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BIONOMICS
ANNUAL
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2
VISION
CONTENTS
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9
EXECUTIVE
CHAIRMAN’S
REPORT
INTELLECTUAL
PROPERTY
PORTFOLIO
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BOARD OF
DIRECTORS
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MANAGEMENT
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DIRECTORS’
REPORT
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ANNUAL
CONSOLIDATED
FINANCIAL
STATEMENTS
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73
INDEPENDENT
AUDIT REPORT
SHAREHOLDER
INFORMATION
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COMPANY
PARTICULARS
2
VISION
BIONOMICS 2019 ANNUAL REPORT
IMPROVE THE LIVES OF PEOPLE WHO SUFFER FROM ANXIETY, DEPRESSION, PTSD, PAIN & MEMORY LOSS THROUGH EFFECTIVE TREATMENT 3
EXECUTIVE CHAIRMAN’S REPORT
BIONOMICS 2019 ANNUAL REPORT
DEAR SHAREHOLDERS
The year was a challenging one for Bionomics,
highlighted by a number of setbacks for our lead drug
candidate BNC210 which is a novel, orally-administered,
first-in-class, negative allosteric modulator of the α7
nicotinic acetylcholine receptor, in development for
anxiety, panic, agitation, and post-traumatic stress
disorder (PTSD). BNC210 had a difficult year in clinical
trials for the treatment of PTSD and agitation in elderly
patients, but it has proven to be a safe and well-tolerated
treatment, and we continue to believe that at the right
blood levels, the drug has a role to play in the treatment
of PTSD, and further out, possibly also generalised
anxiety disorder.
In October 2018, we reported the disappointing result
that the Phase 2 trial of BNC210 in 193 PTSD patients
across 26 sites in the US and Australia did not meet the
primary endpoint of decrease in PTSD symptoms as
measured by the CAPS-5 scale, at 12 weeks. The CAPS-5
scale, which stands for the Clinician-Administered PTSD
Scale, is a standardised structured clinical interview, and
serves as the standard in clinical practice for measuring
the symptom severity of PTSD. We found that BNC210
showed excellent tolerability and safety, and there were
improvements seen on select components of the CAPS-
5 scale that are attributable to the mood and anxiety
symptoms of PTSD, but there was no overall treatment
effect assessed by CAPS-5.
The results of the PTSD trial reported in October 2018
were based on standard-dose data, but this may have
been compromised in an out-patient setting by the fact
that the formulation of BNC210 used in the Phase 2 PTSD
trial was a liquid suspension formulation of BNC210
that needed to be taken with food, for best possible
absorption. Subsequently, Swedish drug development
research consultancy Pharmetheus conducted further
analyses of the data, specifically exposure response
analysis, to determine the actual drug levels in the
patients’ blood, and the response generated. In February
BNC210 IMPROVEMENTS SEEN ON SELECT
COMPONENTS OF THE CAPS-5 SCALE THAT
ARE ATTRIBUTABLE TO THE MOOD AND
ANXIETY SYMPTOMS OF PTSD, BUT THERE
WAS NO OVERALL TREATMENT EFFECT
ASSESSED BY CAPS-5.
2019, we reported the analysis of the exposure-response
relationship, which is the patients’ response to, and
the effect on their symptoms of, the actual levels of the
drug in each individual patient’s blood, which showed a
statistically significant response of BNC210 in treatment
of PTSD symptoms, as measured by CAPS-5 at 12 weeks.
In other words, when exposure to the drug is adequate,
there is the potential for significant patient benefit.
4
EXECUTIVE CHAIRMAN’S REPORT
BIONOMICS 2019 ANNUAL REPORT
The results of the further analysis are meaningful
for future development of BNC210 and they support
its continued development for PTSD, as well as other
indications, and our ongoing partnering activities. This
changed the market perspective on what had been
considered a failed trial!
With the new information we immediately set about
remedying the variable absorption of the liquid
formulation of BNC210 used in the PTSD trial, and the
requirement for the drug to be taken with food. We
have developed a tablet formulation of BNC210, which
has been evaluated in healthy human volunteers and
demonstrated to overcome the reliance on food for
absorption, and correct the issue for future studies.
In continuing to build the case for BNC210, following
feedback from potential partners and investors,
we invested in an additional single ascending dose
(SAD) study in healthy volunteers and reported in late
September 2019 that the blood levels of BNC210 we
believe are necessary to meet the primary endpoints for
effectiveness in treating PTSD in any further trial are
achievable using the new solid dose formulation.
WE HAVE DEVELOPED A TABLET
FORMULATION OF BNC210, WHICH HAS
BEEN EVALUATED IN HEALTHY HUMAN
VOLUNTEERS AND DEMONSTRATED TO
OVERCOME THE RELIANCE ON FOOD FOR
ABSORPTION, AND CORRECT THE ISSUE
FOR FUTURE STUDIES.
In parallel, we sought FDA guidance on the next steps for
BNC210 development for PTSD. We had a Type C meeting
with the FDA at which we updated the agency on how
the optimal tablet formulation of BNC210 may achieve
the blood levels predicted to be necessary to treat PTSD
patients. In mid September 2019, we announced positive
feedback from the FDA which was supportive of the
approaches outlined by Bionomics. Futhermore, following
discussions with the FDA, Bionomics has submitted an
application for Fast Track designation for BNC210 for the
treatment of PTSD. Fast Track is a process developed
to facilitate the development and expedite the review
of drugs to treat serious conditions and fill an unmet
medical need.
The positive feedback from the FDA and the results of
the recently reported SAD study with the new solid dose
formulation of BNC210 provide support for a second trial
of BNC210 in PTSD which represents the best option
THE TABLET FORMULATION OF BNC210 CAN
ACHIEVE THE BLOOD LEVELS PREDICTED TO
BE NECESSARY TO TREAT PTSD PATIENTS.
5
EXECUTIVE CHAIRMAN’S REPORT
BIONOMICS 2019 ANNUAL REPORT
A TABLET FORMULATION OF BNC210 HAS BEEN DEVELOPED TO
OVERCOME THE RELIANCE ON FATTY FOOD FOR ABSORPTION
Liquid Suspension
300mg Liquid Suspension with High Fat Food
300mg Liquid Suspension Fasted
1
2
3
4
6
8
12
18
Time (hours)
24
Tablet
300mg Tablet with High Fat Food
300mg Tablet Fasted
l
m
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n
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1
2
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[
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m
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g
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B
[
1750
1500
1250
1000
750
500
250
0
1750
1500
1250
1000
750
500
250
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2
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6
8
12
18
Time (hours)
24
available to Bionomics to rebuild shareholder value
either through internal development and/or partnering.
However, it is clear that internal development of BNC210
in a second Phase 2b PTSD trial will require funding
beyond our current resources to do so.
The exploratory 36 patient Phase 2 agitation study
reported in June 2019 was designed to assess the
therapeutic potential of BNC210 to treat agitation in
hospitalised elderly patients as a separate indication
and to evaluate safety of BNC210 in the elderly patient
population. There was no evidence of a treatment
effect: the results indicated that BNC210 treatment
did not differentiate from placebo on the primary and
secondary efficacy end points, as assessed by the mean
peak daily Pittsburgh Agitation Scale scores readings
(observations of aberrant vocalisation, motor agitation,
aggressiveness and resisting care), over the five-day trial
period. The study did confirm the good safety profile of
BNC210 in elderly patients. Unlike the PTSD study, the
initial data from the agitation trial suggest that adequate
blood exposure of BNC210 was achieved when the drug
was administered in a controlled hospital setting and
as such the results of the trial do not support further
development of BNC210 for treatment of agitation.
While BNC210 has taken most of the spotlight, and
management time, we continue to progress our other
therapeutic candidates with external partners which fully
fund the cost of clinical development. We have an ongoing
6
EXECUTIVE CHAIRMAN’S REPORT
BIONOMICS 2019 ANNUAL REPORT
SAFETY SUMMARY
The safety data from Study BNC210.008 is an important addition to the BNC210 safety dossier
• The trial was conducted in an acutely ill and frail elderly population who are prone to medication-related
adverse effects
• There was no pattern of adverse events which were thought to be at least “possibly” to be related to BNC210
treatment in comparison to placebo
• Potential central nervous system symptoms common to other anti-anxiety and anti-agitation drugs such as
drowsiness were reported at the same frequency for BNC210 and placebo treatments
• These observations are consistent with BNC210’s excellent safety profile, in which no pattern of adverse
effects related to BNC210 treatment have been identified in animal studies or clinical trials
collaboration with Merck & Co. (known as MSD outside the
United States and Canada) which is progressing clinical
development of our partnered therapeutic candidate for
the treatment of cognitive dysfunction in Alzheimer’s
disease and other conditions. Under the 2014 agreement,
MSD funds all early-stage and clinical development of
any candidate within the collaboration and is responsible
for worldwide commercialisation. Bionomics received
US$20 million in upfront payments, US$10 million upon
initiation of Phase 1 clinical trials in February 2017 and
is eligible to receive up to US$506 million for reaching
predefined research and clinical development milestones,
plus eventual undisclosed royalties on any product sales.
We announced in January 2019, an experimental Phase
2 clinical trial of BNC105, our cancer vascular disrupting
candidate, in combination with Bristol-Myers Squibb’s
immunotherapy agent nivolumab, commenced in patients
with metastatic colorectal cancer, in an Australasian
Gastro-Intestinal Trials Group (AGITG)-sponsored trial,
supported by Bristol-Myers Squibb.
Bionomics also continues to progress early stage ion
channel programs targeting pain, depression, cognition and
epilepsy, looking to identify potential therapeutic candidates
for partnering. We have identified a Nav1.7/1.8 candidate
for the treatment of pain and are progressing work in our
Kv3.1/3.2 program for the treatment of cognitive deficits
with the goal of identifying a candidate in 4Q CY2019.
On the corporate front, we made some significant changes
during the financial year. In November 2018, I moved
from non-executive Chairman to Executive Chairman,
replacing Dr Deborah Rathjen, who retired as Managing
Director with effect from 9 November 2018, and who
served as Chief Executive Officer until 31 January 2019.
Also, in November 2018, we appointed leading New
York-based independent investment bank Greenhill &
Co. to conduct a strategic review of our business options.
This review was completed in May this year, and from
that, your company continues to evaluate out-licensing
opportunities and potential merger candidates. However,
no assurance can be given that these efforts will lead to a
proposal that the Board can recommend to shareholders.
Bionomics has an ongoing process to monetise its
oncology programs through the sale and/or out-licensing
of both our BNC101 and BNC105 therapeutic candidates,
as the company focuses on our CNS programs as part of
our prioritization and cost reduction efforts to extend our
cash runway.
7
EXECUTIVE CHAIRMAN’S REPORT
BIONOMICS 2019 ANNUAL REPORT
On the financial front, Bionomics undertook a
recapitalisation in November 2018 led by the Company’s
largest shareholder BVF Partners L.P. A private placement
to BVF raised $9.8 million and saw BVF’s holding in
Bionomics increase from approximately 10.02% of issued
capital to approximately 19.9%, after which a representative
of BVF, Mr. Mitchell Kaye, joined the Board of Bionomics.
From a cash balance at 30 June 2018 of $24.93 million,
the cash balance moved to $13.98 million at 30 June 2019.
Consolidated revenue for the year to 30 June 2019 was
$4 million compared to $3,953,990 at 30 June 2018. Other
income for the year to 30 June 2019 was $7.6 million
compared to $8,502,456 at 30 June 2018. This primarily
relates to Government Research and Development
incentives. The operating loss after tax of the Group for
the year to 30 June 2019 was $9.7 million compared with
the prior year after tax loss of $25,085,564.
I wish to finish by acknowledging the collective effort
of our strong, experienced board and leadership team,
and indeed every person at Bionomics, all of whom have
worked with energy and purpose to deliver on our goal
of leveraging our proprietary platform technologies to
discover and develop a pipeline of best-in-class, novel
drug candidates focused on disorders of the central
nervous system. We have faced a challenging year
with determination and remain convinced that our lead
candidate, BNC210, can ultimately prove to be effective
against the problem of PTSD, in particular.
