362,567
compared to the aggregate directors’ fee pool limit of $500,000.
Non-Executive Directors may receive share options on their initial
appointment to the Board or at other such times, as approved by
shareholders.
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. There were 500,000 share options granted
to Non-Executive Director Dr Alan W Dunton during the year. In
accordance with the Company’s Employee Share Option Plan
(ESOP), Non-Executive Directors retire and remain an eligible
participant of the ESOP. Dr Dunton’s options continue to vest in
accordance with the issuance as approved at the 2015 Annual
General Meeting.
Executive Remuneration Policy and Framework
The objective of the Group’s executive remuneration policy and
framework is to ensure that the Group can attract and retain high
calibre executives capable of managing the Group’s operations
and achieving the Group’s strategic objectives, and focus these
executives on outcomes necessary for success.
25
The executives total remuneration package framework comprises:
further KPI achievement resulting in improved shareholder value.
= Base pay and benefits, including superannuation and other
entitlements;
= Performance incentives paid as share options or cash; and
= Equity awards through participation in the Bionomics
employee equity plans.
The combination of these comprises the executive KMP’s total
remuneration.
The Board reviews and approves the base pay, benefits, incentive
payments and equity awards of the Chief Executive Officer and
Managing Director and other executives reporting directly to the
Chief Executive Officer and Managing Director.
In exceptional circumstances, the Board will consider cash
payment instead of or in addition to an option award if the
executive:
= Already has significant shareholdings; and / or
= Resides in a country where an option award is inappropriate due
to local regulation or taxes; and / or
= Is likely to be in a position whereby the executive may be unable
to exercise options because of insider knowledge and / or an
extended blackout period; and / or
= The KPI achievement is, in the judgement of the Board, of such
significance to materially position the Company for further
shareholder value enhancement.
Base Pay and Benefits
Executives receive their base pay and benefits structured as a
Total Fixed Remuneration (TFR) package which may be delivered
as a combination of cash and prescribed non-financial benefits at
the executives’ discretion. Superannuation (or local equivalent) is
included in TFR. There are no guaranteed base pay increases in
any executive contract.
Performance incentives as practised by Bionomics are best
characterised as a hybrid short-term and long-term incentive. That
is, it has a look back element on what was achieved in the financial
year, and a look forward element requiring enhanced shareholder
value beyond market expectations at the time of the award. The
Board considers this to be the right approach for a company of
Bionomics’ size and nature and at this stage in its life cycle.
Base pay and benefit levels are reviewed annually and an
assessment made against market comparable positions. Factors
taken into account in determining remuneration include levels of
remuneration in other biotechnology companies, a demonstrated
record of performance, internal relativities and the Company’s
capacity to pay. An executive’s base pay and benefit levels may also
be reviewed if the position’s accountabilities increase in scope and
impact.
During the year there were increases provided to the Chief
Executive Officer and Managing Director, and Chief Financial
Officer of 2% and 8% respectively.
Performance Incentives
Executive positions have no pre-determined bonus or equity
opportunity, however performance incentives in the form of cash
or share options may be awarded at the end of the performance
review cycle upon achievement of specific Board approved (i)
individual, and (ii) company-related key performance indicators (KPIs)
with a weighting of 50% each.
Following a performance evaluation against these KPIs, the amount
of possible incentive payable to each executive is determined by the
Board based on the CEO’s recommendation, and to the CEO by the
Board based on the Board’s assessment of her performance.
The Board determines whether the incentive award should be in
share options or cash. The default award is in share options, as this
is in accord with the Company’s philosophy that a continuum of KPI
achievement pre and post any award is required to progressively
improve shareholder value, and that options are an appropriate
payment vehicle because a reward is only realised if there is
The Board continues to review the performance assessment and
incentive structure to ensure it remains effective.
Equity Awards
Equity awards for executives and employees are provided by a
combination of equity plans that may include:
= An Employee Share Plan;
= An Employee Share Plan ($1,000 Plan); and
= An Employee Share Option Plan.
Participation in these plans is at the Board’s discretion and no
individual has an ongoing contractual right to participate in a plan
or to receive any guaranteed benefits. For key appointments, an
initial allocation of equity may be offered as a component of their
initial employment agreement. The structure of equity awards is
under the active review of the remuneration committee to ensure
it meets good corporate practice for a company of Bionomics’ size,
nature and company life cycle.
Employee Share Plan
The Bionomics Employee Share Plan (ESP) was approved by
shareholders at the November 2014 Annual General Meeting.
It may involve the Company providing an interest-free limited
recourse loan to eligible employees to purchase shares under
this ESP. The Company takes security over the shares to secure
repayment of the loan. The purpose of this ESP is to provide
eligible employees with an incentive to remain with the Company
and to improve the longer-term performance of the Company and
its returns to shareholders. The issue price will be determined
by the Board at its sole discretion, with the intention to base it on
market value at the time.
DIRECTOR’S REPORT 26
Employee Share Plan ($1,000 Plan)
All executives and staff, excluding directors, are eligible to
participate in the Bionomics Employee Share Plan ($1,000 Plan).
The objective of the $1,000 Plan is to assist in the attraction
and retention of employees of the Company, and to provide
encouragement to become shareholders. An annual allocation
of up to $1,000 of shares may be granted and taxed on a
concessional basis. Shares are granted under the $1,000 Plan for
no consideration and are escrowed for 3 years while participants
are employed by the Company. None were issued during the year
ended 30 June 2016 or since that date.
Employee Share Option Plan
Options may be granted under the Bionomics Limited Employee
Share Option Plan (ESOP) which was re-approved by shareholders
at the 2014 Annual General Meeting. All executives and staff are
eligible to participate in the Plan. The objective of the Plan is to
assist in the recruitment, reward, retention and motivation of
employees of the Company. Options are granted under the Plan for
no consideration. More particularly, the Plan is utilised to award
options to executives if they achieve specified KPIs. It may also be
used for shareholder approved Non-Executive Director grants at
the time of their appointment. The exercise price of options granted
under the Plan must be not less than the market price at the time
the decision is made to invite a participant to apply for options. The
exercise price is calculated as the volume-weighted average price
(VWAP) of the shares in the 7 days preceding the approval to grant
the options.
3. Relationship Between the Remuneration Policy and Company
Performance
The Company’s remuneration policy aligns executive reward
with the interests of shareholders. The primary focus is on
growth in shareholder value through the achievement of
research, development, regulatory and commercial milestones.
The performance goals are not necessarily linked to financial
performance measures typical of companies operating in other
market segments.
Share options and/or cash bonuses are granted to executive
KMP’s based on their level of KPI achievement. Achievement of
KPIs should result in increases in shareholder value. However,
the Company provides share options rather than a cash award for
KPI achievement (unless there are exceptional circumstances).
This is because share options only have realisable value if there
is an increase in shareholder value. That is, further improvement
beyond the KPI achievement on which the award is based is
required for the executives to realise value.
The incentive framework, therefore, combines a “look back”
element to reward the achievement of KPIs necessary to enhance
value, with a “look forward” element requiring improvement
beyond this level of achievement for the executive to actually
realise value. This is typical of a biotechnology company at
Bionomics’ stage of its life cycle.
Bionomics’ approach to its remuneration framework ensures:
= Executives focus on meaningful KPIs;
= The best performers receive higher reward;
= Cash is conserved through the use of options;
= There is relatively less dilution from option grants because they
are selectively granted rather than universally granted;
= Executives must continue to perform to realise value; and
= Executive reward is aligned with shareholder interests.
KPIs may include (but are not limited to) successful negotiations of
commercial contracts, achieving key research, development and
regulatory milestones and ensuring the availability of adequate
capital to achieve stated objectives.
There is no direct link between the determination of fixed pay and
the Company’s financial performance (specifically, revenue and net
(loss)/profit included in the table following) or share price.
The calculation of the annual incentive award for executive KMP is
by reference to the achievement of specific milestones and targets
approved by the Board. Milestones and targets generally relate to:
= Efficiently conducting the Company’s development programs;
= Executing Bionomics’ partnership strategy, both new and
existing;
= Demonstrating the power of Bionomics’ discovery capabilities; and
= Maintaining adequate capital reserves.
These KPIs have been established to support the Company
achieving its overall objectives. Executive KMP have 50% of their
performance incentives tied to the achievement of corporate
goals and the remaining 50% is tied to the achievement of
individual goals.
Important milestones directly related to Board approved FY16
KPIs achieved by Bionomics’ executives included:
= Continued development of BNC210:
= Successful completion of Phase 1 multiple ascending dose
clinical trial showing evidence of target engagement in
September 2015;
= Completion of enrolment in Phase 2 Generalized Anxiety
Disorder clinical trial in June 2016; and
= Achieved funding for a Phase 2 clinical trial in patients with
Post-Traumatic Stress Disorder. This trial was initiated on 30
June 2016.
= Progressed development of lead cancer stem cell drug
candidate BNC101:
= Successful IND acceptance in August 2015; and
= Initiation of Phase I clinical trial in April 2016.
27
= Extension of Pain partnership with MSD and ongoing successful collaboration with MSD in the cognition program.
= Secured investment from MSD.
= Expanded Bionomics’ access to US investors and analysts.
As at the date of this Remuneration Report, the incentive remuneration applicable to the levels of achievement on these KPIs for
Bionomics’ executives for the year ended 30 June 2016 has not been finalised and approved. Full disclosure will be provided in next year’s
Remuneration Report.
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 2016.
30 JUNE 2016
$
30 JUNE 2015
$
30 JUNE 2014
$
30 JUNE 2013
$
30 JUNE 2012
$
Revenue
Net Profit/(Loss) before tax
Net Profit/(Loss) after tax
8,143,288
(17,324,118)
(16,608,757)
6,827,277
(17,277,206)
(16,949,405)
19,921,506
3,946,945
3,206,616
3,724,169
(9,963,175)
(10,001,350)
6,834,709
(3,328,896)
(3,136,238)
Share price at start of year
Share price at end of year
Dividends paid
Basic earnings per share
Diluted earnings per share
30 JUNE 2016
CENTS
30 JUNE 2015
CENTS
30 JUNE 2014
CENTS
30 JUNE 2013
CENTS
30 JUNE 2012
CENTS
41.5
28.0
-
(3.0)
(3.0)
55.0
41.5
-
(4.0)
(4.0)
34.0
55.0
-
1.0
1.0
30.0
34.0
-
(2.7)
(2.7)
55.5
30.0
-
(0.9)
(0.9)
4. Remuneration of Key Management Personnel
The following tables show details of the remuneration received by the Directors, and the executive KMP of the Group for the current and
previous financial years.
DIRECTORS AND OTHER KEY MANAGEMENT PERSONNEL – 2016
SHORT-TERM BENEFITS
POST-
EMPLOYMENT
CASH SALARY
AND FEES
$
NON-
MONETARY
BENEFITS
$
LONG-TERM
EMPLOYEE
BENEFITS
ANNUAL AND
LONG SERVICE
LEAVE
$
-
-
-
-
-
-
-
70,395
-
SUPER-
ANNUATION
$
10,411
6,941
-
-
-
-
217
19,308
-
SHARE-BASED
PAYMENTS
OPTIONS
$
TOTAL
$
45,867
165,867
-
-
-
-
12,464
-
9,402
-
26,712
80,000
83,544
49,106
2,500
37,381
2,500
605,916
151,145
251,055
11,042
18,219
14,343
109,589
73,059
83,544
49,106
2,500
24,917
2,283
436,468
151,145
180,739
-
-
-
-
-
-
-
70,343
-
NAME
Mr Graeme Kaufman
Mr Trevor Tappenden
Dr Errol De Souza
Dr Alan W Dunton 2
Mr David Wilson 3
Dr Jonathan Lim 1
Mr Peter Turner 3
Dr Deborah Rathjen
Dr José Iglesias 4
Ms Melanie Young
DIRECTOR’S REPORT
28
DIRECTORS AND OTHER KEY MANAGEMENT PERSONNEL – 2016 CONT.
SHORT-TERM BENEFITS
POST-
EMPLOYMENT
CASH SALARY
AND FEES
$
308,559
280,692
351,985
NON-
MONETARY
BENEFITS
$
5,917
-
-
SUPER-
ANNUATION
$
16,461
19,308
-
LONG-TERM
EMPLOYEE
BENEFITS
ANNUAL AND
LONG SERVICE
LEAVE
$
19,347
21,702
5,384
SHARE-BASED
PAYMENTS
OPTIONS
$
10,211
10,211
3,391
TOTAL
$
360,495
331,913
360,760
2,054,586
87,302
90,865
131,171
118,258
2,482,182
NAME
Dr Jens Mikkelsen
Mr Jack Moschakis
Mr Anthony Colasin 5
1 Dr Jonathan Lim retired 18 November 2015.
2 Dr Alan Dunton was appointed 29 September 2015 and retired 4 July 2016.
3 Mr David Wilson and Mr Peter Turner were appointed 16 June 2016.
4 Dr José Iglesias’ remuneration package is in Canadian dollars and the above has been translated into Australian dollars. Dr Iglesias
ceased full time employment 15 October 2015, retained under consulting agreement.
5 Mr Anthony Colasin commenced 1 August 2015. Mr Colasin’s remuneration package is in United States dollars and the above has been
translated into Australian dollars.
DIRECTORS AND OTHER KEY MANAGEMENT PERSONNEL – 2015
SHORT-TERM BENEFITS
POST-
EMPLOYMENT
CASH SALARY
AND FEES
$
NON-
MONETARY
BENEFITS
$
SUPER-
ANNUATION
$
LONG-TERM
EMPLOYEE
BENEFITS
ANNUAL AND
LONG SERVICE
LEAVE
$
109,589
73,059
104,000
65,000
483,799
433,530
165,721
47,247
45,788
-
-
-
-
73,221
-
12,126
-
-
1,527,733
85,347
10,411
6,941
-
-
18,783
-
16,895
-
3,131
56,161
-
-
-
-
17,483
5,496
6,780
-
3,960
33,719
SHARE-BASED
PAYMENTS
OPTIONS
$
80,774
-
-
20,269
20,288
51,302
45,735
-
-
TOTAL
$
200,774
80,000
104,000
85,269
613,574
490,328
247,257
47,247
52,879
218,368
1,921,328
NAME
Mr Graeme Kaufman
Mr Trevor Tappenden
Dr Errol De Souza
Dr Jonathan Lim
Dr Deborah Rathjen 1
Dr José Iglesias 4
Ms Melanie Young
Dr Jens Mikkelsen 2
Mr Jack Moschakis 3
1 Included in Dr Rathjen’s cash salary and fees is a cash incentive of $60,000 received on 11 September 2014 having met agreed
performance criteria including execution of the Merck Option and License Agreement for the pain program and the Merck Research
Collaboration and Licensing Agreement for the cognition program.
2 Dr Mikkelsen has been a Scientific Advisory Board consultant since 4 December 2012 and commenced consulting as the Group’s Chief
Scientific Officer on 11 May 2015.
3 Mr Moschakis commenced on 4 May 2015.
4 Dr Iglesias’ remuneration package is in Canadian dollars and the above has been translated into Australian dollars.
29
5. Key Terms of Service Agreements
Remuneration and other terms of employment for the Chief
Executive Officer and Managing Director, and the other executive
KMP are formalised in service agreements. Major provisions of the
agreements relating to remuneration are set out below:
= 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, six months’ salary
will be paid.
Dr Deborah Rathjen, Chief Executive Officer and Managing Director
= Term of agreement – 5 years commencing 15 August 2015.
= Total remuneration package, to be reviewed annually by the
Board.
= 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.
Ms Melanie Young, Chief Financial Officer
= Term of agreement – open, commencing 9 May 2011.
= Total remuneration package to be reviewed annually by the
Chief Executive Officer and Managing Director, and
approved by the Board.
= 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.
Dr Jens Mikkelsen, Chief Scientific Officer
= Term of agreement – open, commencing 11 May 2015.
= Total remuneration package to be reviewed annually by the Chief
Executive Officer and Managing Director, and approved by the Board.
= 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, six months’ salary
will be paid.
Mr Jack Moschakis, Legal Counsel and Company Secretary
= Term of agreement – open, commencing 4 May 2015.
= Total remuneration package to be reviewed annually by the Chief
Executive Officer and Managing Director, and approved by the Board.
= 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, six months’ salary
will be paid.
Mr Anthony Colasin, Chief Business Officer
= Term of agreement – open, commencing 1 August 2015.
= Total remuneration package to be reviewed annually by the
Chief Executive Officer and Managing Director, and approved by
the Board.
Share-based Payments
Share-based payment benefits are provided to employees via the
Bionomics ESOP and the Bionomics ESP.
The market value of shares issued to employees for no cash
consideration under the ESP 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 and ESP were approved by the Board and
Shareholders in 2014. Employees 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.
Options are granted under the plan for no consideration and vest
equally over five years, (other than options for incentive awards –
see below), provided a person remains employed subject to good
leaver provisions (death, retrenchment or retirement).
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 determined using a Black-Scholes option pricing
model that takes into account the exercise price, the term of the
option, the vesting criteria, the impact of dilution, 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.
Incentive options are issued at the discretion of the Board and vest
immediately. There are no subsequent performance conditions
attached to the options. The incentive payable to each executive
is determined by the Board based on the CEO’s recommendation.
The incentive calculation is based 50% on the Company
meeting corporate objectives and 50% on the achievement
of individual annual KPIs. The Company’s assessment of
milestone performance achievements are outlined in 3 above.
The executives’ KPIs are established with reference to their
contribution to achieving the Company’s overall objectives.
DIRECTOR’S REPORT 30
The terms and conditions of each grant of options affecting remuneration of Directors and other KMP in this or future reporting periods
are as follows:
GRANT DATE
EXPIRY DATE
REVISED
EXERCISE PRICE
FAIR VALUE
PER OPTION
AT GRANT DATE
VESTING DATE
Granted in Prior Periods
November 2006
November 2008
November 2011
December 2012
December 2012
March 2013
December 2013
October 2014
December 2014
Granted in Current Period
December 2015
November 2016
November 2016
November 2017
August 2016
November 2016
November 2016
August 2017
December 2018
December 2019
December 2020
December 2021
December 2022
December 2017
March 2019
March 2020
March 2021
March 2022
March 2023
December 2018
December 2018
December 2020
December 2021
December 2022
October 2019
December 2019
December 2021
December 2022
December 2023
December 2024
December 2025
December 2020
December 2021
December 2022
December 2023
$0.2976
$0.2976
$0.2976
$0.3692
$0.6116
$0.6116
$0.9186
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.2846
$0.4176
$0.4176
$0.4176
$0.4176
$0.4176
$0.3301
$0.7224
$0.7224
$0.7224
$0.7224
$0.5643
$0.5643
$0.5389
$0.5389
$0.5389
$0.5389
$0.5389
$0.4211
$0.5102
$0.5102
$0.5102
$0.1919
$0.1591
$0.1591
$0.1419
$0.2181
$0.2181
$0.0475
$0.1751
$0.1751
$0.1751
$0.1751
$0.1751
$0.1614
$0.2001
$0.2001
$0.2001
$0.2001
$0.2001
$0.4647
$0.3291
$0.3291
$0.3291
$0.3291
$0.3523
$0.2705
$0.1502
$0.1502
$0.1502
$0.1502
$0.1502
$0.1567
$0.1617
$0.1617
$0.1617
16-Nov-11
05-Nov-11
05-Nov-12
07-Aug-11
25-Nov-11
25-Nov-11
15-Aug-12
11-Dec-13
11-Dec-14
11-Dec-15
11-Dec-16
11-Dec-17
11-Dec-12
19-Mar-14
19-Mar-15
19-Mar-16
19-Mar-17
19-Mar-18
17-Dec-13
11-Dec-13
11-Dec-15
11-Dec-16
11-Dec-17
15-Oct-14
04-Dec-14
24-Dec-16
24-Dec-17
24-Dec-18
24-Dec-19
24-Dec-20
24-Dec-15
30-Dec-16
30-Dec-17
30-Dec-18
31
DIRECTOR’S
REPORT
Share-based Payments cont.
GRANT DATE
EXPIRY DATE
REVISED
EXERCISE PRICE
FAIR VALUE
PER OPTION
AT GRANT DATE
VESTING DATE
Granted in Current Period
December 2015
May 2016
December 2024
December 2025
May 2022
May 2023
May 2024
May 2025
May 2026
$0.5102
$0.5102
$0.3200
$0.3200
$0.3200
$0.3200
$0.3200
$0.1617
$0.1617
$0.1841
$0.1841
$0.1841
$0.1841
$0.1841
30-Dec-19
30-Dec-20
06-May-17
06-May-18
06-May-19
06-May-20
06-May-21
Options granted under the plan carry no dividend or voting rights. When exercisable, each option is convertible into one ordinary share of
Bionomics.
During the year, and since the end of the year, incentive options were issued to the following Directors and other KMP for the achievement
in the prior year of board-approved KPIs:
NAME
NUMBER
GRANTED
DATE
GRANTED
TOTAL FAIR
VALUE $
Dr Deborah Rathjen1
60,000
2 Dec 2015
Dr Alan W Dunton
Dr Jens Mikkelsen
Mr Jack Moschakis
Ms Melanie Young1
500,000
24 Dec 2015
250,000
30 Dec 2015
250,000
30 Dec 2015
50,000
28 Oct 2015
9,402
89,106
47,396
47,396
10,125
NUMBER
VESTED
60,000
-
-
-
100%
-
-
-
50,000
100%
% OF GRANT
VESTED
% OF GRANT
FORFEITED
-
-
-
-
-
1 The options vested immediately and were awarded following the achievement of performance objectives.
During the year, the following Directors and other KMP exercised options that were granted to them as part of their compensation:
NAME
Dr Errol De Souza
Mr Trevor Tappenden
NUMBER OF OPTIONS
EXERCISED
NUMBER OF ORDINARY
SHARES ISSUED
AMOUNT PAID
$
AMOUNT UNPAID
$
100,000
100,000
100,000
100,000
29,760
29,760
-
-
Fully Paid Ordinary Shares of Bionomics Limited
BALANCE AT
1 JULY 2015
NUMBER
GRANTED AS
COMPENSATION
NUMBER
Mr Graeme Kaufman
Mr Trevor Tappenden
Dr Errol De Souza
Dr Jonathan Lim1
Dr Alan W Dunton
178,750
352,500
146,698
5,091,828
-
-
-
-
-
-
RECEIVED
ON EXERCISE
OF OPTIONS
NUMBER
-
100,000
100,000
NET OTHER
CHANGES
NUMBER
BALANCE AT
30 JUNE 2016
NUMBER
-
(72,576)
(80,000)
-
-
(5,091,828)
-
178,750
379,924
166,698
-
-
BALANCE
HELD
NOMINALLY
NUMBER
-
79,924
-
-
-
32
BALANCE
HELD
NOMINALLY
NUMBER
-
-
Fully Paid Ordinary Shares of Bionomics Limited cont.
BALANCE AT
1 JULY 2015
NUMBER
GRANTED AS
COMPENSATION
NUMBER
RECEIVED
ON EXERCISE
OF OPTIONS
NUMBER
NET OTHER
CHANGES
NUMBER
BALANCE AT
30 JUNE 2016
NUMBER
Mr Peter Turner2
Mr David Wilson2
-
-
Dr Deborah Rathjen
2,280,401
Dr José Iglesias3
Mr Jack Moschakis
Dr Jens Mikkelsen
Mr Anthony Colasin
Ms Melanie Young
-
-
-
-
76,549
-
-
-
-
-
-
-
-
-
-
-
265,000
-
-
-
-
-
-
105,500
(265,000)
-
-
-
-
-
-
2,385,901
1,240,000
-
-
-
-
76,549
-
-
-
-
-
1 Dr Jonathan Lim retired 18 November 2015 and his shareholding and options have been removed from the tables.
2 Mr Peter Turner and Mr David Wilson were appointed 16 June 2016.
3 Dr José Iglesias ceased full time employment 15 October 2015, retained under consulting agreement.
Share Options of Bionomics Limited
BALANCE
AT
1 JULY 2015
NUMBER
1,000,000
200,000
300,000
500,000
GRANTED
AS
COMPEN-
SATION
NUMBER
-
-
-
-
-
-
-
500,000
-
-
Mr Graeme Kaufman
Mr Trevor Tappenden
Dr Errol De Souza
Dr Jonathan Lim1
Dr Alan W Dunton
Mr Peter Turner2
Mr David Wilson2
Dr Deborah Rathjen
2,120,000
60,000
EXERCISED
NUMBER
-
(100,000)
(100,000)
-
-
-
-
-
NET OTHER
CHANGES
NUMBER
BALANCE
AT 30
JUNE 2016
NUMBER
BALANCE
VESTED
AND
EXERCISABLE
AT 30 JUNE
2016
NUMBER
OPTIONS
VESTED
DURING
YEAR
NUMBER
1,000,000
600,000
400,000
-
-
-
(500,000)
-
-
-
-
100,000
100,000
200,000
200,000
-
500,000
-
-
-
-
-
-
2,180,000
2,180,000
-
-
-
500,000
-
-
-
-
250,000
250,000
250,000
Dr José Iglesias3
Mr Jack Moschakis
Dr Jens Mikkelsen
Mr Anthony Colasin
Ms Melanie Young
628,500
-
(265,000)
(363,500)
-
-
-
-
250,000
250,000
250,000
661,000
50,000
-
-
-
-
-
-
-
-
250,000
250,000
250,000
-
-
-
-
711,000
611,000
100,000
All share options issued to KMP were made in accordance with the provisions of the ESOP. The number granted in the above table and in
total during the year was 0.05% and 0.5% respectively of common shares outstanding.
During the financial year, 465,000 options were exercised by KMP at a weighted average exercise price of $0.34 per option for 465,000
ordinary shares in Bionomics Limited. No amounts remain unpaid on the options exercised during the financial year at year end.
33
DIRECTOR’S
REPORT
Further details of the ESOP and of share options granted during
the 2016 and 2015 financial years are contained in Note 22 of Notes
to the Financial Statements.
Other Transactions with Directors and Other Key Management
Personnel
There were no other transactions with Directors or other KMP
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. The total number of shares under option
at 30 June 2016 was 9,698,860. This is 2.0% of common shares
outstanding.
Shares Issued on the Exercise of Options
921,250 ordinary shares of Bionomics were issued during the year
ended 30 June 2016 on the exercise of options granted under the
Bionomics ESOP.
Warrants
During the year the Company issued warrants in connection with
the USD loan which are currently exercisable at the discretion of
the holder and exchangeable for either 988,843 (2015: 643,611)
ordinary shares at a fixed price (345,232 at $0.5288 and 643,611 at
$0.54) or a lower number of shares for nil consideration, with the
number of shares calculated on the basis of a formula which takes
into account the movement in the share price of the Company from
the date of issue to date of exercise of the warrant.
In addition, the Company issued warrants in connection with
a private placement as set out in Note 22 which are currently
exercisable at the discretion of the holder and exchangeable for
24,124,484 ordinary shares at a fixed price ($0.5938).
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 28
of Notes 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.
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 34.
This Directors’ Report is signed in accordance with a resolution
of Directors made pursuant to Section 298(2) of the Corporations
Act 2001.
Graeme Kaufman
Deborah Rathjen
Chairman
Chief Executive Officer
and Managing Director
9 August 2016
9 August 2016
34
AUDITOR’S
INDEPENDENCE DECLARATION
This financial statement covers both Bionomics Limited (“Bionomics”)
as an individual entity (Note 32) 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 Australian Securities Exchange (ASX)
(ASX: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.
35
ANNUAL CONSOLIDATED
FINANCIAL STATEMENTS
FOR FINANCIAL YEAR ENDED 30 JUNE 2016
TABLE OF CONTENTS
FINANCIAL STATEMENTS
36
37
38
39
40
80
81
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
CONSOLIDATED STATEMENT OF CASH FLOWS
NOTES TO THE FINANCIAL STATEMENTS
DIRECTORS’ DECLARATION
INDEPENDENT AUDIT REPORT
36
CONSOLIDATED STATEMENT OF PROFIT OR LOSS
AND OTHER COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016
NOTE
30 JUNE 2016
$
30 JUNE 2015
$
CONTINUING OPERATIONS
Revenue
Other income
EXPENSES
Research and development expenses
Administration expenses
Occupancy expenses
Compliance expenses
Loss on disposal of assets
Finance expenses
LOSS BEFORE TAX
Income tax benefit
LOSS AFTER TAX
5
5
6
7
Other Comprehensive Income, Net of Income Tax
Items that may be reclassified subsequently to profit or loss:
Exchange differences on translating foreign operations
Total Comprehensive Loss for the Year
Loss attributable to:
Owners of the Company
LOSS PER SHARE FROM CONTINUING OPERATIONS
NOTE
Basic Loss per share
Diluted Loss per share
30
30
8,143,288
13,584,627
(24,770,876)
(7,526,831)
(3,033,209)
(1,686,703)
(140,159)
(1,894,255)
(17,324,118)
715,361
(16,608,757)
968,418
(15,640,339)
6,827,277
9,789,128
(23,181,790)
(5,730,169)
(2,922,779)
(1,186,978)
(8,063)
(863,832)
(17,277,206)
327,801
(16,949,405)
3,312,600
(13,636,805)
(15,640,339)
(13,636,805)
2016
($0.03)
(3 cents)
($0.03)
(3 cents)
2015
($0.04)
(4 cents)
($0.04)
(4 cents)
THE ABOVE CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME SHOULD BE READ IN CONJUNCTION WITH THE ACCOMPANYING NOTES.
37
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
AS AT 30 JUNE 2016
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Other financial assets
Inventories
Research and development incentives receivable
Other assets
Total Current Assets
NON-CURRENT ASSETS
Property, plant and equipment
Goodwill
Other intangible assets
Other financial assets
Total Non-Current Assets
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Borrowings
Provisions
Other financial liabilities
Other liabilities
Total Current Liabilities
NON-CURRENT LIABILITIES
Other payables
Borrowings
Provisions
Deferred tax liability
Contingent consideration
Total Non-Current Liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Capital
Reserves
Accumulated losses
Equity Attributable to Owners of the Company
NOTE
30 JUNE 2016
$
30 JUNE 2015
$
8
10
9
11
12
14
15
16
9
17
18
19
21
20
17
18
19
7
33
22
23
45,450,382
1,401,594
550,000
438,856
9,601,355
643,582
58,085,769
2,835,066
10,642,229
16,062,954
384,000
29,924,249
88,010,018
5,855,143
2,731,837
1,590,979
1,142,320
65,811
11,386,090
144,938
18,436,717
61,928
5,057,861
10,489,438
34,190,882
45,576,972
42,433,046
134,392,813
11,216,038
(103,175,805)
42,433,046
26,558,006
1,063,680
550,000
409,891
8,005,399
1,293,932
37,880,908
3,450,555
10,488,633
16,927,619
384,000
31,250,807
69,131,715
6,465,626
5,460,133
1,582,239
122,544
75,362
13,705,904
140,758
9,317,373
91,168
5,634,395
8,276,292
23,459,986
37,165,890
31,965,825
111,990,220
6,542,653
(86,567,048)
31,965,825
THE ABOVE CONSOLIDATED STATEMENT OF FINANCIAL POSITION SHOULD BE READ IN CONJUNCTION WITH THE ACCOMPANYING NOTES.
38
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016
FOREIGN
CURRENCY
TRANSLATION
RESERVE
$
SHARE-BASED
PAYMENTS
RESERVE
$
ISSUED
CAPITAL
$
ACCUMU-
LATED
LOSSES
$
TOTAL
EQUITY
$
BALANCE AT 1 JULY 2014
111,721,671
893,614
1,820,965
(69,617,643)
44,818,607
Loss for the period
Exchange differences on translation of
foreign operations
Total comprehensive income
Recognition of share-based payments
Issue of ordinary shares under
Employee Share Option Plan
BALANCE AT 30 JUNE 2015
Loss for the period
Exchange differences on translation of
foreign operations
Total comprehensive income
Recognition of share-based payments
Issue of ordinary shares and warrants,
net of transaction costs
Issue of ordinary shares under
Employee Share Option Plan
BALANCE AT 30 JUNE 2016
-
-
-
-
268,549
-
3,312,600
3,312,600
-
-
-
(16,949,405)
(16,949,405)
-
3,312,600
(16,949,405)
(13,636,805)
-
-
515,474
-
-
-
515,474
268,549
111,990,220
4,206,214
2,336,439
(86,567,048)
31,965,825
-
-
-
-
22,113,875
288,718
-
968,418
968,418
-
-
-
-
-
-
399,913
3,305,054
-
(16,608,757)
(16,608,757)
-
968,418
(16,608,757)
(15,640,339)
-
-
-
399,913
25,418,929
288,718
134,392,813
5,174,632
6,041,406
(103,175,805)
42,433,046
THE ABOVE CONSOLIDATED STATEMENT OF CHANGES IN EQUITY SHOULD BE READ IN CONJUNCTION WITH THE ACCOMPANYING NOTES.