Yours faithfully
Errol De Souza
Executive Chairman
8
EXECUTIVE CHAIRMAN’S REPORT
BIONOMICS 2019 ANNUAL REPORT
BIONOMICS ASSETS
TARGET - MOA
INDICATION
LEAD OPTIMISATION
PRECLINICAL
PHASE 1
PHASE 2
PHASE 3
α7 nAChR NAM
PTSD and other
anxiety and
stressor-related
disorders
BNC210
Solid Cancer -
Multimodal
Colorectal Cancer,
in combination
with Nivolumab
BNC105 Investigator Initiated Trial
Blood Cancer-
Multimodal
Chronic
Lymphocytic
Leukemia , in
combination with
Ibrutinib
BNC105 Investigator Initiated Trial
Targeting LGR5 in
Solid Cancer
Metastatic
Colorectal Cancer
BNC101
α7 nAChR PAM
Cognitive
Impairment in
Alzheimer’s
Disease
Merck Collaboration: US$506M total deal
value including upfront and milestone
payments; Tiered royalties
Nav1.7/Nav1.8
Inhibitors
Chronic Pain
Kv3.X Activators
Cognitive
Impairment and
Social Withdrawal
in SCZ, Autism,
AD
9
INTELLECTUAL PROPERTY PORTFOLIO
BIONOMICS 2019 ANNUAL REPORT
WE ARE THE OWNER ON RECORD OF 140 ISSUED
PATENTS ACROSS 40 FAMILIES AND 95 PENDING
PATENT APPLICATIONS ACROSS 37 FAMILIES FILED
IN EUROPE, THE UNITED STATES AND ASIA.
THE BIONOMICS PATENT PORTFOLIO INCLUDES:
7
19
patent families covering
BNC210 and congeners
and their use in the
treatment of anxiety
and other disorders
patent families covering
BNC105 and congeners
and their use in the
treatment of cancer
12
patent families covering
BNC101 and its use in
targeting cancer stem
cells
2
5
patent families covering
BNC375 and congeners and
their use in the treatment of
memory enhancement
and related
disorders
patent families covering
BNC164 and congeners
and their use in the
treatment of
autoimmune
disease
3
2
2
patent applications
covering chronic pain
patent families covering
Parkinson’s Disease and
related disorders
patent families covering
BNC210 Next Generation
and congeners and their
use in the treatment
of pain treating
compounds
10
patent families covering
discoveries made utilising
Bionomics’ technology
platforms.
Through the worldwide Patent Cooperation Treaty (PCT)
mechanism, Bionomics and its related companies were
granted 15 patents this financial year, 22 PCT patent
applications entered the national and regional phases of
examination, 7 PCT patent applications and 6 provisional
patent applications were filed.
10
BOARD OF DIRECTORS
BIONOMICS 2019 ANNUAL REPORT
DR ERROL DE SOUZA PhD
EXECUTIVE CHAIRMAN
Dr De Souza is a leader in the development of therapeutics for treatment of central
nervous system (CNS) disorders. He is currently President and CEO of Neuropore
Therapies Inc. 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
Pharmaceuticals, Inc. (now Sanofi) 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.
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 the Chair of NPS MedicineWise and a Non-Executive Director of Virtus Health
(retired November 2018). He is a former Chair of Ashley Services Group.
MR DAVID WILSON
NON-EXECUTIVE DIRECTOR
Mr Wilson is Chairman and founding partner of WG Partners and has over
30 years’ experience in investment banking in the City of London. Previously
Mr Wilson was CEO of Piper Jaffray Ltd, 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 of Nikon
Corporation for c.$400m as well as a Non-Executive Director of BerGenBio AS.
11
BOARD OF DIRECTORS
BIONOMICS 2019 ANNUAL REPORT
MR ALAN FISHER BCom, FCA, MAICD
NON-EXECUTIVE DIRECTOR
Mr Fisher 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
corporate advisory business specialising in M&A, business restructurings,
strategic advice and capital raisings.
MR MITCHELL KAYE BA, JD
NON-EXECUTIVE DIRECTOR
Mitchell Kaye joined BVF Partners LP in 2013. Mr Kaye was the founding member
of Xmark Opportunity Partners, LLC, an investment fund exclusively focused on
investments in publicly traded life sciences companies and was also a founding
member of Brown Simpson Asset Management, LLC, an investment fund that was
at the foreground of private placement investing in the public markets. He ran the
two funds from 2001-2008 and 1996-2001, respectively. Mr Kaye was the Founder
of MedClaims Liaison, LLC, a consumer advocacy business and served as its Chief
Executive Officer from its inception in 2010 until he joined BVF. From 2008-2010, Mr
Kaye was a Managing Director with Navigant Capital Advisors, a financial and strategic
advisory services firm and head of Navigant’s Financial Institutions Restructuring
Solutions Team. He has served on the boards of several private and public companies,
as well as the board of the New York Alzheimer’s Association. Mr Kaye received his BA
from Wesleyan University, and his JD from Northwestern University School of Law.
12
MANAGEMENT
BIONOMICS 2019 ANNUAL REPORT
MR JACK MOSCHAKIS BEc, DIPLaw (BAB) NSW, GDipBA, FCIS
LEGAL COUNSEL AND COMPANY SECRETARY
Mr Moschakis brings a depth of legal knowledge with over 26 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, 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 (BAB-NSW) and Graduate Diploma
in Business Administration (Adelaide). He is a Fellow of the Institute of Chartered
Secretaries / Governance Institute of Australia, Member of the Law Society of South
Australia and the Association of Corporate Counsel.
MR ADRIAN HINTON BEc, FCA
CHIEF FINANCIAL OFFICER (ACTING)
Adrian has had a long career with Deloitte (Adelaide) of over 43 years, retiring in July
2018 as Principle in the Audit and Assurance Group. He was responsible for managing
the audit services to various Adelaide based public and private companies. His
experience has given Adrian a broad-based knowledge of contemporary accounting
and audit issues inclusive of experience in working with a wide range of clients in
different industries, from listed entities, private corporations to major subsidiaries of
multinational listed companies, covering consumer, agriculture, retail, manufacturing,
automotive, biopharmaceutical and resources sectors. Adrian also has experience
in preparing due diligence reviews, investigative accounting reports and the review
of profit forecasts. Adrian’s experience is currently benefited by being on the Boards
of The Multiple Sclerosis Society of South Australia & Northern Territory Inc, Carers
Association of SA Inc, Australia PNG Alliance Group Pty Ltd, and the Audit and Risk
Committee of the University of South Australia. Adrian also volunteers his time and
skill set to aiding community groups both locally and internationally.
13
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
Your directors present their report on the financial
statements of the Group for the year ended 30 June 2019,
comprising the parent entity Bionomics Limited (Bionomics)
and its subsidiaries. In compliance 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:
• Dr Errol De Souza, Executive Chairman
• Dr Deborah Rathjen, Chief Executive Officer and Managing
Director (retired as Managing Director on 9 November
2018 and as Chief Executive Officer on 31 January 2019)
• Mr David Wilson, Non-Executive Director
• Mr Peter Turner, Non-Executive Director
• Mr Alan Fisher, Non-Executive Director
• Mr Mitchell Kaye, Non-Executive Director from 23
November 2018
The directors, other than Dr Rathjen and Mr Kaye, held office
during the whole of the financial year and since the end of the
financial year.
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 (CNS) disorders.
Operating Results
Consolidated revenue for the year to 30 June 2019 increased
by 1.9% to $4,029,059. Other income for the year to 30
June 2019 decreased by 10.5% to $7,612,947 and primarily
relates to reduced Research and Development (R&D) Tax
Incentive, foreign government grants and interest income.
This compared with revenue of $3,953,990 and other income
of $8,502,456 for the year to 30 June 2018. The operating
loss after tax of the Group for the year to 30 June 2019 was
$9,669,115 compared with the prior year after tax loss of
$25,085,564.
The cash position at 30 June 2019 was $13,985,447 with
restricted cash of $550,000 and $384,000 classified as
current and non-current other financial assets, respectively
(2018: $24,930,461 with restricted cash of $550,000 and
$384,000 classified as current and non-current other
financial assets, respectively).
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 ion channel mediated disorders
of the Central Nervous System.
Ion Channel Expertise to Drive Growth
Our ionX and MultiCore drug discovery platforms are
validated through our partnership with MSD (known as Merck
& Co., Inc., Kenilworth NJ, USA in the US and Canada) and
both platforms serve as a source of significant competitive
advantage in addressing under-served therapeutic areas
including anxiety, Post-Traumatic Stress Disorder (PTSD),
agitation, depression, pain and Alzheimer’s disease.
Our Important Relationship with MSD Continues to
Make Progress
During FY18 MSD continued to progress a candidate therapy
for the treatment of cognitive dysfunction in Alzheimer’s
disease through a Phase 1 clinical program. The next
milestone is initiation of a Phase 2 clinical trial. The portfolio
of products under our collaboration with MSD are designed to
address cognitive dysfunction in important CNS indications,
and Alzheimer’s disease is of chief importance among these
as there remains an urgent need for new treatments.
Under the 2014 agreement, MSD funds all early-stage and
clinical development of any candidate within the collaboration
and is responsible for worldwide commercialisation.
Bionomics previously received US$20 million in upfront
payments, a US$10 million Phase 1 initiation milestone
payment and additional research payments and is eligible to
receive up to an additional US$465 million for MSD reaching
predefined milestones, plus eventual undisclosed royalties
on any product sales.
Recent Clinical Developments: Phase 2 PTSD Trial
and Phase 2 Trial in Agitation Completed
BNC210, is a novel, orally-administered, first-in-class,
negative allosteric modulator of the α7 nicotinic acetylcholine
receptor, in development for the treatment of anxiety, panic,
agitation, and PTSD with a rapid onset of action and improved
safety and tolerability compared to currently marketed
products including benzodiazepines, anti-depressants and
anti-psychotics, providing a compelling therapeutic profile in
areas of significant unmet clinical need.
To date, BNC210 has been evaluated in seven completed
clinical trials that investigated efficacy, safety and
tolerability, target engagement and proof of biology. BNC210
has demonstrated efficacy in suppressing panic attack
symptoms and in Generalised Anxiety Disorder (GAD)
patients, BNC210 demonstrated rapid onset of anxiolytic
activity following a single administration.
In October 2018, we announced the results of the Phase 2
clinical trial of BNC210 in 193 patients with PTSD across 25
sites in the US and Australia (referred to as the “RESTORE”
trial). The primary endpoint of this study was a decrease in
PTSD symptoms between placebo and BNC210 treatment
14
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
groups as measured by the Clinician-Administered PTSD Scale
(CAPS-5) at 12 weeks. The CAPS-5 is a standardised structured
clinical interview and serves as the standard in clinical
development and regulatory approval for measuring the
symptom severity of PTSD. Earlier versions of the CAPS were
used to support the approval of the two currently marketed
PTSD treatments. We found that BNC210 showed excellent
tolerability and safety but the primary end point was not met.
In February 2019, we announced that additional data
analysis conducted in Sweden by Pharmetheus AB showed a
statistically significant response when drug exposure versus
response was measured in the Phase 2 PTSD RESTORE Trial.
The exposure-response analysis uses patient blood levels
of the drug, regardless of the administered dose, to relate
estimates of drug exposure to the response measured in the
trial patients. The analysis demonstrated reduction in total
PTSD symptoms as measured by total CAPS-5, the endpoint
mandated by the US Food & Drug Administration (FDA) for
PTSD trials.
The Company determined to seek FDA guidance on the
next steps for BNC210 for PTSD including the design of a
further trial and whether BNC210 may be eligible for Fast
Track designation whilst also identifying an improved solid
dose formulation of BNC210 with potential to overcome
the “food effect” and the consequent variable blood levels
that were evident in the PTSD trial where the patients were
administered BNC210 in a liquid suspension formulation.
Bionomics has invested in a single ascending dose study
in healthy volunteers to demonstrate that blood levels
of BNC210 believed to be necessary to meet the primary
endpoints for effectiveness in treating PTSD in any further
trial, are achievable using the new solid dose formulation.
In May 2018, Bionomics initiated an exploratory Phase 2
clinical trial of BNC210 in elderly patients with agitation in
the hospital setting. The trial, designed for short treatment
and rapid recruitment, evaluated the effect of BNC210 on
the resolution of agitation in hospitalised elderly patients
and assessed the safety and tolerability of BNC210 in this
elderly patient population. It recruited 38 elderly patients
in five specialist geriatric hospital wards across Australia,
in a randomised, double-blind, placebo-controlled design
with a 5-day treatment period. The results of the Agitation
trial reported in June 2019 indicated that BNC210 treatment
did not differentiate from placebo on the primary and
secondary efficacy endpoints. Comparison of mean peak daily
Pittsburgh Agitation Scale scores (observations of aberrant
vocalisation, motor agitation, aggressiveness and resisting
care) showed a gradual improvement for both BNC210
and placebo over the 5-day treatment period, but without
evidence of a treatment effect. The safety of BNC210 was
confirmed, but the results of the trial did not support further
development of BNC210 for treatment of agitation.
If successfully developed BNC210 would represent a
paradigm shift in the treatment of anxiety disorders including
GAD and Panic Disorder, conditions characterised by high
levels of co-morbid anxiety such as bipolar disorder and
major depressive disorder as well as trauma and stress-
related disorders such as PTSD.
Strong Market Opportunity for BNC210
Market research commissioned by Bionomics and conducted
by market research firm Bluestar BioAdvisors indicates that
the US market opportunity for BNC210 in PTSD is estimated
to be US$4.7 billion pa with a more rapid and cost-effective
path to market for BNC210 than either GAD or Panic Disorder
and the potential for FDA Fast Track and/or Breakthrough
designations.
Strategic Review & Recapitalisation
In November 2018, we appointed leading New York-based
independent investment bank Greenhill & Co. to conduct
a strategic review of our business options. This review
was completed in May 2019 and from that, your Company
continues to evaluate out-licensing opportunities and
potential merger candidates. However, no assurance can be
given that these efforts will lead to a proposal that the Board
can recommend to shareholders.
Bionomics has an ongoing process to monetise its legacy
oncology programs through the sale and/or out-licensing of both
our BNC101 and BNC105 therapeutic candidates, as the company
focuses on our CNS programs as part of our prioritisation
and cost reduction efforts to extend our cash runway.
Bionomics undertook a recapitalisation in November 2018
led by the Company’s largest shareholder BVF Partners
L.P. A private placement to BVF raised $9.8 million and saw
BVF’s holding in Bionomics increase from approximately
10.02% of issued capital to approximately 19.9%, after which
a representative of BVF, Mr Mitchell Kaye, joined the Board of
Bionomics.
Outlook
The Company believes a second trial of BNC210 in PTSD
is the best option to rebuild shareholder value. However,
this will require funds beyond Bionomics current financial
resources and therefore the Company will undertake a
formal process of active engagement with shareholders,
partners and others to identify the best available solution in a
timely manner.
Bionomics continues to progress a number of early stage
ion channel programs targeting pain, depression, cognition,
PTSD and epilepsy. We have identified a Nav1.7 / Nav1.8
candidate for the treatment of pain and are progressing work
in our Kv3.1 / Kv3.2 program for the treatment of cognitive
deficits with the goal of identifying a candidate in 3Q CY2019.
We are continuing in our efforts to monetise our oncology
programs, BNC101 and BNC105.
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 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
clinical development and will seek to commercialise the
outcomes.
Environmental Regulation
The Group is subject to environmental regulations and other
licenses in respect of its facilities in Australia 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 2019 and no related
issues have arisen since the end of the financial year to the
date of this report.
15
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
INFORMATION ON DIRECTORS
Dr ERROL DE SOUZA PhD
Non-Executive Director since 28 February 2008, Chairman
from 1 September 2016 and Executive Chairman from 12
November 2018
Experience and Expertise
Dr De Souza is a leader in the development of therapeutics
for treatment of central nervous system (CNS) disorders. He
is currently President and CEO of Neuropore Therapies Inc.
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 Pharmaceuticals, Inc. (now Sanofi) 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 of Catalyst Biosciences Inc. (NASDAQ:CBIO)
Former Listed Directorships in Last Three Years
Nil
Special Responsibilities
Executive Chairman
Interests in Shares and Options at Date of Report
366,698 ordinary shares in Bionomics Limited
500,000 unlisted options over ordinary shares in Bionomics
Limited
DR DEBORAH RATHJEN BSc (Hons), MAICD, PhD, FTSE
Chief Executive Officer and Managing Director
Director since 18 May 2000. Retired as Managing Director
on 9 November 2018 and as Chief Executive Officer on 31
January 2019.
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
16
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
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 Australia
business women by The Australian newspaper.
Current Directorship (in addition to Bionomics Limited)
Listed: Executive Chairman of Bioasis Technologies Inc.
Former Listed Directorships in Last Three Years
None
Special Responsibilities
Nil
Interests in Shares and Options at Date of Report
3,050,901 ordinary shares in Bionomics Limited
0 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 investment banking in
the City of London. Previously Mr Wilson was CEO of Piper
Jaffray Ltd, 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 of Nikon Corporation for c.$400m as well
as a Non-Executive Director of BerGenBio AS.
Current Directorships (in addition to Bionomics Limited)
Listed: Nil
Former Listed Directorships in Last Three Years
Nil
Special Responsibilities
Member of Audit and Risk Management Committee
Member of the Nomination and Remuneration Committee
Interests in Shares and Options at Date of Report
200,000 ordinary shares in Bionomics Limited
500,000 unlisted options over ordinary shares in Bionomics
Limited
MR PETER TURNER BSc, 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 and Europe and more in other jurisdictions. During his
tenure, overseas sales of CSL grew from US$140 million to
$3.4 billion. Mr Turner is the Chair of NPS MedicineWise and
a Non-Executive Director of Virtus Health (retired November
2018). He is a former Chair of Ashley Services Group.
Current Directorships (in addition to Bionomics Limited)
Listed: Director, Virtus Health Limited (ASX:VRT) (June 2013
to November 2018)
Former Listed Directorships in Last Three Years
None
Special Responsibilities
Chair of Nomination and Remuneration Committee
Member of the Audit & Risk Management Committee
Interests in Shares and Options at Date of Report
200,000 ordinary shares in Bionomics Limited
400,000 unlisted options over ordinary shares in Bionomics
Limited
MR ALAN FISHER BCom, FCA, MAICD
Non-Executive Director
Director since 1 September 2016
Experience and Expertise
Mr Fisher has extensive and proven experience in restoring
and enhancing shareholder value. He spent 24 years at
world-leading accounting firm Coopers & Lybrand as Lead
17
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
Advisory Partner where he headed and grew the Melbourne
Corporate Finance Division. Following this tenure, Alan
developed his own corporate advisory business specialising
in M&A, business restructurings, strategic advice and capital
raisings.
Current Directorships (in addition to Bionomics Limited)
Nil
Former Listed Directorships in Last Three Years
Aeolus Pharmaceuticals, Inc.
Special Responsibilities
Nil
Interests in Shares and Options at Date of Report
Nil ordinary shares in Bionomics Limited
Nil unlisted options over ordinary shares in Bionomics
Limited
MR JACK MOSCHAKIS BEc, DIPLaw (BAB) NSW, GDipBA, FCIS
Legal Counsel and Company Secretary
Mr Moschakis brings a depth of legal knowledge with over
26 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, 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 (BAB-NSW) and Graduate Diploma in
Business Administration (Adelaide). He is a Fellow of the
Institute of Chartered Secretaries / Governance Institute of
Australia, Member of the Law Society of South Australia and
the Association of Corporate Counsel.
Current Directorships (in addition to Bionomics Limited)
Listed NED and Chairman of: Centrepoint Alliance Limited
and IDT Australia Limited.
NED and Chairman of A&RC: Thorney Technologies Limited
and Simavita Limited.
Former Listed Directorships in Last Three Years
Nil
Special Responsibilities
Member of Nomination and Remuneration Committee
Chair of the Audit & Risk Management 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 MITCHELL KAYE BA, JD
Non-Executive Director
Director since 23 November 2018
Under a Placement Agreement between the Company and
BVF Partners L.P (“BVF”) dated 9 November 2018, BVF may
nominate one person to be appointed as a director of the
Company whilst BVF hold at least 15% of the ordinary shares
of the Company. BVF nominated Mr Mitchell Kaye.
Experience and Expertise
Mr Kaye joined BVF Partners LP in 2013. Mr Kaye was the
founding member of Xmark Opportunity Partners, LLC,
an investment fund exclusively focused on investments
in publicly traded life sciences companies and was also a
founding member of Brown Simpson Asset Management,
LLC, an investment fund that was at the foreground of private
placement investing in the public markets. He ran the two
funds from 2001-2008 and 1996-2001, respectively. Mr Kaye
was the Founder of MedClaims Liaison, LLC, a consumer
advocacy business and served as its Chief Executive Officer
from its inception in 2010 until he joined BVF. From 2008-
2010, Mr Kaye was a Managing Director with Navigant Capital
Advisors, a financial and strategic advisory services firm
and head of Navigant’s Financial Institutions Restructuring
Solutions Team. He has served on the boards of several
private and public companies, as well as the board of the
New York Alzheimer’s Association. Mr Kaye received his BA
from Wesleyan University, and his JD from Northwestern
University School of Law.
18
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
MEETINGS OF DIRECTORS
The following table sets out the number of scheduled Directors’ meetings (including meetings of committees of Directors) held
during the financial year and the number of meetings attended by each director.
MEETINGS OF DIRECTORS
MEETINGS OF AUDIT AND RISK
MANAGEMENT (ARM) COMMITTEE
MEETINGS OF THE NOMINATION
AND REMUNERATION COMMITTEE
Held
ETA
Attended
Held
ETA
Attended
Held
ETA
Attended
Dr Errol De Souza
Dr Deborah Rathjen 1
Mr David Wilson
Mr Peter Turner 2
Mr Alan Fisher 3
Mr Mitchell Kaye
8
8
8
8
8
8
8
2
8
8
8
5
8
2
8
8
8
5
4
4
4
4
4
4
2
0
4
2
4
0
2
0
4
2
4
0
3
3
3
3
3
3
1
0
3
3
2
0
1
0
3
3
2
0
ETA – Eligible to attend
1 Attends ARM Committee, Nomination and Remuneration Committee by invitation.
2 Replaced Dr De Souza on the ARM Committee following Dr De Souza’s appointment as Executive Chairman
3 Replaced Dr De Souza on the Nomination & Remuneration Committee following Dr De Souza’s appointment as Executive Chairman
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 2019. 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 below 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
1. Key Management Personnel (KMP)
NON-EXECUTIVE DIRECTORS
POSITION
Dr Errol De Souza
Non-Executive Director/Chairman to 9 November 2018 and Executive Chairman from
12 November 2018 until 20 November 2019
Mr David Wilson
Non-Executive Director
Mr Peter Turner
Mr Alan Fisher
Mr Mitchell Kaye
EXECUTIVE DIRECTOR
Non-Executive Director
Non-Executive Director
Non-Executive Director from 23 November 2018
Dr Deborah Rathjen
Managing Director until 9 November 2018 and Chief Executive Officer until 31 January 2019
OTHER KMP
Dr Paul Rolan
Consultant Chief Medical Officer, Clinical Neuroscience
Mr Jack Moschakis
Legal Counsel & Company Secretary
Mr Steven Lydeamore
Chief Financial Officer - to 23 November 2019
Mr Stephen Birrell
Mr Adrian Hinton
Interim Chief Financial Officer - from 26 November 2018 to 2 May 2019
Acting Chief Financial Officer - from 3 May 2019
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.