39
CONSOLIDATED STATEMENT
OF CASH FLOWS
NOTE
CASH FLOWS FROM OPERATING ACTIVITIES
Research and development incentives received
Receipts from customers
Payments to suppliers and employees
Interest paid
Net Cash (Used In)/Generated By Operating Activities
29(b)
CASH FLOWS FROM INVESTING ACTIVITIES
Interest received
Payments for purchases of property, plant and equipment
Proceeds from disposals
Acquisition of Prestwick business
34
Net Cash Generated By/(Used In) Investing Activities
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of borrowings
Proceeds from borrowings
Net proceeds from share issues
Net Cash Generated By Financing Activities
2016
$
9,491,378
8,079,976
(31,229,508)
(1,701,400)
(15,359,554)
1,232,377
(196,707)
68,586
-
1,104,256
(808,025)
5,787,968
28,222,099
33,202,042
2015
$
7,796,611
27,502,747
(29,620,018)
(743,222)
4,936,118
940,607
(846,258)
-
(391,136)
(296,787)
(667,620)
12,688,036
268,549
12,288,965
Net Increase/Decrease in Cash and Cash Equivalents
18,946,744
16,928,296
Cash and cash equivalents at the beginning of the
financial year
Effects of exchange rate changes on the balance of cash
held in foreign currencies
CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR
29(a)
26,512,533
9,567,307
(8,895)
45,450,382
16,930
26,512,533
THE ABOVE CONSOLIDATED STATEMENT OF CASH FLOWS SHOULD BE READ IN CONJUNCTION WITH THE ACCOMPANYING NOTES.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 40
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016
62
62
62
63
69
69
73
74
75
75
75
76
77
77
78
78
79
NOTE 19: PROVISIONS
NOTE 20: OTHER LIABILITIES
NOTE 21: OTHER FINANCIAL LIABILITIES
NOTE 22: ISSUED CAPITAL
NOTE 23: RESERVES
NOTE 24: FINANCIAL INSTRUMENTS
NOTE 25: KEY MANAGEMENT PERSONNEL
COMPENSATION
NOTE 26: COMMITMENTS FOR EXPENDITURE
NOTE 27: EVENTS OCCURRING AFTER REPORTING DATE
NOTE 28: REMUNERATION OF AUDITORS
NOTE 29: CASH FLOW INFORMATION
NOTE 30: EARNINGS PER SHARE
NOTE 31: RELATED PARTY TRANSACTIONS
NOTE 32: PARENT ENTITY INFORMATION
NOTE 33: CONTINGENT CONSIDERATION
NOTE 34: BUSINESS COMBINATIONS - ACQUISITION OF
PRESTWICK CHEMICAL
NOTE 35: CONTINGENT LIABILITIES
TABLE OF CONTENTS
NOTE 1: GENERAL INFORMATION
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING
POLICIES
NOTE 3: CRITICAL ACCOUNTING ESTIMATES AND
JUDGEMENTS
NOTE 4: SEGMENT INFORMATION
NOTE 5: REVENUE AND OTHER INCOME
NOTE 6: EXPENSES
NOTE 7: INCOME TAXES
NOTE 8: CASH AND CASH EQUIVALENTS
NOTE 9: OTHER FINANCIAL ASSETS
NOTE 10: TRADE AND OTHER RECEIVABLES
NOTE 11: INVENTORIES
NOTE 12: OTHER ASSETS
NOTE 13: SUBSIDIARIES
NOTE 14: PROPERTY, PLANT AND EQUIPMENT
NOTE 15: GOODWILL
NOTE 16: OTHER INTANGIBLE ASSETS
NOTE 17: TRADE AND OTHER PAYABLES
NOTE 18: BORROWINGS
41
41
50
51
54
54
55
57
57
57
58
58
58
59
59
60
61
61
41
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 1: GENERAL INFORMATION
Bionomics Limited (the Company) is a listed public company
incorporated in Australia. The address of its registered office and
principal place of business is as follows:
31 Dalgleish Street
Thebarton, South Australia, 5031
Tel: 08 8354 6100
Principal Activities
The principal activities of the Company and its controlled
entities (the Group) during the period include the discovery and
development of novel drug candidates focused on the treatment of
serious central nervous system disorders and cancer by leveraging
proprietary platform technologies.
NOTE 2: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
This financial report includes the consolidated financial statements
and notes of 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.
The financial statements comprise the consolidated financial
statements of the Group. For the purposes of preparing the
consolidated financial statements, the Company is a for-profit
entity.
Accounting Standards include Australian Accounting Standards
(AASB). Compliance with AASB 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 9 August 2016.
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 at the end of each reporting period, as explained in the
accounting policies below. 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.
Fair value is the price that would be received to sell an asset or
paid to transfer a liability in an orderly transaction between market
participants at the measurement date, regardless of whether that
price is directly observable or estimated using another valuation
technique. In estimating the fair value of an asset or a liability,
the Group takes into account the characteristics of the asset or
liability if market participants would take those characteristics
into account when pricing the asset or liability at measurement
date. Fair value for measurement and/or disclosure purposes in
these consolidated financial statements is determined on such
a basis, except for share-based payment transactions that are
within the scope of AASB 2 (IFRS 2), leasing transactions that are
within the scope of AASB 117 (IAS 17), and measurements that have
some similarities to fair value but are not fair value, such as net
realisable value in AASB 2 (IFRS 2) or value in use in AASB 136 (IAS
36).
In addition, for financial reporting purposes, fair value
measurements are categorised into Level 1, 2 or 3 based on
the degree to which inputs to the fair value measurements are
observable and the significance of the inputs to the fair value
measurement in its entirety, which are described as follows:
= Level 1 inputs are quoted prices (unadjusted) in active markets
for identical assets or liabilities that the entity can access at
measurement date;
= Level 2 inputs are inputs, other than quoted prices included
within Level 1, that are observable for that asset or liability,
either directly or indirectly; and
= Level 3 inputs are unobservable inputs for the asset or liability.
Application 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. The adoption of these new and revised Standards and
Interpretations has resulted in no significant changes to the
consolidated entity’s accounting policies.
Standards and Interpretations in issue not yet adopted
At the date of authorisation of the financial report, a number of
Standards and Interpretations were in issue but not yet effective.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 42
EFFECTIVE
FOR ANNUAL
REPORTING
PERIODS
BEGINNING
ON OR AFTER
EXPECTED TO BE
INITIALLY APPLIED
IN THE FINANCIAL
YEAR ENDING
STANDARD
AASB 9 ‘Financial Instruments’, and the relevant amending standards
1 January 2018
30 June 2019
AASB 2014-4 ‘Amendments to Australian Accounting Standards – Clarification of
Acceptable Methods of Depreciation and Amortisation’
AASB 15 ‘Revenue from Contracts with Customers’ and AASB 2014-5 ‘Amendments to
Australian Accounting Standards arising from AASB 15’
AASB 2015-1 ‘Amendments to Australian Accounting Standards – Annual Improvements
to Australian Accounting Standards 2012-2014 Cycle’
AASB 2015-2 ‘Amendments to Australian Accounting Standards – Disclosure Initiative:
Amendments to AASB 101’
AASB 16 ‘Leases’
AASB 2016-1 ‘Amendments to Australian Accounting Standards – Recognition of
Deferred Tax Assets for Unrealised Losses’
AASB 2016-2 ‘Amendments to Australian Accounting Standards – Disclosure Initiative:
Amendments to AASB 107’
1 January 2016
30 June 2017
1 January 2018
30 June 2019
1 January 2016
30 June 2017
1 January 2016
30 June 2017
1 January 2019
30 June 2020
1 January 2017
30 June 2018
1 January 2017
30 June 2018
At the date of authorisation of the financial statements, the following IASB Standards and IFRIC Interpretations (for which Australian
Equivalent Standards and Interpretations have not yet been issued) were in issue but not yet effective:
STANDARD/INTERPRETATION
EFFECTIVE
FOR ANNUAL
REPORTING
PERIODS
BEGINNING
ON OR AFTER
EXPECTED TO BE
INITIALLY APPLIED
IN THE FINANCIAL
YEAR ENDING
Clarifications to IFRS 15 ‘Revenue from Contracts with Customers’
1 January 2018
30 June 2019
Impact of new and revised requirements
Management is currently assessing the potential impact of the following standards:
AASB 9 (IFRS 9) ‘Financial Instruments’ (December 2009), and the relevant amending standards
AASB 9 (IFRS 9) introduces new requirements for classifying and measuring financial assets, as follows:
= Debt instruments meeting both a ‘business model’ test and a ‘cash flow characteristics’ test are measured at amortised cost
(the use of fair value is optional in some limited circumstances).
= Investments in equity instruments can be designated as ‘fair value through other comprehensive income’ with only dividends being
recognised in profit or loss.
= All other instruments (including all derivatives) are measured at fair value with changes recognised in the profit or loss.
= The concept of ‘embedded derivatives’ does not apply to financial assets within the scope of the Standard and the entire instrument
must be classified and measured in accordance with the above guidelines.
Through AASB 2013-9, (IFRS 9) a new hedge accounting model has been put in place that is designed to be more closely aligned with how
entities undertake risk management activities when hedging financial and non-financial risk exposures.
43
NOTES TO THE
FINANCIAL STATEMENTS
AASB 9 (IFRS 9) applies to annual periods beginning on or after
1 January 2018. The directors of the Company anticipate that the
application of AASB 9 (IFRS 9) in the future may have a material
impact on amounts reported in respect of the Group’s financial
assets and financial liabilities. However, it is not practicable to
provide a reasonable estimate of the effect of AASB 9 (IFRS 9) until
the Group undertakes a detailed review.
AASB 9 (IFRS 9) ‘Financial Instruments’ (December 2010), and the
relevant amending standards
A revised version of AASB 9 (IFRS 9) incorporating revised
requirements for the classification and measurement of financial
liabilities, and carrying over of the existing de-recognition
requirements from AASB 139 (IAS 39) Financial Instruments:
Recognition and Measurement.
The revised financial liability provisions maintain the existing amortised
cost measurement basis for most liabilities. New requirements apply
where an entity chooses to measure a liability at fair value through profit
or loss – in these cases, the portion of the change in fair value related
to changes in the entity’s own credit risk is presented in other
comprehensive income rather than within profit or loss.
Through AASB 2013-9 (IFRS 9), a new hedge accounting model has
been put in place that is designed to be more closely aligned with
how entities undertake risk management activities when hedging
financial and non-financial risk exposures.
AASB 9 (IFRS 9) ‘Financial Instruments’ (December 2014), and the
relevant amending standards
The final version of AASB 9 (IFRS 9) brings together the classification
and measurement, impairment and hedge accounting phases of the
IASB’s project to replace AASB 139 (IAS 39) Financial Instruments:
Recognition and Measurement. This version adds a new expected
loss impairment model and limited amendments to classification and
measurement for financial assets.
This new version supersedes AASB 9 (IFRS 9) (December 2009)
and AASB 9 (IFRS 9) (December 2010). The new version of AASB 9
(IFRS 9) includes:
= Requirements for impairment of financial assets; and
= Limited amendments to classification and measurement of
financial assets, including introduction of a measurement
category of ‘fair value through other comprehensive income’ for
debt instruments.
Note: Several versions of AASB 9 (IFRS 9) currently exist due to the
issuance of the Standard over several years. In summary:
= The mandatory effective date of AASB 9 (IFRS 9) (all versions)
and the related consequential amendments is annual periods
beginning on or after 1 January 2018; and
= Either AASB 9 (IFRS 9) (December 2009) or AASB 9 (IFRS 9)
(December 2010) can be early adopted if adopted with an initial
application date before 1 February 2015, however after this
period only AASB 9 (IFRS 9) (December 2014) can be early adopted.
AASB 15 (IFRS 15) ‘Revenue from Contracts with Customers’ and
AASB 2014-5 ‘Amendments to Australian Accounting Standards
arising from AASB 15’
AASB 15 (IFRS 15) outlines a single comprehensive model for
entities to use in accounting for revenue arising from contracts
with customers; and replaces AASB 111 (IAS 11) Construction
Contracts, AASB 118 (IAS 18) Revenue, Interpretation 13 Customer
Loyalty Programmes, Interpretation 15 Agreements for the
Construction of Real Estate, Interpretation 18 Transfers of
Assets from Customers, and Interpretation 131 Revenue-Barter
Transactions Involving Advertising Services.
The core principle is that an entity recognises revenue to depict the
transfer of promised goods or services to customers in an amount
that reflects the consideration to which the entity expects to be
entitled in exchange for those goods or services.
AASB 15 (IFRS 15) applies to annual periods beginning on or after
1 January 2018. The Directors of the Company anticipate that the
application of AASB 15 (IFRS 15) in the future may have a material
impact on amounts reported in respect of the Group’s consolidated
financial statements. However, it is not practicable to provide a
reasonable estimate of the effect of AASB 15 (IFRS 15) until the
Group undertakes a detailed review.
AASB 2014-4 Amendments to Australian Accounting Standards
– Clarification of Acceptable Methods of Depreciation and
Amortisation
Amends AASB 116 (IAS 16) Property, Plant and Equipment and
AASB 138 (IAS 38) Intangible Assets to provide additional guidance
on how the depreciation or amortisation of property, plant and
equipment and intangible assets should be calculated.
The amendments apply to annual periods beginning on or after
1 January 2016. The Directors of the Company do not anticipate
that the application of these amendments will have a material
impact on the Group’s consolidated financial statements.
AASB 2015-1 ‘Amendments to Australian Accounting Standards –
Annual Improvements to Australian Accounting Standards 2012-
2014 Cycle’ (‘Annual Improvements to IFRSs 2012-2014 Cycle’)
Amends a number of pronouncements as a result of the IASB’s
2012-2014 annual improvements cycle.
Key amendments include:
= AASB 5 (IFRS 5) – Change in methods of disposal;
= AASB 7 (IFRS 7) – Servicing contracts and applicability of the
amendments to AASB 7 to condensed interim financial statements;
= AASB 119 (IAS 19) – Discount rate: regional market issue; and
= AASB 134 (IAS 34) – Disclosure of information ‘elsewhere in the
interim financial report’.
The amendments apply to annual periods beginning on or after
1 January 2016. The Directors of the Company do not anticipate
that the application of these amendments will have a material
impact on the Group’s consolidated financial statements.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 44
AASB 2015-2 Amendments to Australian Accounting Standards –
Disclosure Initiative: Amendments to AASB 101
Amends AASB 101 Presentation of Financial Statements to provide
clarification regarding the disclosure requirements in AASB 101.
Includes narrow-focus amendments to address concerns about
existing presentation and disclosure requirements and to ensure
entities are able to use judgements when applying a Standard in
determining what information to disclose in their financial statements.
The amendments apply to annual periods beginning on or after 1
January 2016. The Directors of the Company do not anticipate that
the application of these amendments will have a material impact
on the Group’s consolidated financial statements.
AASB 16 (IFRS 16) ‘Leases’
AASB 16 (IFRS 16) provides a comprehensive model for the
identification of lease arrangements and their treatment in the
financial statements of both lessees and lessors. The accounting
model for lessees will require lessees to recognise all leases on
balance sheet, except for short-term leases and leases of low value
assets.
AASB 16 (IFRS 16) applies to annual periods beginning on or after
1 January 2019. The Directors of the Company anticipate that the
application of AASB 16 (IFRS 16) in the future may have a material
impact on the amounts reported and disclosures made in the
Group’s consolidated financial statements. However, it is not
practicable to provide a reasonable estimate of the effect of AASB
16 (IFRS 16) until the Group performs a detailed review.
AASB 2016-1 ‘Amendments to Australian Accounting Standards –
Recognition of Deferred Tax Assets for Unrealised Losses’
Amends AASB 112 ‘Income Taxes’ to clarify the requirements on
recognition of deferred tax assets for unrealised losses on debt
instruments measured at fair value.
The amendments apply to annual periods beginning on or after 1
January 2017. The Directors of the Company do not anticipate that
the application of these amendments will have a material impact
on the Group’s consolidated financial statements.
AASB 2016-2 ‘Amendments to Australian Accounting Standards –
Disclosure Initiative: Amendments to AASB 107’
Amends AASB 107 ‘Statement of Cashflows’ to require entities
to provide disclosures that enable users of financial statements
to evaluate changes in liabilities arising from financing activities,
including both changes arising from cash flows and non-cash changes.
The amendments apply to annual periods beginning on or after
1 January 2017. The Directors of the Company do not anticipate that
the application of these amendments will have a material impact
on the Group’s consolidated financial statements.
Accounting Policies
The following significant accounting policies have been adopted in
the preparation and presentation of the financial report.
(a) Basis of Consolidation
The consolidated financial statements incorporate the financial
statements of the Company and entities controlled by the Company
and its subsidiaries. Control is achieved when the Company:
= Has power over the investee;
= Is exposed, or has rights, to variable returns from its
involvement with the investee; and
= Has the ability to use its power to affect its returns.
Consolidation of a subsidiary begins when the Company
obtains control over the subsidiary and ceases when the
Company loses control of the subsidiary. Specifically, income
and expenses of a subsidiary acquired or disposed of during
the year are included in the consolidated statement of profit
or loss and other comprehensive income from the date the
Company gains control until the date when the Company
ceases to control the subsidiary.
When necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting policies
into line with the Group’s accounting policies.
All intragroup assets and liabilities, equity, income, expenses
and cash flows relating to transactions between members of
the Group are eliminated in full on consolidation.
(b) Foreign Currencies
The individual financial statements of each group entity
are presented in the currency of the primary economic
environment in which the entity operates (its functional
currency). For the purpose of the consolidated financial
statements, the results and financial position of each group
entity are expressed in Australian dollars (‘$’), which is the
functional currency of the Company and the presentation
currency for the consolidated financial statements.