19
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
2. Remuneration Policy
Non-Executive Director Remuneration Policy
The Non-Executive Directors’ fee pool is reviewed from time
to time, taking into account comparable remuneration data
for the biotechnology sector provided by an independent
remuneration consultancy. 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.
There was no increase in board fees during the financial year.
The total fees paid to Non-Executive Directors for the year
ended 30 June 2019 was $451,538 compared to the aggregate
Directors’ fee pool limit of $500,000.
Fees for the Chairman are $154,000 per annum and $77,000
per annum for the other Non-Executive Directors (inclusive
of superannuation), with the Committee Chair receiving an
additional $10,000 per annum.
From 15 November 2018 to 20 November 2019 Dr De Souza
was paid $18,000 per month for 10 days per month for his role
as Executive Chairman, under the terms of a Consultancy
Agreement between the Company and Dr De Souza.
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 no share
options granted to Non-Executive Directors during the year.
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.
The Executives total remuneration package framework
comprises:
• Base pay and benefits, including superannuation and other
entitlements;
• Performance incentives paid as shares, share options,
cash or a combination thereof; 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/Executive Chairman and other
executives reporting directly to the Chief Executive Officer
and Managing Director/Executive Chairman. The Board
took advice on executive remuneration from an independent
remuneration consultancy during the year.
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.
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 no increases in Total Fixed
Remuneration provided to the Chief Executive Officer and
Managing Director or KMP.
Performance Incentives
Executive positions have no pre-determined bonus or equity
opportunity; however, performance incentives may be
awarded at the end of the performance review cycle upon
achievement of specific Board approved (i) individual, and (ii)
company-related 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 Executive Chairman’s
recommendation. The Board determines whether the
incentive award should be in share options, shares and/
or cash. In this financial year the Board determined that no
short-term incentive payment or bonus would be paid.
For the year ended 30 June 2018 the Board determined that
the maximum short-term incentive (STI) potential should
be 15% for KMP as listed below, 50% paid in cash and 50%
in shares. The number of shares to be awarded will be
calculated by multiplying the executive’s fixed pay by the
incentive award percentage, multiplying this by 50% to
determine the value to be paid in shares, and dividing this by
the 5-day volume weighted average price (VWAP) of shares
prior to the grant date of 14 August 2018. Details are below:
20
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
KMP
POSITION
Jack Moschakis
Legal Counsel
& Company
Secretary
NUMBER OF
ORDINARY
SHARES
SHARE VALUE
($)
CASH VALUE
($)
REMUNERATION
%
PERFORMANCE
RELATED
REMUNERATION
% NOT
PERFORMANCE
RELATED
35,518
16,800
16,800
9.72
90.28
Steven Lydeamore Chief Financial
34,091
16,125
16,125
8.34
91.66
Officer
The Board continues to review the performance assessment
and incentive structure to ensure it remains effective.
Plan for no consideration and are escrowed for three years
while participants are employed by the Company.
Equity Awards
Equity awards for executives and employees are provided by a
combination of equity plans that include the:
• Employee Share Plan;
• Employee Share Plan ($1,000 Plan);
• Employee Share Option Plan; and
• Employee Equity 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
Nomination & Remuneration Committee to ensure it meets
good corporate practice for a company of Bionomics’ size,
nature and company lifecycle.
Employee Share Plan (ESP)
The 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.
No shares were issued to employees under the ESP during this
financial year or to the date of this report.
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
None were issued during this financial year or to the date of
this report.
Employee Share Option Plan (ESOP)
Options may have been granted under the ESOP which was
last approved by shareholders at the 2014 Annual General
Meeting. This has now been superseded by the Employee
Equity Plan (see below). All executives and staff were eligible
to participate in the ESOP. The objective of the ESOP was to
assist in the recruitment, reward, retention and motivation
of employees of the company. Options are granted under the
ESOP for no consideration. More particularly, the ESOP was
utilised to award options to executives if they achieve specified
KPIs. It may also be used for shareholder approved non-
executive director grants in addition to cash fees. The exercise
price of options granted under the ESOP 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 seven days preceding the approval to grant the options.
Employee Equity Plan (EEP)
The EEP replaces the ESOP. The EEP was approved by
shareholders at the 2017 Annual General Meeting and was
drafted to reflect changes to the income tax legislation
governing employee share schemes, governance changes in
respect of the type of equity instruments that are granted to
employees and directors, the circumstances in which they are
granted, and to provide administrative flexibility. The underlying
purpose of the EEP is to align employees’ and directors’
interests with shareholders’ interests by providing them with
equity as part of their remuneration arrangements. This will
enable the Company to attract and retain top-level employees
and directors. The procurement and retention of first-class
executives and employees capable of managing the Company’s
operations and achieving the Company’s strategic objectives is
always a difficult task for a relatively young Company, without
an earnings history, such as Bionomics. In order to compete
with well-established companies, the Board considers the
Company essentially has one of two choices: either offer
higher cash remuneration or issue equity under a plan such as
the EEP. The EEP enables the Board to award different types
21
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
of equity instruments tailored to specific application. These
can include Rights to acquire shares contingent on meeting
specified performance metrics, Options to acquire shares on
payment of an exercise price, Rights and/or Options that are
contingent on remaining in employment, among others.
There were no shares, options or other forms of equity issued
to employees under the EEP during this financial year or to
the date of this report, other than those awarded to KMP &
Executives in the previous financial year and issued on 24
August 2018 (Refer to page 23 of the 2018 Annual Report).
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, shares and/or cash bonuses are granted
to executive KMP based on their level of key performance
indicator (KPI) achievement. Achievement of KPIs should result
in increases in shareholder value.
Bionomics’ approach to its remuneration framework ensures:
• Executives focus on meaningful KPIs,
• The best performers receive higher reward,
• 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 below) 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 (other than the
Chief Executive Officer & Managing Director) 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. The Chief Executive Officer & Managing
Director has 100% of her performance incentives tied to the
achievement of corporate goals.
The Board determined that no incentive payments would be paid
given the Company’s performance this financial year.
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 2019.
30 JUNE 2019
$
30 JUNE 2018
$
30 JUNE 2017
$
30 JUNE 2016
$
30 JUNE 2015
$
Revenue
Net (Loss)
4,029,125
3,953,990
18,806,356
8,143,288
6,827,277
(9,907,851)
(26,246,699)
(6,227,039)
(17,324,118)
(17,277,206)
Net (Loss) after tax
(9,669,115)
(25,085,564)
(6,749,615)
(16,592,410)
(16,949,405)
Share price at start of year
Share price at end of year
Dividends paid
Basic earnings per share
Diluted earnings per share
30 JUNE 2019
CENTS
30 JUNE 2018
CENTS
30 JUNE 2017
CENTS
30 JUNE 2016
CENTS
30 JUNE 2015
CENTS
53.0
3.0
-
(0.02)
(0.02)
40.0
53.0
-
(5.0)
(5.0)
28.0
40.0
-
(1.0)
(1.0)
41.5
28.0
-
(3.0)
(3.0)
55.0
41.5
-
(4.0)
(4.0)
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DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
4. Remuneration of Key Management Personnel
The following tables show details of the remuneration received by the directors and the executive key management personnel
of the Group for the current and previous financial years.
Directors and Other Key Management Personnel – 2019
SHORT-TERM BENEFITS
POST-
EMPLOYMENT
LONG-TERM
EMPLOYEE
BENEFITS
SHARE-
BASED
PAYMENTS
8, 9, 10
NAME
Dr Errol De Souza
Dr Deborah Rathjen
Mr David Wilson
Mr Peter Turner
Mr Alan Fisher
Mr Mitchell Kaye
Mr Jack Moschakis
Dr Paul Rolan
Mr Adrian Hinton
Mr Steven Lydeamore
Mr Stephen Birrell
CASH
SALARY AND
FEES
$
291,6705
1,144,9426
77,000
79,452
79,452
46,538
300,041
102,000
33,000
127,052
93,916
2,375,063
NON-
MONETARY
BENEFITS
$
-
-
-
-
-
-
-
-
-
-
-
-
RETENTION
PAYMENT 4
$
-
-
-
-
-
-
89,895
-
-
-
33,581
123,476
SUPER-
ANNUATION
$
-
14,433
-
7,547
7,547
-
26,546
-
-
9,920
11,270
77,263
Directors and Other Key Management Personnel – 2018
ANNUAL
& LONG
SERVICE
LEAVE
$
-
-
-
-
-
-
8,474
-
-
-
-
8,474
SHARES
AND
OPTIONS
$
27,289
(81,270)
26,290
26,290
27,289
-
23,092
-
-
(16,324)
1,080
33,736
TOTAL
$
318,959
1,078,105
103,290
113,289
114,288
45,538
448,048
102,000
33,000
120,649
139,847
2,618,013
SHORT-TERM BENEFITS
POST-
EMPLOYMENT
LONG-TERM
EMPLOYEE
BENEFITS
SHARE-
BASED
PAYMENTS
NAME
Dr Errol De Souza
Dr Deborah Rathjen
Mr David Wilson
Mr Peter Turner
Mr Alan Fisher
Mr Steven Lydeamore
Mr Jack Moschakis
Dr Paul Rolan
Dr Jens Mikkelsen
Mr Stephen Birrell
CASH
SALARY AND
FEES
$
NON-
MONETARY
BENEFITS
$
SUPER-
ANNUATION
$
135,815
498,222
68,954
71,614
73,059
382,979
325,314
80,000
62,063
20,901
1,718,921
-
-
-
-
-
-
-
-
-
-
-
-
21,719
-
6,803
6,941
19,910
21,645
-
-
1,986
79,004
ANNUAL
AND LONG
SERVICE
LEAVE
$
-
61,181
-
-
-
42,400
28,079
-
-
OPTIONS
$
TOTAL
$
45,335
10,620
43,464
33,630
45,335
42,297
11,853
-
-
181,150
591,742
112,418
112,047
125,335
487,586
386,891
80,000
62,063
30,035
1,470
5,678
133,130
238,212
2,169,267
4 Retention payment paid as an incentive to retain KMP post the Phase 2 PTSD Trial results and covering the period of the Strategic Review
5 Comprises Chairman’s fee of $154,000 and Executive Chairman’s consultancy fee of $137,670
6 Includes a retirement payment ($526,119) based on 12 months base pay in accordance with Section 200F of the Corporations Act 2001 and does not require shareholder approval
8 Share options do not represent cash payments to Directors and other key management personnel. Share options granted may or may not be exercised by Directors and
other key management personnel.
9 Amortisation cost of share options granted over vesting period. The amounts include a negative adjustment for share options granted in prior years that were forfeited
during the year due to not meeting the performance conditions (Dr Deborah Rathjen $120,274 and Mr Steven Lydeamore $44,143)
10 Included in share-based payments are bonus shares granted for performance, for the year ended 30 June 2018, to Mr Moschakis and Mr Lydeamore that had a value of
$16,800 and $16,125 respectively. Details about the calculation of the bonus’ are disclosed in section 2 above, including the amount paid in cash which is included in the
cash salary and fee section a. For the current year there is no bonus payable.
23
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
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:
Mr Stephen Birrell, Interim Chief Financial Officer
• Term of agreement - from 26 November 2018 to 2 May
2019 (otherwise employed as Group Financial Controller).
• Total Remuneration package increased for this period.
• Payment of termination benefit on early termination by the
employer without cause equal to three months’ salary.
Dr Deborah Rathjen, Chief Executive Officer and Managing
Director
• Term of agreement – five 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
• Retired as Managing Director on 9 November 2018 and as
Chief Executive Officer on 31 January 2019
Dr Errol De Souza, Executive Chairman
• Term of Consultancy Agreement - 12 months from 12
November 2018
• Appointment to 20 November 2019
• Fixed Remuneration of $18,000 per month for 10 working
days per month
• Termination by either party on seven days’ notice
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 Steven Lydeamore, Chief Financial Officer
• Term of agreement – open, commencing 10 August 2017
• 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 purchase or merger of Bionomics by a third party
resulting in a material diminution in duties, six months’
salary will be paid
• Resigned 23 November 2018
Dr Paul Rolan, Consultant Medical Officer Clinical
Neuroscience
• Term of agreement - From 1 February 2017 – 30 June 2018
(through the University of Adelaide) and directly from 1
July 2018 to 31 August 2019
• Part-time Consulting
• Resigned 2 May 2019
Mr Adrian Hinton, Acting Chief Financial Officer
• Consultancy Agreement – From 25 March 2019 to 25
March 2020
• Termination by either party on one months’ notice
• Commenced as Acting CFO on 2 May 2019
• Part-time Consulting
Share-based Payments
Share-based payment benefits are provided to employees via
the Bionomics ESOP, EEP and the ESP. There were no share-
based payments under the ESP during the financial year.
The market value of shares issued to employees for no cash
consideration under the ESP and the EEP is recognised as an
employee benefits expense with a corresponding increase in
equity when the employees become unconditionally entitled
to the shares.
The Bionomics EEP was approved by the Board and
Shareholders in 2017. 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 ESOP (prior to approval of the
EEP by shareholders at the 2017 AGM) and Options under the
EEP are issued for no consideration and vest equally over
five years, provided a person remains employed subject to
good leaver provisions (death, retrenchment or retirement).
Equities issued under the EEP vest at the time of grant or
upon satisfaction of conditions stipulated by the Board at that
time, if any.
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 incentive options.
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:
24
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
GRANT DATE
EXPIRY DATE
Granted in Prior Periods
REVISED EXERCISE
PRICE
FAIR VALUE PER
OPTION AT GRANT
DATE
VESTING DATE
30-Dec-15
30-Dec-15
30-Dec-15
30-Dec-15
30-Dec-15
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
28-Nov-16
5-Sep-17
30-Dec-21
30-Dec-22
30-Dec-23
30-Dec-24
30-Dec-25
28-Nov-22
28-Nov-23
28-Nov-24
28-Nov-25
28-Nov-26
28-Nov-22
28-Nov-23
28-Nov-24
28-Nov-25
28-Nov-26
28-Nov-22
28-Nov-23
28-Nov-24
28-Nov-25
28-Nov-26
28-Nov-23
28-Nov-24
28-Nov-25
28-Nov-26
5-Sep-22
$0.5102
$0.5102
$0.5102
$0.5102
$0.5102
$0.2613
$0.2613
$0.2613
$0.2613
$0.2613
$0.3130
$0.3130
$0.3130
$0.3130
$0.3130
$0.2613
$0.2613
$0.2613
$0.2613
$0.2613
$0.3130
$0.3130
$0.3130
$0.3130
$0.4400
$0.2810
$0.2810
$0.2716
$0.2716
$0.2152
$0.1617
$0.2505
$0.2505
$0.2377
$0.1772
$0.2621
$0.2621
$0.2504
$0.2504
$0.1912
$0.2721
$0.2721
$0.2616
$0.2616
$0.2038
$0.2890
$0.2804
$0.2804
$0.2839
$0.2890
30-Dec-16
30-Dec-17
30-Dec-18
30-Dec-19
30-Dec-20
28-Nov-17
28-Nov-18
28-Nov-19
28-Nov-20
28-Nov-21
28-Nov-17
28-Nov-18
28-Nov-19
28-Nov-20
28-Nov-21
28-Nov-17
28-Nov-18
28-Nov-19
28-Nov-20
28-Nov-21
28-Nov-18
28-Nov-19
28-Nov-20
28-Nov-21
5-Sep-17
Granted in current period
Nil
Options granted under the EEP or ESOP 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 to the date of this report, no Options were issued to Directors and other key
management personnel.
During the year no Directors or other key management personnel exercised options that were granted to them as part of their
compensation.
25
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
Fully Paid Ordinary Shares of Bionomics Limited
BALANCE AT
30 JUNE 2018
NUMBER
GRANTED AS
COMPENSATION
NUMBER
RECEIVED
ON EXERCISE
OF OPTIONS
NUMBER
Dr Errol De Souza
Dr Deborah Rathjen
Mr David Wilson
Mr Peter Turner
Mr Alan Fisher
Mr Mitchell Kaye
Mr Jack Moschakis
Dr Paul Rolan
Mr Adrian Hinton
366,698
2,550,901
200,000
200,000
-
-
-
-
-
-
-
-
-
-
35,518*
-
-
Mr Steven Lydeamore
100,000
34,091*
*Granted for performance in FY2018 and issued on 24 August 2018
-
-
-
-
-
-
-
-
-
-
Share options of Bionomics Limited
NET OTHER
CHANGE
NUMBER
BALANCE AT
30 JUNE 2019
NUMBER
-
366,698
(2,550,901)
-
-
-
-
-
(134,091)
-
200,000
400,000
-
-
35,518
-
-
-
BALANCE
HELD
NOMINALLY
NUMBER
-
-
200,000
-
-
-
-
-
-
-
BALANCE
VESTED
AND
EXERCISABLE
AT 30 JUNE
2018
NUMBER
500,000
1,265,000
500,000
400,000
500,000
-
Dr Errol De Souza
Dr Deborah Rathjen
Mr David Wilson
Mr Peter Turner
Mr Alan Fisher
Mr Mitchell Kaye
Mr Jack Moschakis
291,750
Dr Paul Rolan
-
Mr Steven Lydeamore
800,000
GRANTED
AS
COMPEN-
SATION
NUMBER
EXERCISED
NUMBER
NET OTHER
CHANGE
NUMBER
BALANCE
AT 30 JUNE
NUMBER
BALANCE
VESTED
AND
EXERCISABLE
AT 30
JUNE 2019
NUMBER
OPTIONS
VESTED
DURING
YEAR
NUMBER
-
-
-
-
-
-
-
-
-
-
-
-
-
500,000
200,000
100,000
(1,265,000)
-
-
-
(800,000)
-
500,000
400,000
500,000
-
-
200,000
100,000
200,000
-
-
100,000
100,000
100,000
-
291,750
191,750
50,000
-
-
-
-
-
-
No share options issued to KMP during the financial year
under the provisions of the ESOP or the EEP.
Details of the value of the employee share option plan and share
options are contained in Note 22 to the financial statements.
Other Transactions with Directors and Other Key
Management Personnel
Bionomics has strong disciplines to avoid any real or
perceived conflict of interest with respect to related party
transactions. Prospective related party transactions are
reviewed by board excluding Directors not associated with the
prospective transaction. Related party Directors must have
no involvement in the evaluation, negotiation or management
of transactions in which they have an interest. Full disclosure
is made in the Annual Report. The Company will continue to
assess any prospective agreements on an arm’s length basis.
During the year the Company contracted with WG Partners
LP (“WG Partners”), related party to Mr David Wilson. This
transaction is arm’s length within the meaning of Section
210 of the Corporations Act 2001 and therefore shareholder
approval is not required. Under the contract between the
Company and WG Partners, WG Partners provides
Bionomics with general financial advisory services in Europe
and the US for a retainer of A$10,000 per month (plus GST),
terminable on one months’ notice. The contract ended on
8 December 2018.
26
DIRECTORS’ REPORT
BIONOMICS 2019 ANNUAL REPORT
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 2019 was 7,686,550 under
the Employee Share Option Plan and no shares under option
were issued under the Employee Equity Plan. Shares under
option total 1.4% of common shares outstanding as at 30
June 2019.
Shares Issued on the Exercise of Options
No ordinary shares of Bionomics were issued during the year
ended 30 June 2019 on the exercise of options granted under
the Bionomics ESOP or EEP.
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 to the financial statements.
Warrants
In December 2016 the Company issued 16,082,988 warrants
at an exercise price of $0.5938, being the second tranche in
connection with a private placement to US equity holders.
These warrants are exercisable at the discretion of the
holder and exchangeable for 16,082,988 ordinary shares.
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 327B 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 27.
This directors’ report is signed in accordance with a
resolution of directors made pursuant to Section 298(2) of the
Corporations Act 2001.
Errol De Souza
Executive Chairman
20 August 2019
The Company issued 24,124,484 warrants in December
2015 being the first tranche in connection with the private
placement to US equity holders, exchangeable for 24,124,484
ordinary shares at a fixed price of $0.5938.
The company previously issued 988,843 warrants
exchangeable for 988,843 ordinary shares at a fixed price
(345,232 at $0.5288 and 643,611 at $0.54) in connection
with a US Dollar Loan or a lower number of shares for nil
consideration, with the number of shares calculated based
on 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.
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.
27
AUDITOR’S INDEPENDENCE DECLARATION
BIONOMICS 2019 ANNUAL REPORT
Deloitte Touche Tohmatsu
ABN 74 490 121 060
11 Waymouth Street
Adelaide, SA, 5000
Australia
Phone: +61 8 8407 7000
www.deloitte.com.au
19 August 2019
The Board of Directors
Bionomics Limited
31 Dalgleish Street
THEBARTON SA 5031
Dear Board Members
Auditor’s Independence Declaration to Bionomics Limited
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the following
declaration of independence to the Directors of Bionomics Limited.
As lead audit partner for the audit of the financial report of Bionomics Limited for the year ended 30 June
2019, I declare that to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii) any applicable code of professional conduct in relation to the audit.
Yours faithfully
DELOITTE TOUCHE TOHMATSU
Penny Woods
Partner
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte Network.
28
ANNUAL CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
PG 29
CONSOLIDATED STATEMENT OF PROFIT OR
LOSS AND OTHER COMPREHENSIVE INCOME
PG 30
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
PG 31
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
PG 32
CONSOLIDATED STATEMENT
OF CASH FLOWS
PG 33
NOTES TO THE
FINANCIAL STATEMENTS
PG 67
DIRECTORS’ DECLARATION
PG 68
INDEPENDENT AUDIT REPORT
TABLE OF CONTENTS
FINANCIAL STATEMENTS
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.
29
CONSOLIDATED STATEMENT OF PROFIT OR
LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE
30 JUNE 2019
$
30 JUNE 2018
$
CONTINUING OPERATIONS
Revenue
Other income
EXPENSES
Research and development expenses
Administration expenses
Occupancy expenses
Compliance expenses
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 PER SHARE FROM CONTINUING OPERATIONS
NOTE
Basic Loss per share
Diluted Loss per share
30
30
4,029,059
7,612,947
3,953,990
8,502,456
(8,977,465)
(7,468,374)
(1,885,519)
(852,198)
(2,364,301)
(9,905,851)
236,736
(9,669,115)
(25,246,525)
(9,269,438)
(1,416,637)
(712,746)
(2,057,799)
(26,246,699)
1,161,135
(25,085,564)
691,587
(8,977,528)
502,141
(24,583,423)
2019
($0.02)
(2 cents)
($0.02)
(2 cents)
2018
($0.05)
(5 cents)
($0.05)
(5 cents)
The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.
30
CONSOLIDATED STATEMENT
OF FINANCIAL POSITION
AS AT JUNE 30 2019
NOTE
8
10
9
11
12
14
15
16
9
17
18
19
21
20
17
18
19
7
33
22
23
30 JUNE 2019
$
13,985,477
30 JUNE 2018
$
24,930,461
886,739
550,000
664,541
7,835,254
1,210,203
25,132,214
2,507,469
12,761,430
12,874,177
384,000
28,527,076
53,659,290
4,190,840
8,451,733
933,979
-
225,736
13,802,288
741,704
8,647,490
32,217
2,938,417
9,799,033
22,158,861
35,961,149
17,698,141
712,643
550,000
490,090
8,269,118
968,011
35,920,323
2,744,155
12,469,535
13,547,816
384,000
29,145,506
65,065,829
5,859,857
5,696,255
1,503,562
137,600
87,351
13,284,625
363,636
15,736,333
37,882
3,003,389
15,682,109
34,823,349
48,107,974
16,957,855
144,944,233
13,619,537
(140,865,629)
17,698,141
135,211,955
13,098,497
(131,352,597)
16,957,855
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 liabilities
Contingent consideration
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
The above consolidated statement of financial position should be read in conjunction with the accompanying notes.