In preparing the financial statements of each individual group
entity, transactions in currencies other than the entity’s
functional currency (foreign currencies) are recognised at the
rates of exchange prevailing at the dates of the transactions. At
the end of each reporting period, monetary items denominated
in foreign currencies are retranslated at the rates prevailing
at that date. Non-monetary items carried at fair value that are
denominated in foreign currencies are retranslated at the rates
prevailing at the date when the fair value was determined. Non-
monetary items that are measured in terms of historical cost in
a foreign currency are not retranslated.
45
NOTES TO THE
FINANCIAL STATEMENTS
Exchange differences on monetary items are recognised in profit
or loss in the period in which they arise except for 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.
For the purpose of presenting these consolidated financial
statements, the assets and liabilities of the Group’s foreign
operations are translated into Australian dollars using exchange
rates prevailing at the end of the reporting period. Income and
expense items are translated at the average exchange rates for
the period. Exchange differences arising, if any, are recognised in
other comprehensive income and accumulated in equity.
Goodwill and fair value adjustments to identifiable assets acquired
and liabilities assumed through acquisition of a foreign operation
are treated as assets and liabilities of the foreign operation and
translated at the rate of exchange prevailing at the end of each
reporting period. Exchange differences arising are recognised in
other comprehensive income and accumulated in equity.
(c) Revenue Recognition
Revenue is recognised when the amounts of the revenue can
be measured reliably, it is probable that economic benefits
associated with the transaction will flow to the entity and
specific criteria related to the type of revenues has been
satisfied. The Group enters into collaboration agreements that
comprise of up front payments in connection with out-licensing
activities and research funding, milestone payments based on
development achieved by our collaborators, sales and royalties
based on net sales. For these agreements, the Group applies
revenue recognition criteria to the separately identifiable
components of a single transaction. The total arrangement
consideration is allocated to separately identifiable components
by reference to their fair values. Revenue for the periods
presented included license revenues, contract services
revenues, and rental income.
(i) License revenues in connection with out-licensing of the
Group’s patents and other intellectual property to our
collaborators are recognised when the following criteria
have been met:
= The Group has transferred to the buyer the significant risks
and rewards of ownership of the patents and intellectual
property, and
= The Group does not retain either the continuing
managerial involvement to the degree usually associated
with ownership or the effective control over the patent and
intellectual property.
Where the above criteria are not met, up-front payments
received in connection with out-licensing activities would be
deferred. All up-front license payments so far received have
been recognised upon receipt.
(ii) For milestone receipts the Group’s collaboration partners
may be obligated to make certain payments as they achieve
certain specified milestones in the further development of
the licensed property. To date no such milestone receipts
have been received.
(iii) Contract service revenue relates to the provision of scientific
services for a fee and is recognised when the services
are rendered. The Group’s collaboration agreements
contemplate its involvement in the ongoing research and
development of its partnered drug candidates, for which the
Group is paid fees for the services rendered. Revenue from
such contracts to provide services is recognised as services
are being rendered. In addition, the Group may enter into
separate arrangements to undertake certain contract
services work for a fee and such fees are recognised by
reference to the proportion of the total cost of performing
the services to the total fee.
(iv) Rental income is recognised on a straight line basis over the
term of the lease.
(d) Government Research and Development Incentives
Government grants, including Research and Development
incentives, are recognised at fair value where there is
reasonable assurance that the grant will be received and all
grant conditions will be met.
Grants relating to cost reimbursements are recognised as
other income in profit or loss in the period when the costs
were incurred or when the incentive meets the recognition
requirements (if later).
(e) Income Tax
Income tax expense represents the sum of the tax currently
payable and deferred tax.
Current Tax
The tax currently payable is based on taxable profit for the
year. Taxable profit differs from profit before tax as reported
in the consolidated statement of profit or loss and other
comprehensive income because of items of income or expense
that are taxable or deductible in other years and items
that are never taxable or deductible. The Group’s current
tax is calculated using tax rates that have been enacted or
substantively enacted by the end of the reporting period.
Deferred Tax
Deferred tax is recognised on temporary differences between
the carrying amounts of assets and liabilities in the consolidated
financial statements and the corresponding tax bases used in
the computation of taxable profit. Deferred tax liabilities are
generally recognised for all taxable temporary differences.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 46
Deferred tax assets are generally recognised for all deductible
temporary differences to the extent that it is probable that
taxable profits will be available against which those deductible
temporary differences can be utilised. Such deferred tax assets
and liabilities are not recognised if the temporary difference
arises from the initial recognition (other than in a business
combination) of assets and liabilities in a transaction that affects
neither the taxable profit nor the accounting profit. In addition,
deferred tax liabilities are not recognised if the temporary
difference arises from the initial recognition of goodwill.
Deferred tax assets and liabilities are measured at the tax rates
that are expected to apply in the period in which the liability
is settled or the asset realised, based on tax rates (and tax
laws) that have been enacted or substantively enacted by the
end of the reporting period. The measurement of deferred tax
liabilities and assets reflects the tax consequences that would
follow from the manner in which the Group expects, at the end
of the reporting period, to recover or settle the carrying amount
of its assets and liabilities.
Deferred tax liabilities and assets are offset when there is a
legally enforceable right to set off current tax assets against
current tax liabilities and when they relate to income taxes
levied by the same taxation authority and the Group intends to
settle its current tax assets and liabilities on a net basis.
Current and Deferred Tax for the Year
Current and deferred tax are recognised in profit or loss,
except when they relate to items that are recognised in other
comprehensive income or directly in equity, in which case
the current and deferred tax are also recognised in other
comprehensive income or directly in equity, respectively. Where
current tax or deferred tax arises from the initial accounting
for a business combination, the tax effect is included in the
accounting for the business combination.
(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.
(f) Business Combinations
Acquisitions of businesses are accounted for using the
acquisition method. The consideration transferred in a business
combination is measured at fair value which is calculated as
the sum of the acquisition-date fair values of assets transferred
by the Group, liabilities incurred by the Group to the former
owners of the acquiree and the equity instruments issued by
the Group in exchange for control of the acquiree. Acquisition-
related costs are recognised in profit or loss as incurred.
At the acquisition date, the identifiable assets acquired and the
liabilities assumed are recognised at their fair value, except that:
= Deferred tax assets or liabilities and assets or liabilities
related to employee benefit arrangements are recognised
and measured in accordance with AASB 112 (IAS 12)
‘Income Taxes’ and AASB 119 (IAS 19) ‘Employee Benefits’
respectively;
= Liabilities or equity instruments related to share-based
payment arrangements of the acquiree or share-based
payment arrangements of the Group entered into to replace
share-based payment arrangements of the acquiree are
measured in accordance with AASB 2 (IFRS 2) ‘Share-based
Payment’ at the acquisition date; and
= Assets (or disposal groups) that are classified as held for
sale in accordance with AASB 5 (IFRS 5) ‘Non-current
Assets Held for Sale and Discontinued Operations’ are
measured in accordance with that Standard.
Goodwill is measured as the excess of the sum of the
consideration transferred, the amount of any non-controlling
interests in the acquiree, and the fair value of the acquirer’s
previously held equity interest in the acquiree (if any) over the
net of the acquisition-date amounts of the identifiable assets
acquired and the liabilities assumed. If, after reassessment,
the net of the acquisition-date amounts of the identifiable
assets acquired and liabilities assumed exceeds the sum of the
consideration transferred, the amount of any non-controlling
interests in the acquiree and the fair value of the acquirer’s
previously held interest in the acquiree (if any), the excess is
recognised immediately in profit or loss as a gain on bargain
purchase.
Where the consideration transferred by the Group in a
business combination includes assets or liabilities resulting
from a contingent consideration arrangement, the contingent
consideration is measured at its acquisition-date fair value.
Changes in the fair value of the contingent consideration that
qualify as measurement period adjustments are adjusted
47
NOTES TO THE
FINANCIAL STATEMENTS
retrospectively, with corresponding adjustments against
goodwill. Measurement period adjustments are adjustments
that arise from additional information obtained during the
‘measurement period’ (which cannot exceed one year from the
acquisition date) about facts and circumstances that existed at
the acquisition date.
The subsequent accounting for changes in the fair value of
contingent consideration that do not qualify as measurement
period adjustments depends on how the contingent
consideration is classified. Contingent consideration that is
classified as equity is not remeasured at subsequent reporting
dates and its subsequent settlement is accounted for within
equity. Contingent consideration that is classified as an asset
or liability is remeasured at subsequent reporting dates in
accordance with AASB 139 (IFRS 39), or AASB 137 (IFRS
37) ‘Provisions, Contingent Liabilities and Contingent Assets’
respectively, as appropriate, with the corresponding gain or loss
being recognised in profit or loss, respectively.
If the initial accounting for a business combination is incomplete
by the end of the reporting period in which the combination
occurs, the Group reports provisional amounts for the items for
which the accounting is incomplete. Those provisional amounts
are adjusted during the measurement period (see above), or
additional assets or liabilities are recognised, to reflect new
information obtained about facts and circumstances that existed
as of the acquisition date that, if known, would have affected the
amounts recognised as of that date.
(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). When
it is not possible to estimate the recoverable amount of an
individual asset, the Group estimates the recoverable amount
of the Cash Generating Unit (CGU) to which the asset belongs.
When a reasonable and consistent basis of allocation can be
identified, corporate assets are also allocated to individual
CGUs, or otherwise they are allocated to the smallest group of
CGUs for which a reasonable and consistent allocation basis
can be identified.
A CGU is the smallest identifiable group of assets that
generates cash flow that are largely independent of cash
flows from other assets or group of assets. The CGUs are
defined as a research program that has the potential to be
commercialised at some point in the future. Achievement of
certain milestones within the research program will determine
when a CGU comes into existence.
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 CGU is estimated to be
less than its carrying amount, the carrying amount of the asset
or CGU 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 CGU 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 CGU 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 consolidated statement of
financial position.
(i) Inventories
Consumables are stated at the lower of cost and net realisable
value.
(j) Property, Plant and Equipment
Land is stated at cost less any impairment losses if applicable
and is not depreciated.
Building, plant and equipment are stated at cost less
accumulated depreciation or accumulated impairment losses,
where applicable.
Depreciation is recognised so as to write off the cost of assets less
their residual values over their useful lives, using the diminishing
value or straight-line methods, depending on the type of asset.
The estimated useful lives, residual values and depreciation
method are reviewed at the end of each reporting period.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 48
The depreciation rates for each class of depreciable assets are:
= Buildings
= Plant and equipment
= Equipment under lease
25 years
20 – 40%
3 – 5 years
An item of property, plant and equipment is derecognised upon
disposal or when no future economic benefits are expected
to arise from the continued use of the asset. Any gain or loss
arising on the disposal or retirement of an item of property,
plant and equipment is determined as the difference between
the sales proceeds and the carrying amount of the asset and is
recognised in profit or loss.
(k) Financial Assets
Financial assets are classified into the following specified
categories: ‘held-to-maturity’ investments 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) Held-to-Maturity Investments
Bills of exchange and debentures with fixed or
determinable payments and fixed maturity dates that the
Group has the positive intent and ability to hold to maturity
are classified as held-to-maturity investments. Held-to-
maturity investments are measured at amortised cost
using the effective interest method less any impairment.
(ii) Receivables
Trade receivables and other receivables that have fixed or
determinable payments that are not quoted in an active
market are classified as ‘receivables’.
Interest income is recognised by applying the effective
interest rate, except for short term receivables when the
effect of discounting is immaterial.
(iii) 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.
(l) Intangible Assets
(i) Intellectual Property
Acquired intellectual property is recognised as an asset at
cost and amortised over its useful life. There is currently
no internally generated intellectual property that has
been capitalised. 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 5
to 20 years.
The assets’ residual values and useful lives are reviewed,
and adjusted if appropriate, at each balance date.
(ii) Goodwill
Goodwill arising on an acquisition of a business is carried
at cost as established at the date of the acquisition of
the business (see Note 2(f) above) less accumulated
impairment losses, if any.
For the purposes of impairment testing, goodwill is
allocated to each of the Group’s CGUs that is expected to
benefit from the synergies of the combination.
A CGU to which goodwill has been allocated is tested for
impairment annually, or more frequently when there is an
indication that the unit may be impaired. If the recoverable
amount of the CGU is less than its carrying amount, the
impairment loss is allocated first to reduce the carrying
amount of any goodwill allocated to the unit and then to the
other assets of the unit pro rata based on the carrying amount
of each asset in the unit. Any impairment loss for goodwill
is recognised directly in profit or loss. An impairment loss
recognised for goodwill is not reversed in subsequent periods.
On disposal of the relevant CGU, the attributable amount
of goodwill is included in the determination of the profit or
loss on disposal.
(iii) Intangible Assets Acquired in a Business Combination
Intangible assets acquired in a business combination and
recognised separately from goodwill are initially recognised at
their fair value at the acquisition date (which is regarded as
their cost).
49
NOTES TO THE
FINANCIAL STATEMENTS
Subsequent to initial recognition, intangible assets
acquired in a business combination are reported at
cost less accumulated amortisation and accumulated
impairment losses, on the same basis as intangible assets
that are acquired separately.
(m) 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. Expenditure on development activities are
capitalised only when technical feasibility studies identify that
the project will deliver future economic benefits and these
benefits can be measured reliably. Development costs have a
finite life and are amortised on a systematic basis matched to
the future economic benefits over the useful life of the project.
At year end there are currently no capitalised development
costs.
(n) 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 45 days of recognition.
is recognised as an employee benefits expense with
a corresponding increase in equity. The fair value is
measured at grant date and recognised on a straight
line basis over the vesting period, based on the Group’s
estimate of equity instruments that will eventually vest.
The Employee Share Plan is currently not active.
The disclosure in the Remuneration Reports and Note 22
relates to the EOSP. The Bionomics ESOP was approved
by the Board and shareholders in 2014. 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 Group.
Options are granted under the plan for no consideration
and vest equally over five years, unless they are bonus
options which vest immediately. 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 and the
vesting criteria.
(o) Employee Benefits
(p) Borrowings (Other Financial Liabilities)
(i) Short-term and Long-term Employee Benefits
(i) Warrants
A liability is recognised for benefits accruing to employees
in respect of wages and salaries, annual leave, long
service leave and sick leave when it is probable that
settlement will be required and they are capable of being
measured reliably. Liabilities recognised in respect of
short-term employee benefits, are measured at their
nominal values using the remuneration rate expected to
apply at the time of settlement. Liabilities recognised in
respect of long term employee benefits are measured as
the present value of the estimated future cash outflows
to be made by the Group in respect of services provided by
employees up to reporting date.
(ii) Retirement Benefits Costs
Retirement benefits are contributions 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.
(iii) 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
Warrants issued by the Group in connection with bank
loans or issued capital are classified as either financial
liabilities or as equity in accordance with the substance of
the contractual arrangement. Where the warrants do not
meet the definition of equity, they are initially measured at
fair value with a corresponding reduction to the associated
borrowings if associated with bank loans or as an allocation
of proceeds received if associated with a share issue.
Subsequent to initial recognition, the liability is fair valued
with gains or losses recognised in the profit or loss. See
Note 21 for further details.
(ii) Other Borrowings
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.
(iii) Classification
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.
(q) Borrowing Costs
All borrowing costs are recognised in profit or loss in the
period in which they are incurred.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 50
(r) 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.
(s) Issued Capital
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.
(t) 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.
(u) 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 consolidated 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.
NOTE 3: CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of our consolidated financial statements requires
the Group to make estimates and judgements that can affect the
reported amounts of assets, liabilities, revenues and expenses,
as well as the disclosure of contingent assets and liabilities at the
date of the financial statements. The Group analyses the estimates
and judgements and base estimates and judgements on historical
experience and various other assumptions that are believed to be
reasonable under the circumstances. Actual results may vary from
the estimates. The significant accounting policies are detailed in
Note 2 for the year ended 30 June 2016. Summarised below are
the accounting policies of particular importance to the portrayal of
the financial position and results of operations and that require the
application of significant judgements or estimates by management.
Impairment of Goodwill and Other Intangible Assets
The Group assesses annually, or whenever there is a change in
circumstances, whether goodwill or other intangible assets may
be impaired. Determining whether goodwill and other intangible
assets are impaired requires an estimation of the value in use of
the CGUs to which goodwill or other intangible assets have been
allocated. The value in use calculation is judgemental in nature
and requires the Group to make a number of estimates including
the future cash flows expected to arise from the CGUs based on
observable market comparables for drug compounds within the
CGU and over a period covering drug discovery, development,
approval and marketing as well as, a suitable discount rate in order
to calculate present value. The cash flow projections are further
weighted based on the observable market comparables probability
of realising projected milestone and royalty payments. When the
carrying value of the CGU exceeds its recoverable amount, the
CGU is considered impaired and is written down to its recoverable
amount. Impairment losses are further recognised in the
consolidated statement of profit or loss and other comprehensive
income. A detailed valuation was performed as of 30 June 2016
and each computed fair value of our CGU was in excess of the
carrying amount respectively. As a result of this evaluation, it was
determined that no impairment of goodwill or other intangible
assets existed at 30 June 2016.