31
CONSOLIDATED STATEMENT
OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
FOREIGN
CURRENCY
TRANSLATION
RESERVE
$
SHARE-BASED
PAYMENTS
RESERVE
$
ISSUED
CAPITAL
$
ACCUMU-
LATED LOSSES
$
TOTAL EQUITY
$
BALANCE AT 30 JUNE 2017
134,536,428
5,060,539
9,052,338
(108,195,732)
40,453,573
Loss for the period
Exchange differences on translation of
foreign operations
Total Comprehensive Income
Recognition of share-based payments
SBP cost of exercised options
Transfer of cancelled options
Prior year tax entries
Issue of ordinary shares under Employee
Share Option Plan
-
-
-
-
264,373
-
-
411,154
-
502,141
502,141
-
-
-
-
-
-
-
-
(25,085,564)
(25,085,564)
-
502,141
(25,085,564)
(24,583,423)
537,259
(264,373)
-
-
(1,789,407)
1,789,407
537,259
-
-
-
-
139,292
139,292
-
411,154
BALANCE AT 30 JUNE 2018
135,211,955
5,562,680
7,535,817
(131,352,597)
16,957,855
Loss for the period
Exchange differences on translation of
foreign operations
Total Comprehensive Income
Recognition of share-based payments
Transfer of cancelled options
Issue of ordinary shares under a share
placement
Issue of ordinary shares under a share
purchase plan
Issue of ordinary shares to employees
Share issue costs
-
-
-
-
-
9,849,787
250,000
52,860
(420,369)
-
691,587
691,587
-
-
-
-
-
-
-
-
-
(9,669,115)
(9,669,115)
-
691,587
(9,669,115)
(8,977,528)
(14,464)
(156,083)
-
(14,464)
156,083
-
-
-
-
-
-
-
-
-
9,849,787
250,000
52,860
(420,369)
BALANCE AT 30 JUNE 2019
144,944,233
6,254,267
7,365,270
(140,865,629)
17,698,141
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
32
CONSOLIDATED STATEMENT
OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE
CASH FLOWS FROM OPERATING ACTIVITIES
Research and development incentives received
Receipts from customers
Payments to suppliers and employees
Interest paid
Net Cash Used By Operating Activities
29(b)
CASH FLOWS FROM INVESTING ACTIVITIES
Interest received
Payments for purchases of property, plant and equipment
Proceeds from disposals
Net Cash Generated By Investing Activities
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of borrowings
Proceeds from borrowings
Proceeds from share issues
Share issue costs paid
Net Cash Generated By Financing Activities
Net Decrease In Cash and Cash Equivalents
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)
2019
$
6,568,807
5,067,487
(25,283,546)
(1,934,652)
(15,581,904)
282,649
(98,927)
13,930
197,652
(5,327,426)
-
10,099,787
(420,369)
4,351,992
(11,032,260)
24,930,461
87,276
13,985,477
2018
$
8,196,353
5,498,757
(32,218,600)
(1,929,303)
(20,452,793)
568,741
(487,495)
-
81,246
(154,584)
2,377,649
411,154
-
2,634,219
(17,737,328)
42,873,656
(205,867)
24,930,461
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
33
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
TABLE OF CONTENTS
34
34
43
44
45
46
46
48
48
48
49
49
49
49
50
51
51
NOTE 1: GENERAL INFORMATION
NOTE 2: SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
NOTE 3: CRITICAL ACCOUNTING ESTIMATES
AND JUDGMENTS
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
52
53
53
53
54
58
58
62
62
63
63
63
64
64
65
66
66
NOTE 18: BORROWINGS
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: LOSS PER SHARE
NOTE 31: RELATED PARTY TRANSACTIONS
NOTE 32: PARENT ENTITY INFORMATION
NOTE 33: CONTINGENT CONSIDERATION
NOTE 34: CONTINGENT LIABILITIES
34
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
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.
(i) 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 20 August 2019.
(ii) 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.
(iii) Going Concern
The financial report has been prepared on the going concern
basis, which assumes that the Group will be able to realise
its assets and extinguish its liabilities in the normal course of
business and at amounts stated in the financial report.
For the year ended 30 June 2019 the Group incurred a net loss
of $9,669,115 (30 June 2018: $25,085,564) and had a net cash
outflow from operating activities of $15,581,904 (30 June 2018:
$20,452,793). At 30 June 2019, the Group has cash reserves of
$13,985,477 (30 June 2018: $24,930,461).
During July 2019 the Group received a $1,324,459 R&D Tax
Incentive refund relating to the year ended 30 June 2018,
following an internal review of the Group’s application by the
Department of Industry, Innovation & Science, refer Note 27
Subsequent Events for additional information.
For the Group to fund a second BNC210 Phase 2 PTSD clinical
trial, meet administration costs and continue to pay its debts
as and when they fall due and payable, the Group is dependent
on raising additional funds, which may include:
• Raising capital by one or a combination of the following;
a private placement of shares, a pro-rata issue to
shareholders, the exercise of outstanding share options
and warrants, and/or a further issue of shares to the
public; and
• Sale or partial sale of some of the Group’s assets, or
licensing of some of the Group’s compounds which are
currently in the drug development stage.
Excluding the funding for a second BNC210 Phase 2 PTSD
clinical trial, the amount that the Group will be required to
raise during the second half of the financial year is at least
$3,000,000.
35
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
At the date of signing this report, the Board of Directors have
reasonable grounds to believe that the Group will be able to
raise additional funds by one or more of the methods outlined
above and that it is therefore appropriate to prepare the
financial report on the going concern basis.
Should the Group be unable to raise additional funds there is
a material uncertainty as to whether the Group will continue
as a going concern and, therefore, whether it will realise its
assets and extinguish its liabilities in the normal course of
business.
The financial report does not include any adjustments
relating to the recoverability and classification of recorded
asset amounts and the amount and classification of liabilities
that might be necessary should the Group not continue as a
going concern.
(iv) Application of New and Revised Accounting Standards
In the current year, the Group has adopted all 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 an accounting
period that begins on or after 1 July 2018.or the current annual
reporting period.
New and revised Standards and amendments thereof and
Interpretations effective for the current year that are relevant to
the Group include:
• AASB 9 Financial Instruments and related amending
Standards
• AASB 15 Revenue from Contracts with Customers and
related amending Standards
AASB 9 Financial Instruments and Related Amending
Standards
In the current year, the Group has applied AASB 9 Financial
Instruments (as amended) and the related consequential
amendments to other Accounting Standards that are effective
for an annual period that begins on or after 1 January 2018.
The transition provisions of AASB 9 allow an entity not to
restate comparatives.
There were no financial assets or financial liabilities which
the Group had previously designated as at FVTPL under AASB
139 that were subject to reclassification or which the Group
has elected to reclassify upon the application of AASB 9.
There were no financial assets or financial liabilities which
the Group has elected to designate as at FVTPL at the date of
initial application of AASB 9.
The Directors of the Company reviewed and assessed the
Group’s existing financial assets as at 1 July 2018 based on
the facts and circumstances that exist at that date and
concluded that the initial application of AASB 9 has had no
material impact on the Group’s financial assets as regards
their classification and measurement.
AASB15 Revenue from Contracts with Customers and
Related Amending Standards
In the current year, the Group has applied AASB15 Revenue
from Contracts with Customers (as amended) which is
effective for an annual period that begins on or after 1 January
2018. AASB 15 introduced a 5-step approach to revenue
recognition. Far more prescriptive guidance has been added in
AASB15 to deal with specific scenarios.
The Group’s accounting policies for its revenue streams are
disclosed in detail in note (v) (c) below.
The application of AASB 15 has had no material impact on the
Group’s loss after tax or balance sheet
Certain new accounting standards and interpretations have been
published that are not mandatory for 30 June 2019 reporting
periods and have not been early adopted by the Group. With
the exception of AASB 16, the Group do not expect those new
standards and interpretations will have a material impact on the
financial statements of the Group in future periods. The Group’s
assessment of the impact of AASB 16 is set out below.
AASB 16 Leases
The Group will be adopting the new accounting standard on
leases from 1 July 2019, using the “modified retrospective
approach” for all leases as allowed in the transitional
provisions of the standard. The new accounting standard
requires all leases to be recognised on the balance sheet,
except for short-term leases and leases of low value assets,
by recognising a right-of-use asset and a corresponding
liability of the leased asset.
Under the modified retrospective approach on initial
application the right-of-use asset will be measured at an
amount equal to the lease liability, adjusted by the amount of
any prepaid or accrued lease payments relating to that lease
recognised in the statement of financial position immediately
before the date of initial application. Subsequently, the right-
of-use asset will be measured at cost less accumulated
depreciation and impairment losses, adjusted for any
remeasurement of the lease liability.
On initial application the lease liability will be measured at the
present value of the remaining lease payments, discounted
using the Group’s incremental borrowing rate at the date of
initial application. Subsequently, the lease liability is adjusted
for interest and lease payments, as well as the impact of lease
modifications.
The classification of cash flows will also be affected as
operating lease payments are currently presented as
operating cash flows; whereas under the new standard, the
lease payments will be split into principal and interest which
will be presented as financing and operating cash flows.
The Group will recognise the lease payments associated
with short-term leases and leases of low value assets as an
expense on a straight-line basis over the lease term.
36
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
The financial effect of adopting this standard:
•
•
In the balance sheet will be the recognition of right-of-use
asset and Lease liability of $2,985,049 as at 1 July 2019.
In profit and loss for the year ended 30 June 2020 will be
the reduction in rent expense by $991,960, increase in
amortisation of $920,970 and increase in interest expense
of $87,095.
(v) Accounting Policies
The following significant accounting policies have been
adopted in the preparation and presentation of the financial
report.
(a) Basis of Consolidation
The consolidated financial statements incorporate
the financial statements of the Company and entities
controlled by the Company and its subsidiaries. Control is
achieved when the Company:
• Has power over the investee;
•
Is exposed, or has rights, to variable returns from its
involvement with the investee; and
• Has the ability to use its power to affect its returns.
Consolidation of a subsidiary begins when the Company
obtains control over the subsidiary and ceases when the
Company loses control of the subsidiary. Specifically,
income and expenses of a subsidiary acquired or disposed
of during the year are included in the consolidated
statement of profit or loss and other comprehensive
income from the date the Company gains control until the
date when the Company ceases to control the subsidiary.
When necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting
policies into line with the Group’s accounting policies.
All intragroup assets and liabilities, equity, income,
expenses and cash flows relating to transactions
between members of the Group are eliminated in full on
consolidation.
(b) Foreign Currencies
The individual financial statements of each group entity
are presented in the currency of the primary economic
environment in which the entity operates (its functional
currency). For the purpose of the consolidated financial
statements, the results and financial position of each
group entity are expressed in Australian dollars (‘$’),
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.
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
(i) Licence revenues in connection with licensing of the
Group’s intellectual property (including patents) to
collaborators are recognised as a right to use the
entity’s intellectual property as it exists at the point in
time at which the licence is granted. This is because
the contracts for the licence of intellectual property
are distinct and do not require, nor does the customer
reasonably expect, that the Group will undertake
further activities that significantly affect the intellectual
property to which the collaborator has rights. Although
the Group is entitled to sales-based royalties from
any eventual sales of goods and services to third
parties using the intellectual property transferred,
these royalty arrangements do not of themselves
indicate that the collaborator would reasonably expect
the Group to undertake such activities, and no such
activities are undertaken or contracted in practice.
Accordingly, the promise to provide rights to the
Group’s intellectual property is accounted for as a
performance obligation satisfied at a point in time.
The following consideration is received in exchange for
licences of intellectual property:
37
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
(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. 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
(a) Up-front payments - These are fixed amounts and
are recognised at the point in time when the Group
transfers the intellectual property to the collaborator.
(b) Milestone payments - These are variable
consideration that depends upon the collaborator
reaching certain milestones in relation to the
intellectual property licenced. Such amounts are only
recognised when it is highly probable that a significant
reversal in the amount of cumulative revenue
recognised will not occur when the uncertainty
associated with the variable consideration (ie.
the collaborator meeting the conditions to trigger
payment) is subsequently resolved.
(c) Sales-based royalties - These are variable
consideration amounts promised in exchange
for the licence of intellectual property that occur
late in the collaborator’s development of the
intellectual property and are recognised when the
sales to third parties occur (as the performance
obligation to transfer the intellectual property to
the collaborator is already satisfied).
(ii) For contracted research and development work, the
customer controls all the work in progress as the
work is being carried out, as the work is called out
to the customer’s specification and if a contract is
terminated by the customer, then the Group is entitled
to reimbursement of the costs incurred to date,
including a reasonable margin. Invoices are issued
according to contractual terms and unvoiced amounts
are presented as other receivables.
Any amounts received from customers prior to
the performance obligations being completed are
recorded as unearned income and held on the balance
sheet, until the relevant performance obligations have
been completed in line with the policies above.
The group does not expect to have any contracts
where the period between the transfer of the promised
goods or services to the customer and payment by the
customer exceeds one year. As a consequence, the
group does not adjust any of the transaction prices for
the time value of money.
(iii) 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).
38
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
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 ‘Income Taxes’ and AASB 119 ‘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 ‘Share-based Payment’ at the
acquisition date; and
• Assets (or disposal groups) that are classified as held
for sale in accordance with AASB 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 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 9 or AASB 137 ‘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.
39
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
(g) Impairment of Tangible and Intangible Assets Other than
(h) Cash and Cash Equivalents
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 to which the asset belongs. When a reasonable and
consistent basis of allocation can be identified, corporate
assets are also allocated to individual cash generating
units, or otherwise they are allocated to the smallest
group of cash generating units for which a reasonable and
consistent allocation basis can be identified.
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 cash
generating units 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 cash generating
unit) is estimated to be less than its carrying amount, the
carrying amount of the asset (or cash generating unit) is
reduced to its recoverable amount. An impairment loss
is recognised immediately in profit or loss, unless the
relevant asset is carried at a revalued amount, in which
case the impairment loss is treated as a revaluation
decrease.
Where an impairment loss subsequently reverses, the
carrying amount of the asset (or cash generating unit)
is increased to the revised estimate of its recoverable
amount, but so that the increased carrying amount does
not exceed the carrying amount that would have been
determined had no impairment loss been recognised
for the asset (or cash generating unit) in prior years. A
reversal of an impairment loss is recognised immediately
in profit or loss, unless the relevant asset is carried at
a revalued amount, in which case the reversal of the
impairment loss is treated as a revaluation increase.
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.
The depreciation rates for each class of depreciable
assets are:
• Buildings
• Plant and equipment
25 years
20 – 40%
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
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.
All recognised financial assets are measure subsequently
in their entirety at either amortised cost or fair value,
depending on the classification of the financial assets.
Classification of financial assets
• The financial asset is held within a business model
whose objective is to hold financial assets in order to
collect contractual cash flow; and
40
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
• The contractual terms of the financial asset give
rise on specified dates to cash flows that are solely
payment of principal and interest on the principal
amount outstanding.
Debt instruments that meet the following conditions
are measured subsequently at fair value through other
comprehensive income (FVTOCI):
• The financial asset is held within a business model
whose objective is achieved by both collecting
contractual cash flows and selling the financial assets;
and
• The contractual terms of the financial asset give
rise on specified dates to cash flows that are solely
payments of principal and interest on the principal
amount outstanding.
By default, all other financial assets are measured
subsequently at fair value through profit or loss (FVTPL).
Despite the forgoing, the Group may make the following
irrevocable election/designation at initial recognition of a
financial asset:
• The Group may irrevocably elect to present
subsequent changed in fair value of an equity
investment in other comprehensive income if certain
criteria are met (see (iii) below); and
• The Group may irrevocably designate a debt
investment that meets the amortised cost or FVTOCI
criteria as measured at FVTPL if doing so eliminates
or significantly reduces an accounting mismatch (see
(iv) below).
(i) Amortised Cost and Effective Interest Method
The effective interest method is a method of
calculating the amortised cost of a debt instrument
and of allocation interest income over the relevant
period.
For financial assets other than purchased or originated
credit-impaired financial assets (i.e. assets that are
credit-impaired on initial recognition), the effective
interest rate is the rate that exactly discounts
estimated future cash receipts (including all fees
and points paid or received that form an integral part
of the effective interest rate, transaction costs and
other premiums or discounts) excluding expected
credit losses, through the expected life of the debt
instrument, or, where appropriate, a shorter period, to
the gross carrying amount of the debt instrument on
initial recognition. For purchased or originated credit-
impaired financial assets, a credit-adjusted effective
interest rate is calculated by discounting the estimated
future cash flows, including expected credit losses,
to the amortised cost of the debt instrument on initial
recognition.
The amortised cost of a financial asset is the amount
at which the financial asset is measured at initial
recognition minus the principal repayments, plus the
cumulative amortisation using the effective interest
method of any difference between that initial amount
and the maturity amount, adjusted for any loss
allowance.
The gross carrying amount of a financial asset is the
amortised cost of a financial asset before adjusting for
any loss allowance.
Interest income is recognised using the effective
interest method for debt instruments measured
subsequently at amortised cost and at FVTOCI. For
financial assets other that purchased or originated
credit-impaired financial assets, interest income is
calculated by applying the effective interest rate to
the gross carrying amount of a financial asset, except
for financial assets that have subsequently become
credit-impaired, (see below). For financial assets that
have subsequently become credit-impaired, interest
income is recognised by applying the effective interest
rate to the amortised cost of the financial asset. If,
in subsequent reporting periods, the credit risk on
the credit-impaired financial instrument improves so
that the financial asset is no longer credit-impaired,
interest income is recognised by applying the effective
interest rate to the gross carrying amount of the
financial asset.
For purchased or originated credit-impaired financial
assets, the Group recognises interest income by
applying the credit-adjusted effective interest rate to
the amortised cost of the financial asset from initial
recognition. The calculation does not revert to the
gross basis even if the credit risk of the financial asset
subsequently improves so that the financial asset is no
longer credit-impaired.
Interest income is recognised in profit or loss and is
include in the “finance income – interest income”
line item.
(ii) Financial Assets at FVTPL
Financial assets that do not meet the criteria for being
measured at amortised cost or FVTOCI (see (i) to (iii)
above) are measure at FVTPL. Specifically:
•
Investments in equity instruments are classified as
at FVTPL, unless the Group designates an equity
investment that is neither held for trading nor a
contingent consideration arising from a business
combination as at FVTOCI on initial recognition
(see (iii) above).
• Debt instruments that do not meet the amortised
cost criteria or the FVTOCI criteria (see(i) and (ii)
above) are classified as at FVTPL. In addition, debt
41
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
(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 cash generating units
(CGU) (or groups of 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 CGU 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 CGU and then to the other assets of the CGU pro
rata based on the carrying amount of each asset in the
CGU. 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).
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
instruments that meet either the amortised cost
criteria or the FVTOCI criteria may be designated
as at FVTPL upon initial recognition if such
designation eliminates or significantly reduces
a measurement or recognition inconsistency (so
called ‘accounting mismatch’) that would arise
from measuring assets or liabilities or recognising
the gains and losses on them on different bases.
The Group has not designated any debt instructions
as at FVTPL.
Financial assets at FVTPL are measured at fair value
at the end of each reporting period, with any fair
values gains or losses recognised in profit or loss to
the extent they are not part of a designated hedging
relationship (see hedge accounting policy0. The net
gain or loss recognised in profit or loss includes any
dividend or interest earned on the financial asst and is
included in the ‘other gains and losses’ line item.
(iii) Impairment of Financial Assets
The Group recognises a loss allowance for expected
credit losses (ECL) on investments in debt instruments
that are measured at amortised cost or a FVTOCI,
lease receivables, trade receivables and contract
assets, as well as on financial guarantee contracts.
The amount of expected credit losses is updated at
each reporting date to reflect changes in credit risk
since initial recognition of the respective financial
instrument.
The Group always recognises lifetime ECL for trade
receivables, contract assets and lease receivables.
The expected credit losses on these financial assets
are estimated using a provision matrix based on the
Group’s historical credit loss experience, adjusted
for factors that are specific to the debtors, general
economic conditions and an assessment of both the
current as well as the forecast direction of conditions
at the reporting date, including time value of money
where appropriate.
For all other financial instruments, the Group
recognises lifetime ECL when there has been
a significant increase in credit risk since initial
recognition. However, if the credit risk on the financial
instrument has not increased significantly since initial
recognition, the Group measures the loss allowance
for that financial instrument at an amount equal to
12-month ECL.
Lifetime ECL represents the expected credit losses
that will result from all possible default events over
the expected life of a financial instrument. In contrast,
12-month ECL represents the portion of lifetime ECL
that is expected to result from default events on a
financial instrument that are possible within 12 months
after the reporting date.
42
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
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.
(o) Employee Benefits
(i) Short-term and Long-term Employee Benefits
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
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.
(p) Borrowings (Other Financial Liabilities)
(i) Warrants
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 until the warrant
is issued, 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.
Share-based compensation benefits are provided to
employees via the Bionomics Employee Equity Plan (EEP).
(q) Borrowing Costs
The fair value of shares issued to employees for no
cash consideration under the EEP 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 disclosure in the Remuneration Reports and Note 22
relates to the former ESOP and the EEP. The Bionomics
EEP was approved by the Board and shareholders in
2017. 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
All borrowing costs are recognised in profit or loss in the
period in which they are incurred.
(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
43
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
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.
NOTE 3: CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS
The preparation of our consolidated financial statements requires
the Group to make estimates and judgments 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 judgments and base estimates and judgments
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 2019.
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 judgment
or estimates by management.
(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.
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 cash generating units to which goodwill or other intangible
assets have been allocated. The value in use calculation is
judgmental in nature and requires the Group to make a number of
estimates including the future cash flows expected to arise from
the cash generating units based on actual current market deals for
drug compounds within the cash generating unit 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
cash generating unit exceeds its recoverable amount, the cash
generating unit is considered impaired and the assets in the cash
generating unit are written down to their recoverable amount.
Impairment losses are recognised in the consolidated statement
of profit or loss and other comprehensive income. A detailed
valuation was performed as of 30 June 2019 and each computed
fair value (based on a value-in-use model) of our cash generating
unit 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 2019.
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.
During the year there has been a change in estimate in the revenue
projections to align more closely to other signed contracts.
44
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
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 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 below.
(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 2019
$
30 JUNE 2018
$
30 JUNE 2019
$
30 JUNE 2018
$
701,486
7,099,150
7,800,636
-
(4,969,944)
(17,706,864)
8,283,753
8,283,753
(22,712)
1,854,721
(4,992,656)
(15,852,143)
Less intercompany revenue included in contract services
(3,976,210)
(4,530,295)
-
-
Corporate (rent income)
Interest income
Financing expenses
Adjustment for changes in timing of expected revenue
projections relating to contingent consideration (note 33)
Corporate administration expenses
Loss before income tax
204,633
200,532
204,633
200,532
4,029,059
3,953,990
(4,788,023)
(15,651,611)
282,649
574,904
(2,364,301)
(2,031,784)
7,169,915
-
(10,208,091)
(9,138,208)
(9,907,851)
(26,246,699)
Revenue reported above for Contract services includes intersegment sales. There were no intersegment 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, excluding intercompany assets and liabilities:
ASSETS
Drug discovery and development
Contract services
Corporate
Total Assets
LIABILITIES
Drug discovery and development
Contract services
Corporate
Total liabilities
30 JUNE 2019
$
30 JUNE 2018
$
32,748,293
5,176,320
37,924,613
15,734,677
53,659,290
1,336,607
3,667,546
5,004,153
30,956,996
35,961,149
33,105,728
7,469,574
40,575,302
24,490,527
65,065,829
3,597,172
2,917,952
6,515,124
41,592,850
48,107,974
45
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
30 JUNE 2019
$
30 JUNE 2018
$
-
98,927
98,927
399,846
87,649
487,495
30 JUNE 2019
$
30 JUNE 2018
$
1,502,598
136,955
1,639,553
1,412,840
254,970
1,667,810
30 JUNE 2019
$
30 JUNE 2018
$
701,486
3,122,940
204,633
-
3,753,458
200,532
4,029,059
3,953,990
NOTE 4: SEGMENT INFORMATION CONT.