51
NOTES TO THE
FINANCIAL STATEMENTS
Contingent Consideration
As a result of the acquisition of Eclipse Therapeutic, Inc. (Eclipse)
during the year ended 30 June 2013, the Group determines and
recognises at each reporting date the fair value of the additional
consideration that may be payable to Eclipse security holders
due to potential royalty payments based on achieving late-stage
development success or partnering outcomes based on Eclipse
assets. Such potential earn-out payments are recorded at fair
value and include a number of significant estimates including
adjusted revenue projections and expenses, probability of such
projections and a suitable discount rate to calculate present value.
Share-based Payment Transactions
The Group measures the cost of equity-settled transactions with
employees by reference to the fair value of the equity instruments
at the date at which they are granted. The fair value is determined
by using the Black-Scholes model taking into account the terms
and conditions upon which the instruments were granted and
are disclosed in Note 22(d)(ii). The accounting estimates and
assumptions relating to equity-settled share-based payments
would have no impact on the carrying amounts of assets and
liabilities within the next annual reporting period but may impact
profit or loss and equity.
Gain on Bargain Purchase
The purchase price of acquisitions is allocated to identifiable assets
acquired and liabilities assumed at their acquisition date fair values
based on established valuation techniques. Goodwill represents
the residual value as of the acquisition date, which in most cases is
measured as the excess of the purchase consideration transferred
over the net of the acquisition date fair values of the assets
acquired and liabilities assumed. In cases of a bargain purchase,
a gain is recognised in the consolidated statement of profit or loss
and other comprehensive income. During the fiscal year ended
30 June 2015, the Company recorded a gain on bargain purchase
resulting from the acquisition of Prestwick. As the predecessor
company was in administration, the administrator sought bids for
the assets of the company and the Group was the sole bidder.
Revenue Recognition
From time to time the Group enters into license and collaboration
arrangements for licensing and research activities, for which the
Group may receive payments in connection with out-licensing
and research funding activities, milestone payments based on
developments achieved by our collaborators and royalties based
on net sales. For these agreements, the Group applies the revenue
recognition criteria to the separately identifiable component and
the total arrangement consideration is allocated to separately
identifiable components by reference to their fair values. License
revenue is further recognised once the Group has transferred to
the buyer the significant risks and rewards of ownership of the
patent and intellectual property and the Group does not retain
involvement to the degree associated with ownership or effective
control over the patent and intellectual property. Any provision
of scientific services included in those license and collaboration
agreements is further recognised as contract services revenue
when the services are rendered. In addition, our wholly-owned
subsidiaries, Neurofit and Prestwick, provide third party contract
services which are recognised by reference to the proportion of
the total cost of the contract. The Group has not received any
payment and has not recognised any revenues related to milestone
payments.
Tax Losses
Given the Group’s history of recent losses, a deferred tax asset
has not been recognised with regard to unused tax losses and
other temporary differences, as it has not been determined
whether the Company, or its subsidiaries will generate sufficient
taxable income against which the unused tax losses and other
temporary differences can be utilised. The availability of tax losses
is subject to the Australian continuity of ownership test or, if that
test is failed, the same business test. If funding is continued to be
obtained from new shareholders, then the continuity of ownership
test may not be complied with, which may impact the availability of
unutilised losses in future periods.
Other Financial Liabilities – Conditional Warrants
The Group issues warrants from time to time which have been in
connection with either the bank loan or issued capital as detailed
in Note 21. During the year ended 30 June 2016, a derivative was
recognised in relation to the conditional warrants issued by the
Group in connection with the private placement of shares in
December 2015. The conditional warrants were initially measured
at fair value in accordance with AASB 139 (IAS 39) and then
revalued at each balance date with any movement in valuations
recognised in the profit or loss. The conditional warrants were
valued using a Black-Scholes methodology taking into account the
terms and conditions under the relevant agreement as disclosed in
Note 22(e).
NOTE 4: 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 (IFRS 8) are:
= Drug discovery and development is the discovery, development
and commercialisation of compounds to match a target product
profile; and
= 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 in the
following tables:
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 52
(a) Segment Revenues and Results
The following is an analysis of the Group’s revenue and results by reportable operating segment for the following periods:
Drug discovery and development
Contract services
SEGMENT REVENUE
YEAR ENDED
SEGMENT PROFIT
YEAR ENDED
30 JUNE 2016
$
30 JUNE 2015
$
30 JUNE 2016
$
30 JUNE 2015
$
5,482,777
6,633,847
3,709,057
6,144,954
(9,808,151)
(11,109,659)
483,527
607,070
12,116,624
9,854,011
(9,324,624)
(10,502,589)
Less: Intercompany revenue included in contract services
(4,129,972)
(3,183,791)
-
-
Corporate
Interest income
Gain on bargain purchase
Corporate financing expenses
Corporate administration expenses
Loss Before Income Tax (Continuing Operations)
156,636
157,057
156,636
157,057
8,143,288
6,827,277
(9,167,988)
(10,345,532)
1,226,530
-
948,456
539,917
(1,855,829)
(852,776)
(7,526,831)
(7,567,271)
(17,324,118)
(17,277,206)
Revenue reported above for Contract services includes intersegment sales. There were no inter segment sales for the other
reportable segment.
Segment profit represents the result for each segment without allocation of central administration expenses and investment
and other revenue.
(b) Segment Assets and Liabilities
The following is an analysis of the Group’s assets and liabilities by reportable operating segment:
ASSETS
Drug discovery and development
Contract services
Corporate
Total Assets
LIABILITIES
Drug discovery and development
Contract services (excluding intercompany liabilities)
Corporate
Total Liabilities
30 JUNE 2016
$
30 JUNE 2015
$
38,644,359
35,397,049
5,145,211
5,487,569
43,789,570
40,884,618
44,220,448
28,247,097
88,010,018
69,131,715
4,085,898
2,631,311
3,164,293
2,160,652
38,859,763
31,840,945
45,576,972
37,165,890
53
NOTES TO THE
FINANCIAL STATEMENTS
The Board receive information on liabilities for the Group as a whole as well as liability information for the Contract services segment.
The Board 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 are:
Contract services
Drug discovery and development
(c) Other Segment Information
The segment result above has been determined after including the following items:
DEPRECIATION AND AMORTISATION
Drug discovery and development
Contract services
(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
Other
(e) Geographical Information
30 JUNE 2016
$
30 JUNE 2015
$
56,366
90,841
2,212,081
846,258
147,207
3,058,339
30 JUNE 2016
$
30 JUNE 2015
$
1,797,975
139,637
1,937,612
1,603,365
110,127
1,713,492
30 JUNE 2016
$
30 JUNE 2015
$
7,986,652
156,636
8,143,288
6,629,113
198,164
6,827,277
The Group operates in three geographical areas; Australia, France and the United States of America. The Group’s external revenue and
information about its non-current assets by geographical segment are detailed below:
Australia
France
USA
REVENUE FROM EXTERNAL
CUSTOMERS YEAR ENDED
NON-CURRENT ASSETS
YEAR ENDED
30 JUNE 2016
$
30 JUNE 2015
$
30 JUNE 2016
$
30 JUNE 2015
$
5,184,589
2,958,699
-
3,866,113
2,961,164
-
27,573,371
28,251,420
2,315,926
34,952
2,606,024
393,363
8,143,288
6,827,277
29,924,249
31,250,807
(f) Information about Major Customers
Included in revenues for the Drug discovery and development segment is $4,017,825 (2015: $3,667,949) from one party. No other
customer contributed 10% or more to the Group’s revenue for both 2016 and 2015.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016
NOTE 5: REVENUE AND OTHER INCOME
Revenue
Contract services
Royalties
Rent income
Other Income from Continuing Operations
Gain on bargain purchase (Note 34)
Gain on revaluation of warrants
Interest income
Foreign Government grants
Government Research and Development Incentives (i)
54
2016
$
6,983,198
1,003,454
156,636
2015
$
6,629,113
41,108
157,056
8,143,288
6,827,277
-
539,917
1,270,763
1,226,530
1,590,917
9,496,417
13,584,627
-
948,456
1,311,303
6,989,452
9,789,128
(i) The Government Research and Development Incentives include cash refunds provided by the Australian Government for 45% of
eligible research and development expenditures by Australian entities having a tax loss and less than A$20 million in revenue.
The grants are calculated at the end of the fiscal year to which they relate, based on the expenses incurred in and included in the
fiscal year’s Australian income tax return after registration of the research and development activities with the relevant authorities.
There are no unfulfilled conditions or other contingencies attaching to the government Research and Development Incentive.
Potentially eligible overseas expenditure awaiting government approval pending review of applications submitted during the year
ended 30 June 2016 has been excluded from the calculation of the Research and Development Incentive and if approved, will result
in an additional receipt of approximately $87 thousand (2015: $1.5m).
NOTE 6: EXPENSES
Loss before income tax benefit includes the following specific expenses:
Finance Expenses
- Interest expense on bank and other loans
- Interest expense on contingent consideration
- Interest obligations under finance leases
Depreciation and Amortisation
- Building
- Plant and equipment
- Equipment under lease
Amortisation of Non-Current Assets
- Intellectual property
Rental Expense on Operating Leases
- Minimum lease payments
2016
$
1,699,818
158,399
36,038
1,894,255
153,116
254,896
213,205
621,217
2015
$
689,049
156,362
18,421
863,832
56,763
397,259
56,898
510,920
1,316,395
1,202,572
1,159,792
1,019,393
55
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 6: EXPENSES CONT.
Employment Benefit Expenseses of:
- Wages and salaries
- Superannuation
- Share-based payments
Unrealised foreign currency loss
Loss on Disposal of Assets
- Plant and equipment
NOTE 7: INCOME TAXES
(a) Income Tax Recognised in Profit or Loss
Current Tax
In respect of the current year
Deferred Tax
Recognised in current year
Total income tax (benefit)/expense
b) Reconciliation to Accounting Loss
Loss from continuing operations
Tax at the Australian tax rate of 30% (2015: 30%)
Tax Effect of Non-Deductible / Non-Assessable Amounts
Amortisation of intangibles
Foreign exchange reversed on consolidation
Exempt income from government assistance
Entertainment
Contingent consideration
Share-based payments
Research and development expenditure
Other non-assessable income
Temporary differences not recorded as an asset
Tax losses not recorded
Effect of different tax rates in other jurisdictions
Effect of unused tax losses, in the current period
2016
$
2015
$
8,654,851
7,058,953
464,904
399,913
9,519,668
2,148,737
423,895
515,474
7,998,322
2,213,872
140,159
8,063
2016
$
32,293
32,293
2015
$
-
-
(747,654)
(747,654)
(715,361)
(327,801)
(327,801)
(327,801)
2016
$
2015
$
(17,324,118)
(17,277,206)
(5,197,235)
(5,183,162)
120,786
59,220
380,389
161,022
(3,145,028)
(2,096,836)
3,054
601,292
119,974
5,352,657
(340,445)
1,235,965
710,145
(40,641)
(195,105)
(715,361)
702
515,763
154,642
4,818,254
-
286,962
650,944
(16,481)
-
(327,801)
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 56
CLOSING
BALANCE
$
326,259
(100)
(541,894)
1,243,147
(3,382,750)
-
615,739
(1,739,599)
(3,318,262)
(5,057,861)
315,655
(6,211)
-
-
-
-
-
-
-
-
-
-
-
-
OPENING
BALANCE
$
CREDIT/
(CHARGED)
TO INCOME
$
OTHER
COMPRE-
HENSIVE
INCOME
$
ACQUIRED
THROUGH
BUSINESS
COMBINATION
$
315,655
(6,211)
(617,479)
10,604
6,111
92,081
-
-
(16,496)
212,983
645,819
384,345
(4,247,616)
1,019,490
(154,624)
35,947
(35,947)
370,278
245,461
-
-
(3,936,443)
1,983,619
213,225
(5,634,395)
747,654
(171,120)
44,483
271,172
(3,856)
(2,355)
-
-
216
(115)
3,889
(621,469)
(617,479)
350,236
(137,253)
-
(3,662,751)
419,308
(1,004,173)
32,902
309,317
3,045
60,961
-
-
-
-
-
-
212,983
(4,247,616)
35,947
370,278
(2,929,453)
614,763
(1,000,284)
(621,469)
(3,936,443)
NOTE 7: INCOME TAXES CONT.
(c) Deferred Tax Assets/Liabilities
2016
Borrowings
Trade & other receivables
Property, plant and equipment
Capital expenditure
Other intangibles
Trade & other payables
Provisions
Net Balance
2015
Borrowings
Trade & other receivables
Property, plant and equipment
Capital expenditure
Other intangibles
Trade & other payables
Provisions
Temporary differences not recognised
(1,697,952)
(1,235,965)
(384,345)
Temporary differences not recognised
(1,410,990)
(286,962)
-
-
(1,697,952)
Net Balance
(4,340,443)
327,801
(1,000,284)
(621,469)
(5,634,395)
(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)
2016
$
2015
$
17,003,704
15,660,645
3,318,262
1,697,952
20,321,966
17,358,597
57
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 7: INCOME TAXES CONT.
(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 8: CASH AND CASH EQUIVALENTS
Cash at the end of the financial year as shown in the statements of cash flows is reconciled to items in the Consolidated Statement of
Financial Position as follows:
CURRENT
Cash at bank and on hand
Deposits at call
2016
$
2015
$
19,664,774
5,075,104
25,785,608
21,482,902
45,450,382
26,558 006
The weighted average interest rate on these deposits is 2.8% per annum (2015: 2.9% per annum). The maturity dates range between 1 and
7 months from the end of the reporting period.
NOTE 9: OTHER FINANCIAL ASSETS
Restricted deposits held as security and not available for use
Disclosed in the financial statement as:
Current assets
Non-current assets
2016
$
2015
$
934,000
934,000
550,000
384,000
934,000
550,000
384,000
934,000
The Group holds two restricted term deposits of $550,000 and $384,000 as security for a loan (Note 18(i)) and as security for a bank
guarantee respectively that are not available for use. The interest rate on these deposits is 2.7% (2015: 2.7%) and maturity dates are
2 January 2017 and 23 September 2016 respectively (2015: 30 September and 23 September 2015 respectively).
NOTE 10: TRADE AND OTHER RECEIVABLES
CURRENT
Trade receivables
GST and Value Added Tax (VAT) receivables
Other
2016
$
1,238,028
141,097
22,469
2015
$
289,604
756,996
17,080
1,401,594
1,063,680
The average credit period on sales of services is 60 days. No interest is charged on trade receivables for the first 60 days from the date of the
invoice. Thereafter, interest is charged at 2% per annum on the outstanding balance. Allowances for doubtful debts are recognised against
trade receivables based on estimated irrecoverable amounts determined by reference to past default experience of the counterparty and an
analysis of the counterparty’s current financial position. The Group has not recognised an allowance for doubtful debts.
Before accepting any new customer, the Group reviews the quality of the customer. This is also reviewed prior to commencing any new major
work. Of the trade receivables balance at the end of the 2016 financial year, the Group’s largest customer, Merck, represented 79% of the total
balance of trade receivables (2015: no customer representing more than 5% of the total balances).
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 NOTE 8: CASH AND CASH EQUIVALENTS
Financial Position as follows:
Cash at the end of the financial year as shown in the statements of cash flows is reconciled to items in the Consolidated Statement of
58
NOTE 10: TRADE AND OTHER RECEIVABLES CONT.
Trade receivables disclosed above include amounts (see below for aged analysis) that are past due at the end of the reporting period for
which the Group has not recognised an allowance for doubtful debts because there has not been a significant change in credit quality and
the amounts (which include interest accrued after the receivable is more than 60 days outstanding) are still considered recoverable.
Age of Receivables That Are Past Due but Not Impaired
60-90 days
90-120 days
Total
Average age (days)
2016
$
660
2,241
2,901
56
2015
$
11,200
-
11,200
61
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 end of the reporting period. Typically, the concentration of credit risk is limited due to the fact
that the customer base is large and unrelated, except as noted above.
NOTE 11: INVENTORIES
CURRENT
Consumables
NOTE 12: OTHER ASSETS
CURRENT
Prepayments
Accrued income
NOTE 13: SUBSIDIARIES
Details of the Group’s subsidiaries at the end of the reporting period are as follows:
2016
$
2015
$
438,856
409,891
2016
$
2015
$
643,249
1,194,038
333
99,894
643,582
1,293,932
ENTITY
HEAD ENTITY
Bionomics Limited
SUBSIDIARIES OF BIONOMICS LIMITED
PRINCIPAL ACTIVITY
COUNTRY OF
INCORPORATION
2016
2015
PERCENTAGE OWNED
%
Research and Development
Australia
N/A
Neurofit SAS
Contract Research Organisation
Iliad Chemicals Pty Limited
Asset Owner
France
Australia
Bionomics, Inc.
PC SAS
Research and Development
United States
Contract Research Organisation
France
100
100
100
100
N/A
100
100
100
100
59
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 14: PROPERTY, PLANT AND EQUIPMENT
Cost at 30 June 2014
Additions
Additions from business acquisitions
Disposals
FREEHOLD
LAND AT
COST
$
BUILDING
AT COST
$
PLANT AND
EQUIPMENT
AT COST
$
EQUIPMENT
UNDER
FINANCE
LEASE
AT COST
$
TOTAL
$
2,581,935
600,507
3,182,442
-
-
-
-
256,790
1,882,859
-
-
846,258
72,432
(70,872)
-
-
-
-
846,258
2,212,081
(70,872)
104,575
Foreign currency exchange differences
(268)
(1,963)
106,806
Cost at 30 June 2015
256,522
1,880,896
3,536,559
600,507
6,274,484
Additions
Disposals
-
-
14,797
132,410
-
147,207
(30,484)
(644,930)
(8,120)
(683,534)
Foreign currency exchange differences
7,618
55,857
63,847
-
127,322
Cost at 30 June 2016
264,140
1,921,066
3,087,886
592,387
5,865,479
Accumulated depreciation at 30 June 2014
Depreciation (Note 6)
Disposals
Foreign currency exchange differences
Accumulated Depreciation at 30 June 2015
Depreciation (Note 6)
Disposals
Foreign currency exchange differences
Accumulated Depreciation at 30 June 2016
-
-
-
-
-
-
-
-
-
-
(2,216,299)
(137,782)
(2,354,081)
(56,763)
(397,259)
(56,898)
(510,920)
-
-
62,809
(21,737)
-
-
62,809
(21,737)
(56,763)
(2,572,486)
(194,680)
(2,823,929)
(153,116)
(254,896)
(213,205)
(621,217)
5,039
1,431
461,630
(61,487)
8,120
474,789
-
(60,059)
(203,409)
(2,427,239)
(399,765)
(3,030,413)
Net Carrying Amounts at 30 June 2015
256,522
1,824,133
964,073
405,827
3,450,555
Net Carrying Amounts at 30 June 2016
264,140
1,717,657
660,647
192,622
2,835,066
Non-Current Assets Pledged as Security
Refer to Note 18 for information on non-current assets pledged as security by the Group.
NOTE 15: GOODWILL
Carrying Amount at 30 June 2014
Foreign currency exchange differences
Carrying Amount at 30 June 2015
Foreign currency exchange differences
Carrying Amount at 30 June 2016
$
9,488,432
1,000,201
10,488,633
153,596
10,642,229
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 60
NOTE 15: GOODWILL CONT.
(a) Impairment Tests
There are two Cash Generating Units (CGUs), Drug discovery and development, and Contract services. These are the same as the
operating segments identified in Note 4. Management tests annually whether goodwill or indefinite life intangibles have suffered
any impairment, in accordance with the accounting policy stated in Note 2(l)(i) and (l)(ii). For the purpose of impairment testing all
goodwill is allocated to the Drug discovery and development CGU.
Determining whether goodwill or intangibles are impaired requires an estimation of the value in use of the CGUs to which goodwill
or indefinite life intangibles have been allocated. The value in use calculation requires the entity to estimate the future cash flows
expected to arise from the CGU and a suitable discount rate in order to calculate present value over the expected life cycle of the
commercialisation of the assets - in line with the average patent life and development cycle of the drug compound. A pre-tax discount
rate of 25% has been used.
Allocation of Goodwill to Group CGU’s
The carrying amount of goodwill was allocated to the following CGU’s:
Drug discovery and development
Contract services
2016
$
2015
$
10,642,229
10,488,633
-
-
Drug Discovery and Development
The recoverable amount of this CGU is determined based on a value in use calculation which uses cash flow projections based
on observable market comparables for drug compounds within the CGU over a period of twenty years covering drug discovery,
development, approval and marketing, and a discount rate of 25% per annum (2015: 25% per annum). The cash flow projections are
weighted based on the observable market comparables probability of realising projected milestone and royalties payments.
Management believes that the application of discounted cash flows of observable market comparables 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. As the full discovery and development life cycle has been taken into account with
the cashflows, no terminal value has been used.
NOTE 16: OTHER INTANGIBLE ASSETS
Intellectual Property
The acquired intellectual property includes the Company’s Multicore technology, its BNC101 drug candidate and its BNC105 drug candidate.
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 are between 5 and 20 years. There is currently no internally generated intellectual property capitalised.
Gross Carrying Amount at 30 June 2014
Additions
Foreign currency exchange differences
Gross Carrying Amount at 30 June 2015
Foreign currency exchange differences
Gross Carrying Amount at 30 June 2016
Accumulated Amortisation Amount at 30 June 2014
Amortisation (Note 6)
Foreign currency exchange differences
$
20,992,946
12,705
3,243,297
24,248,948
547,640
24,796,588
(5,767,190)
(1,202,572)
(351,567)
61
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 16: OTHER INTANGIBLE ASSETS CONT.
Intellectual Property
Accumulated Amortisation Amount at 30 June 2015
Amortisation (Note 6)
Foreign currency exchange differences
Accumulated Amortisation Amount at 30 June 2016
Net Carrying Amount 30 June 2015
Net Carrying Amount 30 June 2016
NOTE 17: TRADE AND OTHER PAYABLES
CURRENT
Trade payables
Accrued expenses
NON-CURRENT
Other payables
$
(7,321,329)
(1,316,395)
(95,910)
(8,733,633)
16,927,619
16,062,954
2016
$
2015
$
2,633,103
3,222,040
5,855,143
3,933,232
2,532,394
6,465,626
144,938
140,758
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 time frame.
NOTE 18: BORROWINGS
Unsecured – at Amortised Cost
Commercial bill (i)
Bank overdraft (ii)
Secured – at Amortised Cost
Finance lease liabilities (iii)
Equipment mortgage (iv)
Bank loan (v)
Commercial bill (vi)
Disclosed in the Financial Statements as:
Current liabilities
Non-current liabilities
2016
$
550,000
-
57,611
431,021
2015
$
550,000
45,473
200,405
546,252
20,129,922
12,885,376
-
550,000
21,168,554
14,777,506
2,731,837
18,436,717
5,460,133
9,317,373
21,168,554
14,777,506
(i) the rolling commercial bill line is secured by a restricted deposit of $550,000 (2015: $550,000) and shown in Note 9.
(ii) the overdraft had an interest rate of 2.985% and matures on 30 June 2017.
(iii) lease lines are secured by the leased plant and equipment (refer Note 14) and have an average interest rate of per annum 7.05%
(2015: 7.17% per annum) and terms of three to five years.
(iv) the equipment mortgage loans are for equipment (which secure the loans) and have an interest rate of 5.61% and have terms of three
to five years (2015: three to five years).
(v) bank loan is a secured US $15 million (2015: US$10 million) borrowing. The loan bears interest at a rate of 8.15% (2015: 6.86%)
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 62
and is interest only up to and including March 2017 and subsequently repayable in equal instalments over 30 months. The loan
is collateralised by substantially all of the Group’s assets, other than intellectual property. The loan further contains customary
conditions of borrowing, events of default and covenants, including covenants that restrict the ability to dispose of assets, merge with
or acquire other entities, incur indebtedness and make distributions to holders of capital stock. Should an event of default occur,
including the occurrence of a material adverse change, the Group could be liable for immediate repayment of all obligations under
the loan agreement. There were no breaches of financial covenants as of 30 June 2016.
(vi) the commercial bill had an interest rate of 3.7% and matured on 30 July 2015.
The unused facilities available at 30 June 2016 of the Group’s bank overdraft is $59,693 (2015: $70,469) and equipment finance facility is
$269,080 (2015: $153,330). There is no unused facility in relation to 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 24.
NOTE 19: PROVISIONS
CURRENT
Employee benefits
NON-CURRENT
Employee benefits
NOTE 20: OTHER LIABILITIES
CURRENT
Unearned services income
NOTE 21: OTHER FINANCIAL LIABILITIES
CURRENT
Warrants
Conditional warrants
Total warrants
Balance at beginning of period
Warrants value at date of issue
Conditional warrants initial value
Change in value recognised in profit or loss (Note 5)
Balance at End of Period
Refer Note 22(e) for details about the fair value of the warrant.
2016
$
2015
$
1,590,979
1,582,239
61,928
91,168
2016
$
2015
$
65,811
75,362
2016
$
2015
$
72,802
122,544
1,069,518
1,142,320
122,544
-
122,544
-
87,170
223,912
2,203,369
-
(1,270,763)
(101,368)
1,142,320
122,544
Warrants
A derivative was recognised in relation to the warrants issued by the Group in connection with the USD loan included in Note 18(v). These
warrants are currently exercisable at the discretion of the holder and exchangeable for either 988,843 (2015: 643,611) ordinary shares
at a fixed price (345,232 at $0.5288 and 643,611 at $0.54) or a lower number of shares for nil consideration, with the number of shares
calculated on the basis of a formula which takes into account the movement in the share price of the Company from the date of issue to
date of exercise of the warrant.
63
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016
NOTE 21: OTHER FINANCIAL LIABILITIES CONT.
Warrants Cont.
The warrants expiry dates are as follows:
NUMBER
345,232
643,611
EXPIRY
DATE
Oct-20
Nov-19
A derivative was recognised in relation to the conditional warrants issued by the Group in connection with the private placement of shares
in December 2015 (see Note 22(a)). Under the Share Placement Agreement, 16,082,988 warrants for 16,082,988 ordinary shares at a fixed
price ($0.5938) are required to be issued at the earlier of the approval of shareholders for the issue of the warrants and the passage of
12 months from the date of the agreement. As at 30 June 2016 the warrants are currently expected to be issued in December 2016.
In the event that the warrants are not issued, the Company would be required to make a payment to the private placement participants.
The Directors currently expect to issue the warrants in December 2016. Once the warrants are issued, their expiry date would be
December 2021.
The warrants and conditional warrants were initially measured at fair value in accordance with AASB 139 (IAS 39). The value of the
warrants and conditional warrants liability is remeasured at each balance date with any movement in valuations recognised in the profit
or loss.
NOTE 22: ISSUED CAPITAL
(a) Issued and Paid-Up Capital
Ordinary shares – fully paid
Treasury stock
TOTAL
2016
SHARES
2015
SHARES
480,986,821
418,198,869
75,625
-
481,062,446
418,198,869
Movements in Ordinary Shares and Treasury Stock (restricted shares issued subject to Employee Share Plan Loan Agreements)
respectively, of the Company during the past two years were as follows:
DATE
DETAILS
Ordinary Shares
30 June 2014
Closing Balance
Share issue – Employee Share Plan Loan Agreements
30 June 2015
Closing Balance
Share issue – Employee Share Plan Loan Agreements
Placements (net of warrants) 1
30 June 2016
Closing Balance
Treasury Stock
30 June 2014 Closing Balance
Share issue – Employee Share Option Plan option exercise
30 June 2015 Closing Balance
Share issue – Employee Share Option Plan option exercise
30 June 2016 Closing Balance
TOTAL ISSUED CAPITAL
NUMBER OF
SHARES
$
417,356,567
111,721,671
842,302
268,549
418,198,869
111,990,220
921,250
288,718
61,866,702
22,113,875
480,986,821
134,392,813
-
-
-
75,625
75,625
-
-
-
-
-
481,062,446
134,392,813
1 The placements are net of the warrants issued in December 2015 for 24,124,484 ordinary shares at a fixed price ($0.5938), valued at
$3,305,054 and conditional warrants for 16,082,988 ordinary shares at a fixed price ($0.5938), valued at $2,203,369, as at issue date.
The warrants and conditional warrants were valued using a Black-Scholes methodology. As at 30 June 2016, the conditional warrants
have not been issued and are disclosed under “Other financial liability (current)” in Note 21.
64
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.
(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) Option Modification
The terms of the options under the Bionomics Employee Share Option Plan were modified at 30 June 2014 for all options on issue
prior to the fully underwritten 1:8 non-renounceable rights issue announced on 4 March 2013. The exercise price for all outstanding
options were adjusted under ASX Listing Rule 6.22 and are shown in the table below in this Note 22(d)(i).
(d) 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 issued.
(i) The Bionomics Employee Share Option Plan
The terms and conditions of the Bionomics Employee Share Option Plan are summarised in Note 2(o)(iii).
The following options listed are outstanding at reporting date:
GRANT DATE
EXPIRY DATE
EXERCISE PRICE
May-06
Nov-06
Oct-07
Jan-08
Jul-08
Nov-08
Mar-09
Jun-09
Nov-09
Jul-16
Nov-16
Oct-16
Oct-17
Jan-17
Jan-18
Jul-16
Jul-17
Jul-18
Aug-16
Nov-16
Nov-17
Nov-16
Nov-17
Nov-18
Mar-17
Mar-18
Mar-19
Mar-19
Jun-17
Jun-18
Jun-19
Nov-16
Nov-17
Nov-18
Nov-19
$0.2176
$0.2976
$0.2876
$0.2876
$0.3776
$0.3776
$0.3576
$0.3576
$0.3576
$0.3692
$0.2976
$0.2976
$0.2776
$0.2776
$0.2776
$0.2876
$0.2876
$0.2876
$0.2876
$0.2476
$0.2476
$0.2476
$0.2976
$0.2976
$0.2976
$0.2976
NUMBER
25,000
100,000
5,000
5,000
4,000
4,000
14,000
14,000
14,000
330,000
100,000
100,000
10,000
10,000
10,000
2,120
2,120
10,000
2,120
4,000
4,000
4,000
100,000
100,000
100,000
100,000
FAIR VALUE
AT GRANT DATE
$0.20
$0.19
$0.35
$0.36
$0.32
$0.33
$0.27
$0.28
$0.29
$0.14
$0.16
$0.17
$0.08
$0.09
$0.10
$0.10
$0.11
$0.12
$0.12
$0.20
$0.20
$0.21
$0.18
$0.19
$0.20
$0.20
65
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 22: ISSUED CAPITAL CONT.
GRANT DATE
EXPIRY DATE
EXERCISE PRICE
NUMBER
FAIR VALUE
AT GRANT DATE
Jul-10
Nov-10
Nov-11
Dec-11
Mar-12
Jun-12
Aug-12
Dec-12
Mar-13
May-13
Jul-19
Jul-20
Nov-16
Nov-17
Nov-18
Nov-19
Nov-16
Nov-16
Aug-17
Dec-17
Dec-18
Dec-19
Dec-20
Dec-21
Mar-18
Mar-19
Mar-20
Mar-21
Mar-22
Jun-18
Jun-19
Jun-20
Jun-21
Jun-22
Aug-17
Dec-17
Dec-18
Dec-19
Dec-20
Dec-21
Dec-22
Dec-18
Dec-19
Dec-20
Dec-21
Dec-22
Mar-19
Mar-20
Mar-21
Mar-22
Mar-23
May-19
May-20
May-21
May-22
May-23
$0.3176
$0.3176
$0.3076
$0.3076
$0.3076
$0.3076
$0.6116
$0.6116
$0.9186
$0.5156
$0.5156
$0.5156
$0.5156
$0.5156
$0.5026
$0.5026
$0.5026
$0.5026
$0.5026
$0.3356
$0.3356
$0.3356
$0.3356
$0.3356
$0.2846
$0.2846
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.4176
$0.4176
$0.4176
$0.4176
$0.4176
$0.3745
$0.3745
$0.3745
$0.3745
$0.3745
10,000
10,000
100,000
100,000
100,000
100,000
95,000
500,000
1,000,000
100,000
100,000
100,000
100,000
100,000
5,000
5,000
5,000
5,000
5,000
8,000
8,000
8,000
8,000
8,000
37,500
65,000
200,000
200,000
200,000
200,000
200,000
5,000
5,000
5,000
5,000
5,000
50,000
50,000
50,000
50,000
50,000
64,000
64,000
64,000
64,000
64,000
$0.19
$0.20
$0.14
$0.16
$0.17
$0.17
$0.22
$0.22
$0.05
$0.33
$0.36
$0.37
$0.39
$0.40
$0.29
$0.30
$0.32
$0.34
$0.35
$0.16
$0.17
$0.18
$0.19
$0.20
$0.13
$0.16
$0.18
$0.19
$0.20
$0.21
$0.22
$0.21
$0.22
$0.23
$0.24
$0.25
$0.20
$0.22
$0.23
$0.24
$0.25
$0.22
$0.24
$0.25
$0.26
$0.27
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 NOTE 22: ISSUED CAPITAL CONT.
GRANT DATE
EXPIRY DATE
EXERCISE PRICE
Aug-13
Oct-13
Dec-13
Oct-14
Dec-14
Apr-15
May-15
Jul-15
Oct-15
Aug-18
Oct-19
Oct-20
Oct-21
Oct-22
Oct-23
Dec-18
Dec-18
Dec-19
Dec-19
Dec-20
Dec-20
Dec-21
Dec-21
Dec-22
Dec-22
Dec-23
Oct-19
Dec-19
Apr-21
Apr-22
Apr-23
Apr-24
Apr-25
May-21
May-22
May-23
May-24
May-25
Jul-20
Jul-21
Jul-21
Jul-22
Jul-22
Jul-23
Jul-23
Jul-24
Jul-24
Jul-25
Jul-25
Oct-21
Oct-22
Oct-23
Oct-24
Oct-25
Oct-20
$0.3301
$0.6014
$0.6014
$0.6014
$0.6014
$0.6014
$0.7224
$0.3301
$0.7224
$0.6875
$0.7224
$0.6875
$0.7224
$0.6875
$0.7224
$0.6875
$0.6875
$0.5643
$0.5643
$0.5029
$0.5029
$0.5029
$0.5029
$0.5029
$0.4246
$0.4246
$0.4246
$0.4246
$0.4246
$0.4341
$0.4341
$0.4152
$0.4341
$0.4152
$0.4341
$0.4152
$0.4341
$0.4152
$0.4341
$0.4152
$0.4575
$0.4575
$0.4575
$0.4575
$0.4575
$0.4211
66
FAIR VALUE
AT GRANT DATE
$0.38
$0.46
$0.48
$0.50
$0.52
$0.54
$0.33
$0.46
$0.36
$0.37
$0.39
$0.39
$0.41
$0.42
$0.43
$0.44
$0.46
$0.35
$0.27
$0.21
$0.23
$0.25
$0.26
$0.27
$0.24
$0.25
$0.27
$0.28
$0.29
$0.20
$0.22
$0.23
$0.24
$0.24
$0.25
$0.26
$0.26
$0.27
$0.28
$0.28
$0.30
$0.32
$0.34
$0.35
$0.37
$0.29
NUMBER
122,500
15,000
15,000
15,000
15,000
15,000
100,000
55,000
100,000
4,000
100,000
4,000
100,000
4,000
100,000
4,000
4,000
161,000
75,000
19,000
19,000
19,000
19,000
19,000
288,600
288,600
288,600
288,600
288,600
151,000
15,000
3,000
15,000
3,000
15,000
3,000
15,000
3,000
15,000
3,000
5,000
5,000
5,000
5,000
5,000
85,500
67
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 22: ISSUED CAPITAL CONT.
GRANT DATE
EXPIRY DATE
EXERCISE PRICE
NUMBER
FAIR VALUE
AT GRANT DATE
Dec-15
May-16
Dec-20
Dec-21
Dec-22
Dec-23
Dec-24
Dec-25
Dec-21
Dec-22
Dec-23
Dec-24
Dec-25
May-22
May-23
May-24
May-25
May-26
$0.4211
$0.5389
$0.5389
$0.5389
$0.5389
$0.5389
$0.5102
$0.5102
$0.5102
$0.5102
$0.5102
$0.3200
$0.3200
$0.3200
$0.3200
$0.3200
60,000
100,000
100,000
100,000
100,000
100,000
100,000
100,000
100,000
100,000
100,000
58,000
58,000
58,000
58,000
58,000
9,698,860
$0.16
$0.15
$0.17
$0.18
$0.19
$0.20
$0.16
$0.18
$0.19
$0.20
$0.22
$0.18
$0.20
$0.21
$0.22
$0.23
Reconciliation of Employee Share Option Plan:
Opening Balance at Beginning of the 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
2016
2015
NUMBER OF
OPTIONS
9,798,480
1,716,500
(576,550)
(921,250)
(318,320)
9,698,860
WEIGHTED
AVERAGE
EXERCISE
PRICE
$0.47
$0.47
$0.40
$0.31
$0.39
$0.49
NUMBER
OF OPTIONS
9,458,782
1,930,500
(298,500)
(842,302)
(450,000)
9,798,480
WEIGHTED
AVERAGE
EXERCISE
PRICE
$0.45
$0.45
$0.40
$0.32
$0.35
$0.47
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016
68
Employee Share Option Plan options exercised during the financial year:
SERIES
NUMBER EXERCISED
EXERCISE PRICE
EXERCISE DATE
SHARE PRICE AT
EXERCISE DATE
01-Aug-12
12-Aug-13
12-Aug-13
16-Nov-06
12-Aug-13
04-Nov-09
04-Nov-10
05-Jun-13
05-Jun-13
21-Nov-08
15-Jun-09
15-Jun-09
15-Jun-09
12-Aug-13
01-May-06
TOTAL
30,000
32,500
100,000
100,000
65,000
100,000
100,000
100,000
100,000
10,000
50,000
50,000
50,000
28,750
5,000
921,250
$0.2846
$0.3301
$0.2976
$0.2976
$0.3301
$0.2976
$0.3076
$0.3873
$0.3873
$0.2776
$0.2476
$0.2476
$0.2476
$0.3301
$0.2176
23-Sep-15
23-Sep-15
23-Sep-15
21-Oct-15
03-Nov-15
04-Nov-15
04-Nov-15
11-Nov-15
11-Nov-15
30-Nov-15
10-Mar-16
10-Mar-16
10-Mar-16
15-Jun-16
30-Jun-16
$0.515
$0.515
$0.515
$0.510
$0.520
$0.515
$0.515
$0.520
$0.520
$0.490
$0.300
$0.300
$0.300
$0.295
$0.280
Unlisted Options Vested and Exercisable at the Reporting Date
2015
NUMBER
2014
NUMBER
6,055,460
6,184,080
(ii) Weighted Averages
The weighted average remaining contractual life of any unlisted share options outstanding at the end of the year is 4.02 years (2015:
4.28 years).
The assessed fair value at grant date of options granted during the year ended 30 June 2016 is outlined in the Remuneration Report.
The share price at grant date of these options ranged between $0.34 and $0.54 (2015: $0.415 and $0.565). The expected average
price volatility of the Company’s shares ranged between 51.4% and 54.0% (2015: 56.5% and 73.6%). Expected dividend yield was 0%
(2015: 0%) and the average risk free interest rate used ranged between 2.29% and 2.92% (2015: 2.5% and 3.4%).
(e) Warrants
During the year, the Company issued warrants and conditional warrants, see Note 21.
The weighted average remaining contractual life of the unlisted warrants and conditional warrants outstanding at the end of the year is
4.4 years (2015: 4.6 years)
The assessed fair value at grant date of the warrants and conditional warrants granted during the year ended 30 June 2016 was
$5,820,226 (2015: $223,912). The share price at the grant dates of these warrants and conditional warrants ranged between $0.38 to
$0.53 (2015: $0.555). The expected average price volatility of the Company’s shares ranged between 53.18% and 53.45% (2015: 72.1%).
Expected average dividend yield was 0% (2015: 0%) and the risk free interest rate used ranged between 2.02% and 2.36% (
2015: 3.28%).
Warrants Recorded in Equity
Details of outstanding warrants as at 30 June 2016 are as follows:
GRANT DATE
EXPIRY DATE
EXERCISE PRICE
Dec-15
Dec-20
$0.5938
NUMBER
24,124,484
FAIR VALUE
AT GRANT DATE
$0.1370
69
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 22: ISSUED CAPITAL CONT.
Warrants recorded in Other Financial Liabilities (Note 21)
The assessed fair value at 30 June 2016 of warrants and conditional warrants granted is $1,142,320 (2015: $122,544). The share price
as at 30 June 2016 was $0.28 (2015: $0.415). The expected average price volatility of the Company’s shares was 55.73% (2015: 58.6%).
Expected dividend yield was 0% (2015: 0%) and the average risk free interest rate as at 30 June 2016 was 1.65% (2015: 3.01%).
NOTE 23: RESERVES
Foreign Currency Translation Reserve (a)
Share-based Payments Reserve (b)
Total Reserves
(a) Foreign Currency Translation Reserve
2016
$
5,174,632
6,041,406
2015
$
4,206,214
2,336,439
11,216,038
6,542,653
Exchange differences arising on translation of the foreign controlled entities are taken to the foreign currency translation reserve, as
described in Note 2(b). The reserve is recognised in profit or loss when the investment is disposed of.
(b) Share-based Payments Reserve
The share-based payments reserve is used to recognise the fair value of options and warrants issued over the vesting period.
Further information about share-based payments is set out in Note 22.
NOTE 24: 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 2015. The capital structure of the Group consists of debt, which includes
borrowings (Note 18), cash and cash equivalents (Note 8) and equity attributable to equity holders of the parent, comprising issued
capital (Note 22), reserves (Note 23) and retained earnings.
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. Project specific borrowings are utilised where appropriate and also minor
borrowings for operational assets, as required.
(b) Categories of Financial Instruments
Financial Assets
Receivables
Other financial assets
Cash and cash equivalents
Financial Liabilities
Amortised cost
Contingent consideration at fair value
Reconciliation to Total Assets
Financial assets (as above)
Non-financial assets
2016
$
2015
$
1,401,594
1,063,680
934,000
934,000
45,450,382
26,558,006
47,785,976
28,555,686
27,168,635
21,383,890
10,489,438
8,276,292
37,658,073
29,660,182
47,785,976
28,555,686
40,224,042
40,576,029
88,010,018
69,131,715
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016
NOTE 24: FINANCIAL INSTRUMENTS CONT.
(b) Categories of Financial Instruments
Reconciliation to Total Liabilities
Financial liabilities (as above)
Non-financial liabilities
70
2016
$
2015
$
37,658,073
29,660,182
7,918,899
7,505,708
45,576,972
37,165,890
(c) 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, Group 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 Group’s business strategy
and objectives.
The Group’s risk management policies are managed by the key management personnel (KMP) and are reviewed by the ARM
Committee according to a timetable of assessment and review proposed by that committee and approved by the Board.
(d) Market Risk
The Group’s activities expose it primarily to the financial risks of changes in foreign currency exchange rates (see (e) below) and
interest rates (see (f) below).
The Group uses derivative financial instruments to manage its exposure to foreign currency risk, if and when appropriate.
Unless approved by the Chief Executive Officer and Managing Director, and ARM Committee, interest rate derivatives are not entered into.
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.
There were no derivative financial instruments outstanding as at 30 June 2016 (2015: nil).
(e) 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:
EUR
USD
GBP
LIABILITIES
2016
$
2015
$
ASSETS
2016
$
2015
$
2,697,299
2,655,101
5,551,524
3,832,179
20,518,217
14,629,101
11,980,244
523,597
617,234
298,297
-
-
Foreign Currency Sensitivity Analysis
The Group is mainly exposed to Euros (EUR), US dollars (USD) and Pound Sterling (GBP).
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 KMP 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.
71
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 24: FINANCIAL INSTRUMENTS CONT.
EUR IMPACT
USD IMPACT
GBP IMPACT
Foreign Currency
Sensitivity Analysis CONT.
2016
$
2015
$
2016
$
2015
$
2016
$
2015
$
Profit or loss
Equity
5,999
44,950 (i)
796,036
1,214,933 (ii)
56,112
27,118 (iv)
(265,474)
(151,957) (iii)
(19,857)
(13,679) (v)
-
- -
(i) this is mainly attributable to the exposure outstanding on EUR payables in the Group at the end of the reporting period.
(ii) this is mainly attributable to the exposure to outstanding USD net assets at the end of the reporting period.
(iii) this is as a result of the changes in fair value of the net investment in subsidiaries denominated in EUR, reflected in the foreign
currency translation reserve.
(iv) this is mainly attributable to the exposure outstanding on GBP payables in the Group at the end of the reporting period.
(v) this is as a result of the changes in fair value of the net investment in subsidiaries denominated in USD, reflected in the foreign
currency translation reserve.
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 particular, the USD net borrowings valued through the profit or loss.
The sensitivity analysis may not represent the quantum of 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 appropriate (such as when there is a legal commitment to pay or receive foreign currency or the Chief Executive Officer and
Managing Director 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:
= Generally hedge foreign exchange exposure identified above by entering into a forward currency contract.
= The duration of any forward currency contract(s) will approximate the period in which the net currency exposure arises.
= Recognising the uncertainty that exists in 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 EUR and USD denominated wholly owned subsidiaries, the investments will
not be hedged into Australian dollars, with the result that the Australia dollar value of the investments will fluctuate with the market
rate through the foreign currency translation reserve.
There were no forward foreign currency contracts outstanding as at 30 June 2016 (2015: nil).
(f) Interest Rate Risk Management
The Group is exposed to interest rate risk, only in relation to the cash and cash equivalent balance, as entities in the Group invest
funds in both fixed and variable interest rates with various maturities. The Group does not use interest rate swap contracts or forward
interest rate contracts.
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:
= loss for the year ended 30 June 2016 would increase / (decrease) by $83,722 (2015: increase / (decrease) by $52,469). 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 decreased during the current year mainly due to the reduction in interest rates.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 72
NOTE 24: FINANCIAL INSTRUMENTS CONT.
(g) 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.
As of 30 June 2016, Merck represented 79% of the Group’s trade and other receivables (2015: no customer representing more than 5%
of the total balances). 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.
(h) Liquidity Risk Management
Ultimate responsibility for liquidity risk management rests with the Board, which has approved 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 18 is a listing of additional undrawn facilities that the group has at its disposal to further reduce liquidity risk.
(i) 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
$
7.05
8.15
4.62
7.17
5.61
5,855,143
-
-
144,938
9,743
19,486
28,382
-
136,910
567,026
282,948
3,247,747
19,892,894
23,878
107,451
330,268
6,568,822
326,312
3,383,580
20,368,100
6,465,626
-
-
140,758
12,571
25,142
110,311
61,927
-
1,760,558
4,325,018
10,313,815
6,478,197
1,785,700
4,435,329
10,516,500
-
-
-
-
-
-
-
-
-
6,000,081
57,611
23,560,499
1,028,623
30,646,814
6,606,384
209,951
16,399,391
23,215,726
2016
Non-interest bearing
Finance lease liability
Variable interest rate instruments
Fixed interest rate instruments
TOTAL
2015
Non-interest bearing
Finance lease liability
Fixed interest rate instruments
TOTAL
(j) Fair Value of Financial Instruments
Some of the Group’s financial assets and liabilities are measured at fair value at the end of each reporting period. The value of other
financial assets and liabilities approximate their fair value. The following table gives information about how the fair values of these
financial assets and liabilities are determined.
73
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 24: FINANCIAL INSTRUMENTS CONT.
(j) Fair Value of Financial Instruments cont.
FINANCIAL ASSETS/
FINANCIAL LIABILITIES
FAIR VALUE AS AT
30 JUNE
2016
$
30 JUNE
2015
$
FAIR VALUE
HIERARCHY
VALUATION
TECHNIQUE
SIGNIFICANT
UNOBSERVABLE
INPUTS
RELATIONSHIP
OF UNOBSERVABLE
INPUTS TO FAIR VALUE
Contingent consideration in a
business combination (Note 34)
Liabilities -
$10,489,438
Liabilities -
$8,276,292
Level 3
Discounted
cash flow
Warrant (Note 21)
Liabilities -
$1,142,320
Liabilities -
$122,544
Level 2
Black
Scholes
model
Discount rate
of 25% and
probability
revenue
projections
The higher the discount
rate, the lower the value.
The higher the possible
revenue the higher value
N/A
N/A
The significant inputs used for Level 3 are disclosed above and the inputs used for Level 2 are disclosed in Note 22(e).
RECONCILIATION OF LEVEL 3 FAIR VALUE MEASUREMENTS
Opening Balance
Total gains or losses:
- in profit or loss
Closing Balance
The carrying value of all other financial assets and liabilities approximate their fair value.
2016
CONTINGENT
CONSIDERATION
IN A BUSINESS
COMBINATION
2015
CONTINGENT
CONSIDERATION
IN A BUSINESS
COMBINATION
8,276,292
5,696,087
2,213,146
10,489,438
2,580,205
8,276,292
NOTE 25: KEY MANAGEMENT PERSONNEL COMPENSATION
The aggregate compensation made to Directors and other members of KMP of the Group is set out below:
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Share-based payments
Total Key Management Personnel Compensation
2016
$
2,141,888
90,865
131,170
118,258
2,482,181
2015
$
1,613,080
56,161
33,719
218,368
1,921,328
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016
74
NOTE 26: COMMITMENTS FOR EXPENDITURE
(a) Finance Leases
The Group leases scientific equipment under finance leases. The average lease term is three years (2015: 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 with the current rate of 7.05% (2015: 5.22% to 7.37%) 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
Represented in the financial statements (Note 18) by:
Current borrowings
Non-current borrowings
(b) Operating Leases
2016
$
58,458
-
58,458
(847)
57,611
2015
$
148,024
61,927
209,951
(9,546)
200,405
2016
$
57,611
-
57,611
-
2015
$
147,177
53,228
200,405
-
57,611
200,405
2016
$
57,611
-
57,611
2015
$
147,177
53,228
200,405
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.
Non-Cancellable Operating Lease Commitments
Within one year
Later than one year but not greater than five
Later than five years
Minimum Lease Payments
2016
$
2015
$
1,110,502
3,587,894
-
1,111,500
4,003,550
889,714
4,698,396
6,004,764
(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 2(c).
Future Rental Income Receivable
Within one year
Later than one year but not greater than five
2016
$
324,698
240,122
564,820
2015
$
152,335
152,335
304,670
75
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 27: EVENTS OCCURRING AFTER REPORTING DATE
No matters or circumstances have arisen since the end of the financial year which significantly affect or may significantly affect the results
of the operations of the Group.
NOTE 28: REMUNERATION OF AUDITORS
During the financial year the following services were paid and payable to the external auditor:
Auditor of the Group
Audit or review of the financial report
The auditor of Bionomics Limited is Deloitte Touche Tohmatsu.
NOTE 29: CASH FLOW INFORMATION
(a) Cash and Cash Equivalents
2016
$
2015
$
719,343
719,343
281,170
281,170
For the purposes of the consolidated statement of cash flows, cash and cash equivalents include cash on hand and in banks, and net
of outstanding bank overdrafts. Cash and cash equivalents at the end of the reporting period as shown in the consolidated statement
of cash flows can be reconciled to the related items in the consolidated statement of financial position as follows:
Cash and cash equivalents (Note 8)
Bank overdraft (Note 18)
(b) Reconciliation of Operating (Loss)/Profit to Net Cash Outflow from Operating Activities
Loss for the Year
Items in (loss)/profit:
Depreciation and amortisation
Share-based payments
Gain on bargain purchase
Loss on asset disposals
Contingent consideration – accretion interest
Contingent consideration – adjustment to inputs
Amortisation of borrowing costs
Net unrealised foreign exchange differences
Interest received
Warrant mark-to-market
2016
$
2015
$
45,450,382
26,558,006
-
(45,473)
45,450,382
26,512,533
2016
$
2015
$
(16,608,757)
(16,949,405)
1,937,612
399,913
-
140,159
158,399
1,845,907
130,624
1,698,619
(1,240,226)
(1,494,676)
1,713,492
515,474
(539,917)
8,063
156,362
945,804
45,931
3,631,726
(948,456)
(101,368)
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 NOTE 29: CASH FLOW INFORMATION CONT.
(b) Reconciliation of Operating (Loss)/Profit to Net Cash Outflow from Operating Activities
Changes in operating assets and liabilities
(Increase)/Decrease in receivables
Increase in research and development incentive receivables
Decrease/(Increase) in other assets
Increase in inventory
Decrease in provisions
Decrease in other liabilities
(Decrease)/Increase in payables
Decrease in deferred tax liability
76
2016
$
2015
$
(378,983)
19,992,314
(1,595,956)
635,357
(42,157)
(35,835)
(36,870)
(468,209)
(404,475)
(504,143)
(822,082)
(147,713)
(359,647)
(3,380,095)
2,007,496
(327,718)
Net cash (Outflows)/Inflows from Operating Activities
(15,359,554)
4,936,118
NOTE 30: LOSS PER SHARE
Basic Loss per share
Diluted Loss per share
2016
($0.03)
(3 cents)
($0.03)
(3 cents)
2015
($0.04)
(4 cents)
($0.04)
(4 cents)
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
2016
$
2015
$
(16,608,757)
(16,949,405)
2016
NUMBER
2015
NUMBER
Weighted Average Number of Ordinary Shares - Basic
Weighted average number of ordinary shares used in calculating basic loss per share:
457,258,616
417,606,873
Weighted Average Number of Ordinary Shares - Diluted
Weighted average number of ordinary shares used in calculating basic loss per share:
457,258,616
417,606,873
Shares deemed to be issued for no consideration in respect of:
- Employee options
4,046,000
-
Weighted average number of ordinary shares used in the calculation of diluted loss per share
461,304,616
417,606,873
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 loss per share.
2016
NUMBER
2015
NUMBER
Employee Options
2,905,005
9,798,480
The warrants issued by the Company (see Note 21) have been excluded from the weighted average number of ordinary shares.
77
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 31: RELATED PARTY TRANSACTIONS
(a) Parent Entity
The immediate parent and ultimate controlling party of the Group is Bionomics Limited. Interests in subsidiaries are set out in Note 13.
(b) Key Management Personnel
Disclosures relating to compensation of key management personnel are set out in Note 25 and the Directors’ Report.
(c) Loans to Directors and Other Key Management Personnel
There were no loans to any Directors of the Company or other KMP of the Group during the financial year ended
30 June 2016 (2015: $0).
NOTE 32: 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 2 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
Share-based payments reserve
Total Equity
FINANCIAL PERFORMANCE
Loss for the year
Other comprehensive income
Total Comprehensive Income
YEAR ENDED
30 JUNE 2016
$
YEAR ENDED
30 JUNE 2015
$
56,063,216
38,090,327
19,569,636
19,472,317
75,632,852
57,562,644
9,390,149
11,140,329
28,723,403
17,734,833
38,113,552
28,875,162
37,519,300
28,687,482
134,392,813
111,990,221
(102,914,920)
(85,639,178)
6,041,407
2,336,439
37,519,300
28,687,482
YEAR ENDED
30 JUNE 2016
YEAR ENDED
30 JUNE 2015
(17,275,742)
(19,406,078)
-
-
(17,275,742)
(19,406,078)
(a) Property, Plant and Equipment Commitments
There are no contractual commitments for the acquisition of property, plant or equipment as at 30 June 2016 (2015: Nil).
(b) Contingent Liabilities and Guarantees
The contingent liabilities and guarantees of the parent are the same as disclosed in Note 35 and Note 9 respectively.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 78
NOTE 33: CONTINGENT CONSIDERATION
During the year ended 30 June 2013, the Company acquired Eclipse Therapeutics, Inc. (Eclipse) into the wholly owned subsidiary
Bionomics, Inc.
Part of the consideration are potential cash earn-outs to Eclipse security holders based on achieving late stage development success or
partnering outcomes based on Eclipse assets. Due to the movement in the US dollar, change in projected inputs and unwinding of interest,
at 30 June 2016 this was $10,489,438 (30 June 2015: $8,276,292).
Dr Jonathan Lim retired as a Director of Bionomics on 18 November 2015 and was the Chairman and Chief Executive Officer of Eclipse at
the time of the acquisition of Eclipse, and joined the Board of Directors of Bionomics (14 September 2014). As a shareholder of Eclipse at
the time of the acquisition, Dr Lim is therefore eligible to receive his pro rata share of any potential contingent consideration to Eclipse
security holders. As at 30 June 2015, Dr Lim’s pro rata share of the contingent consideration was $1,763,926, assuming the contingent
consideration was fully earned.
Opening Balance
Accretion interest
Adjustment for changes in timing of expected revenue projections
FX movement
Closing Balance
2016
$
2015
$
8,276,292
5,696,087
158,399
1,845,907
156,362
945,804
208,840
1,478,039
10,489,438
8,276,292
NOTE 34: BUSINESS COMBINATIONS - ACQUISITION OF PRESTWICK CHEMICAL
On 23 September 2014, the Company announced the acquisition of Prestwick Chemical (Prestwick) into a new wholly owned subsidiary
PC SAS with effect from 1 October 2014. Prestwick is a premium provider of medicinal chemistry services and screening libraries. It
specialises in research and development services in early drug discovery based on its expertise and state-of-the-art computational
technology. The acquisition of Prestwick vertically integrates key functions within Bionomics in early stage drug discovery and
development in neuroscience and oncology.
Consideration Transferred
Cash
$
391,136
Acquisition-related costs amounting to $66,596 in 2015 have been excluded from the consideration transferred and have been recognised
as an expense in profit or loss in the prior year, within the “administration expenses” line item.
Assets acquired and liabilities assumed at the date of acquisition
Current Assets
Inventory
Non-Current Assets
Property, plant and equipment
Current Liabilities
Employee provisions
Other payables
Non-Current Liabilities
Deferred tax liability
$
159,350
2,212,081
(552,403)
(266,506)
(621,469)
931,053
79
NOTES TO THE
FINANCIAL STATEMENTS
NOTE 34: BUSINESS COMBINATIONS - ACQUISITION OF PRESTWICK CHEMICAL CONT.
GAIN ON BARGAIN PURCHASE
Fair value of identifiable net asset acquired
Less: consideration transferred
Gain on Bargain Purchase Arising on Acquisition (Note 5)
$
931,053
(391,136)
539,917
The gain on bargain purchase has been recognised as other income in the Consolidated Statement of Profit or Loss and Other
Comprehensive Income in 2015. As the predecessor company was in administration, the administrator sought bids for the assets of the
company and the Group was the only bidder.
Impact of acquisition on the results of the Group for the year ended 30 June 2015
Included in the loss for the 2015 full-year is $72,335 attributable to this acquisition. Revenue for the full-year included $1,652,233 in
respect of this acquisition.
Had the acquisition been effected at 1 July 2014, the revenue of the Group from continuing operations for the twelve months ended 30 June
2015 would have been $8,326,477, and the loss from continuing operations for the twelve months ended 30 June 2015 would have been
$16,704,964. The Directors of the Group considered these ‘pro-forma’ numbers to represent an approximate measure of the performance
of the combined group on a yearly basis. This may provide a reference point for comparison in future years, but will depend on the
revenue and profit derived from external customers versus internal customers.
In determining the ‘pro-forma’ loss of the Group had Prestwick been acquired at the beginning of the prior year:
= Depreciation has been calculated for plant and equipment acquired on the basis of the fair values arising in the initial accounting for the
business combination rather than the carrying amounts recognised in the pre-acquisition financial statements; and
= An assumption of a similar level of contract research work and chemical library sales has been made.
NOTE 35: CONTINGENT LIABILITIES
A contingent liability exists in relation to employee contracts of up to $871,206 (2015: $887,038) in the event of redundancy, purchase or
merger of the Company by a third party resulting in a material diminution in the employee’s duties.
In January 2012, the Company entered into a research and license agreement with Ironwood Pharmaceuticals, Inc., or Ironwood, pursuant
to which Ironwood was granted worldwide development and commercialisation rights for BNC210. In November 2014, the parties mutually
agreed to terminate this license agreement, reverting all rights to BNC210 back to the Company. Our sole obligation to Ironwood is to pay
Ironwood low, single digit royalties on the net sales of BNC210, if commercialised. It is not practicable to estimate the future payments of
any such royalties that may arise due to the stage of development of BNC210.
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2016 80
DIRECTORS’
DECLARATION
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) In the Directors’ opinion, the attached financial statements are in compliance with International Financial Reporting Standards issued
by the International Financial Reporting Standards, as stated in Note 2 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
Graeme Kaufman
Chairman
Deborah Rathjen
Chief Executive Officer and Managing Director
Dated this 9th day of August 2016
81
INDEPENDENT
AUDIT REPORT
82
83
CORPORATE
GOVERNANCE STATEMENT
The Corporate Governance Statement for the 2015/2016 financial year is located on the Company’s website under the “About” tab or by
copying the following to a web browser http://www.bionomics.com.au/about/corporate-governance
SHAREHOLDER INFORMATION
All shareholder information provided is current as at 16 September 2016.
Substantial Shareholders
Substantial holders in the Company are set out below:
ORDINARY SHARES
Link Traders (Aust) Pty Ltd
CVC Limited
Ausbil Dexia Ltd
Equity Securities
There are 5,376 holders of ordinary shares in Bionomics.
The number of shareholders with unmarketable share parcels is 889
NUMBER HELD
37,537,873
24,901,120
27,449,999
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.
CATEGORY (SIZE OF HOLDING)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
NUMBER OF SECURITY HOLDERS
ORDINARY
SHARES
UNLISTED
OPTIONS
WARRANTS
492
1,554
893
2,029
408
5,376
-
5
5
54
15
79
-
-
-
-
5
5
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
1 NATIONAL NOMINEES LIMITED
2 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
3 LINK 405 PTY LTD
4 CVC LIMITED
5 US REGISTER CONTROL A/C
6 J P MORGAN NOMINEES AUSTRALIA LIMITED
7 WENOLA PTY LIMITED
8 THE AUSTRALIAN NATIONAL UNIVERSITY
9 CITICORP NOMINEES PTY LIMITED
10 MERRILL LYNCH (AUSTRALIA) NOMINEES PTY LIMITED
11 LONGFELLOW NOMINEES PTY LTD
12 MR MARK RICHARD POTTER + MRS REBECCA AMY POTTER
13 CITICORP NOMINEES PTY LIMITED (COLONIAL FIRST STATE INV A/C)
14 PROVENDORE PTY LTD
15 MR CHRISTOPHER REYES
16 CHARMED5 PTY LTD
17 STINOC PTY LIMITED
18 LEE SANDS NOMINEES PTY LTD
19 PLUTEUS (NO 164) PTY LIMITED
20 F M WOLF PTY LIMITED
UNQUOTED EQUITY SECURITIES
Options issued pursuant to Bionomics Limited Employee Share Option Plan
Warrants exchangeable into Bionomics Limited ordinary shares
84
SHAREHOLDER
INFORMATION CONT.
ORDINARY SHARES
NUMBER HELD
84,679,639
37,920,889
36,928,873
24,901,120
21,691,830
16,897,017
10,000,000
9,142,425
8,401,967
6,253,927
4,500,000
4,100,000
3,805,928
3,250,000
2,529,205
2,400,000
2,167,423
2,110,000
2,000,000
1,634,099
PERCENTAGE
OF ISSUED
SHARES
17.60
7.88
7.68
5.18
4.51
3.51
2.08
1.90
1.75
1.30
0.94
0.85
0.79
0.68
0.53
0.50
0.45
0.44
0.42
0.34
285,314,342
59.31
NUMBER ON
ISSUE
NUMBER OF
HOLDERS
9,338,860
25,113,327
79
5
85
COMPANY
PARTICULARS
Bionomics, a listed public Company, is domiciled and incorporated in
Australia.
Bionomics’ primary listing is on the Australian Securities
Exchange (ASX).
Bionomics shares are listed on the Australian Securities Exchange
under the code BNO.
DIRECTORS
REGISTERED AND 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
Latham & Watkins LLP
12670 High Bluff Drive
San Diego CA 92130
USA
AUDITORS
Deloitte Touche Tohmatsu
11 Waymouth Street
Adelaide SA Australia 5000
PATENT ATTORNEYS
Griffith Hack
Level 10, 161 Collins Street
Melbourne VIC Australia 3000
Davies Collison Cave
1 Nicholson Street
Melbourne VIC Australia 3000
Knobbe Martens Intellectual Property Law
12790 El Camino Real
San Diego CA 92130
USA
Dr Errol DeSouza
Chairman
Dr Deborah Rathjen
Chief Executive Officer
and Managing Director
Mr Trevor Tappenden
Non-Executive Director
Mr David Wilson
Mr Peter Turner
Mr Alan Fisher
SENIOR MANAGEMENT
Dr Deborah Rathjen
Mr Jack Moschakis
Dr Jens Mikkelsen
Ms Melanie Young
Dr Robert (Bob) Corringham
Mr Anthony Colasin
Non-Executive Director
Non-Executive Director
Non-Executive Director
Chief Executive Officer
and Managing Director
Legal Counsel and
Company Secretary
Chief Scientific Officer
Chief Financial Officer
Chief Medical Officer
Chief Business Officer
SCIENTIFIC ADVISORS
Dr Glenn Begley MBBS, PhD, FRACP
Prof Jonathon Cebon MBBS, PhD, FRACP
Dr Philippe Danjou MD PhD
Dr Jayesh Desai FRACP
Dr Tim Harris
Dr José Iglesias MD
Prof Paul Fitzgerald PhD MSc
Dr Richard Hargreaves PhD
Dr Ann Hayes PhD Bsc
Dr Fiona McLaughlin PhD FSB
Prof Danny Rischin MBBS, FRACP, MD
Prof Paul Rolan MBBS, MD
Dr Fiona Thomson PhD
Dr Frank Yocca PhD
Bionomics ordinary shares commenced trading on the OTCQX
marketplace n the US effective 2 March 2015
under the ticker code “BNOEF”.
Investors can find current financial disclosure and real-time level 2
quotes for Bionomics on www.otcmarkets.com
For more information, please visit www.otcmarkets.com
CONTENTS
01 VISION
02 HIGHLIGHTS
03 CHAIRMAN’S
LETTER
04 CEO+MANAGING
DIRECTOR’S
REPORT
09 PIPELINE
12 INTELLECTUAL
PROPERTY
PORTFOLIO
13 BOARD OF
DIRECTORS
16 MANAGEMENT
18 DIRECTOR’S
REPORT
35 ANNUAL
FINANCIAL
STATEMENTS
81 INDEPENDENT
AUDIT REPORT
83 SHAREHOLDER
INFORMATION
85 COMPANY
PARTICULARS
BIONOMICS IS
DISCOVERING AND
DEVELOPING INNOVATIVE
THERAPEUTICS FOR SERIOUS
MEDICAL CONDITIONS,
WORKING WITH PARTNERS TO
ACHIEVE SIGNIFICANT OUTCOMES
FOR PATIENTS, SHAREHOLDERS
AND EMPLOYEES.
Bionomics is a leader in the discovery and development
of innovative biopharmaceuticals with operations
in Australia, Europe and US.
The Company undertakes discovery, development and
strategic partnering of first in class and best in class drugs
to treat patients with serious medical conditions
including cancer and central nervous system disorders.
Bionomics utilizes key global, strategic
partnerships for the commercialisation of its drugs.
2016
BIONOMICS
ANNUAL
REPORT
31 DALGLEISH STREET,
THEBARTON, SA
AUSTRALIA, 5031
WWW.BIONOMICS.COM.AU
ABN 53 075 582 740