(b) Segment Assets and Liabilities CONT.
ADDITIONS TO NON-CURRENT ASSETS
Drug discovery and development
Contract services
(c) Other Segment Information
The segment result above has been determined after including the following items:
DEPRECIATION AND AMORTISATION YEAR ENDED
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:
Drug discovery and development
Contract services
Corporate (rent income)
(e) Geographical Information
The Group operates in three geographical areas,
Australia, France and 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 2019
$
30 JUNE 2018
$
30 JUNE 2019
$
30 JUNE 2018
$
906,119
1,395,770
26,457,459
26,946,189
3,122,940
2,558,220
2,069,617
2,199,317
-
-
-
-
4,029,059
3,953,990
28,527,076
29,145,506
(f) Information about Major Customers
Included in revenues for the drug discovery and development segment is $654,150 (2018: $nil) from one party. No other customer
contributed 10% or more to the Group’s revenue for both 2019 and 2018.
NOTE 5: REVENUE AND OTHER INCOME
Revenue
Contract services
Licences
Rent
Other Income from Continuing Operations
Interest income
Foreign Government grants
Government Research and Development Incentives (i)
2019
$
2018
$
3,122,940
3,753,458
701,486
204,633
-
200,532
4,029,059
3,953,990
282,649
871,766
6,458,532
7,612,947
574,904
1,358,745
6,568,807
8,502,456
46
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 5: REVENUE AND OTHER INCOME CONT
(i) The Government Research and Development Incentives include cash refunds provided by the Australian Government for 43.5%
(2018: 43.5%) 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 2019 has been excluded from the calculation of the Research and Development Incentive and if approved, will
result in an additional receipt of approximately $nil (2018: $1.3m).
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
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
Employment benefit expenses of:
Wages and salaries
Superannuation
Share-based payments
Unrealised foreign currency loss
(Gain)/Loss on disposal of assets
Plant and equipment
Adjustment for changes in timing of expected revenue projections relating to contingent
consideration (note 33)
NOTE 7: INCOME TAXES
(a) Income Tax Recognised in Profit or Loss
Current Tax
In respect of the current year*
In respect of the prior year
Deferred Tax
Recognised in current year
Total Income Tax Benefit
2019
$
2018
$
1,914,148
450,153
2,364,301
124,337
248,856
-
373,193
1,725,937
331,862
2,057,799
133,926
254,534
20,017
408,477
1,334,969
1,259,333
1,001,145
996,957
8,705,041
8,933,819
614,289
38,396
9,357,726
1,762,420
715,646
537,259
10,186,724
3,903,945
(6,869)
40,121
(7,169,915)
-
2019
$
-
-
-
2018
$
467,343
-
467,343
(236,736)
(236,736)
(236,736)
(1,628,478)
(1,628,478)
(1,161,135)
*In the current year this liability has been reduced by the withholding tax ($650,613) associated with the milestone payment received.
47
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 7: INCOME TAXES CONT.
(b) Reconciliation to Accounting Loss
Loss from continuing operations
Tax at the Australian tax rate of 30% (2018: 30%)
Tax Effect of Non-Deductible / Non-Assessable Amounts
Foreign exchange contingent consideration
Exempt income from government assistance
Entertainment
Contingent consideration
Share-based payments
Research and development expenditure
Temporary differences not recorded as an asset
Tax losses not recorded
Effect of different tax rates in other jurisdictions
Unrecognised tax losses used in current period
(c) Net Deferred Tax Liability Recognised
Net deferred tax liability is attributable to the following deferred tax asset/(liability) items:
Property, plant & equipment denominated in EUR
Intangibles denominated in EUR
Intangibles denominated in USD
Tax losses denominated in USD
(d) Movement in Net Deferred Tax Liability
Opening balance
Recognised in income
Recognised in equity
Closing balance
(e) Net Deferred Tax Asset Not Recognised
Revenue tax losses
Net timing difference
2019
$
2018
$
(9,905,851)
(26,246,699)
(2,971,755)
(7,874,010)
251,006
216,127
(1,937,560)
(1,970,642)
2,604
(2,015,929)
11,519
3,556,712
(127,446)
3,028,169
4,273
(38,329)
(236,736)
2019
$
(516,624)
(15,301)
2,941
120,917
161,178
4,530,212
954,289
2,457,993
239,860
-
(1,161,135)
2018
$
(526,612)
(37,191)
(2,622,608)
(2,678,943)
216,116
239,357
(2,938,417)
(3,003,389)
2019
$
2018
$
(3,003,389)
(4,771,162)
236,736
(171,764)
1,628,478
139,295
(2,938,417)
(3,003,389)
2019
$
2018
$
22,348,314
3,260,019
19,358,474
3,387,465
25,608,333
22,745,939
Deferred tax assets have not been recognised in respect to these items as it is not probable at this time that future taxable profits will be
available against which the Group can utilise the benefit.
(f) 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).
48
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
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
The weighted average interest rate on these deposits is 1.5% per annum (2018: 2.42% per annum).
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
2019
$
2018
$
13,590,052
24,697,755
395,425
232,706
13,985,477
24,930,461
2019
$
2018
$
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 for a bank guarantee (Note
34(ii)) respectively that are not available for use. The effective interest rate on these deposits is 2.19% (2018: 2.54%) and maturity dates
are 4 July 2019 and 18 March 2020 respectively (2018: 2 July 2018 and 18 March 2019 respectively).
NOTE 10: TRADE AND OTHER RECEIVABLES
Current
Trade receivables
Loss allowance
GST and Value Added Tax (VAT) receivables
Other
2019
$
816,750
(6,318)
810,432
61,178
15,129
886,739
2018
$
563,716
-
563,716
129,588
19,339
712,643
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. Loss 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.
Before accepting any new customer, the Group reviews the quality of the customer, and this is reviewed prior to commencing new major work.
Movement in the Loss Allowance
Balance at beginning of the year
Impairment losses recognised on receivables
Balance at end of the year
2019
$
-
6,318
6,318
2018
$
-
-
-
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
49
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
2019
$
2018
$
664,541
490,090
2019
$
1,207,523
2,680
1,210,203
2018
$
953,288
14,723
968,011
NOTE 13: SUBSIDIARIES
Details of the Group’s subsidiaries at the end of the reporting period are as follows:
PERCENTAGE OWNED
(%)
ENTITY
Head Entity
PRINCIPAL ACTIVITY
COUNTRY OF
INCORPORATION
2019
2018
Bionomics Limited
Research and Development
Australia
Subsidiaries of Bionomics Limited
Neurofit SAS
Contract Research Organisation
France
Iliad Chemicals Pty Limited
Asset owner
Australia
Bionomics, Inc.
PC SAS
Research and Development
United States
Contract Research Organisation
France
NOTE 14: PROPERTY, PLANT AND
EQUIPMENT
FREEHOLD
LAND AT
COST
$
BUILDING
AT COST
$
PLANT AND
EQUIPMENT
AT COST
$
N/A
100
100
100
100
EQUIPMENT
UNDER
FINANCE
LEASE
AT COST
$
N/A
100
100
100
100
TOTAL
$
Cost at 30 June 2017
262,964
1,965,988
3,279,397
592,387
6,100,736
Additions
Disposals
Transfer
Foreign currency exchange differences
Cost at 30 June 2018
Additions
Disposals
-
-
-
16,879
279,843
-
-
5,141
-
-
126,196
482,354
(106,402)
592,387
35,323
2,097,325
4,283,059
-
-
98,927
(166,392)
16,359
-
-
(592,387)
-
-
-
-
-
-
487,495
(106,402)
-
178,398
6,660,227
98,927
(166,392)
68,812
6,661,574
Foreign currency exchange differences
6,175
46,278
Cost at 30 June 2019
286,018
2,143,603
4,231,953
Accumulated depreciation at 30 June 2017
Depreciation (Note 6)
Disposals
Transfer
Foreign currency exchange differences
Accumulated depreciation at 30 June 2018
-
-
-
-
-
-
(324,054)
(2,586,637)
(572,370)
(3,483,061)
(133,926)
(254,534)
(20,017)
(408,477)
-
-
(10,806)
66,281
(592,387)
(80,009)
(468,786)
(3,447,286)
-
592,387
-
-
66,281
-
(90,815)
(3,916,072)
50
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 14: PROPERTY, PLANT AND
EQUIPMENT CONT.
Depreciation (Note 6)
Disposals
Foreign currency exchange differences
Accumulated depreciation at 30 June 2019
FREEHOLD
LAND AT
COST
$
-
-
-
-
BUILDING
AT COST
$
PLANT AND
EQUIPMENT
AT COST
$
(124,337)
(248,856)
-
(11,974)
159,331
(12,197)
(605,097)
(3,549,008)
Net Carrying Amounts at 30 June 2018
Net Carrying Amounts at 30 June 2019
279,843
286,018
1,628,539
1,538,506
835,773
682,945
Non-Current Assets Pledged as Security
Refer to Note 18 for information on non-current assets pledged as security by the Group.
EQUIPMENT
UNDER
FINANCE
LEASE
AT COST
$
-
-
-
-
-
-
NOTE 15: GOODWILL
Carrying amount at 30 June 2017
Additions
Foreign currency exchange differences
Carrying amount at 30 June 2018
Additions
Foreign currency exchange differences
Carrying amount at 30 June 2019
TOTAL
$
(373,193)
159,331
(24,171)
(4,154,105)
2,744,155
2,507,469
$
12,264,122
-
205,413
12,469,535
-
291,895
12,761,430
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), Note 2(g) respectively. 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 post-tax discount
rate of 15% 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
2019
$
2018
$
12,761,430
12,469,535
-
-
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 20 years covering drug discovery, development,
approval and marketing, and a post-tax discount rate of 15% per annum (2018: 15% per annum). The cash flow projections are weighted
based on the observable market comparables probability of realising projected milestone and royalty 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.
51
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 15: GOODWILL CONT.
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 lifecycle 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 2017
Additions
Foreign currency exchange differences
Gross carrying amount at 30 June 2018
Additions
Foreign currency exchange differences
Gross carrying amount at 30 June 2019
Accumulated amortisation amount at 30 June 2017
Amortisation (Note 6)
Foreign currency exchange differences
Accumulated amortisation amount at 30 June 2018
Amortisation (Note 6)
Foreign currency exchange differences
Accumulated amortisation amount at 30 June 2019
Net carrying amount 30 June 2018
Net carrying amount 30 June 2019
NOTE 17: TRADE AND OTHER PAYABLES
Current
Trade payables
Accrued expenses
Other payables
Non-Current
Other payables
$
24,213,632
-
786,684
25,000,316
-
990,515
25,990,831
(9,882,788)
(1,259,333)
(310,379)
(11,452,500)
(1,334,969)
(329,185)
(13,116,654)
13,547,816
12,874,177
2019
$
2018
$
1,202,705
2,950,969
37,166
3,607,199
2,252,658
-
4,190,840
5,859,857
741,704
363,636
The average credit period on purchases of goods is 45 days. No interest is paid on the trade payables. The Group has financial risk
management policies in place to ensure that all payables are paid within the credit timeframe.
Other payables relate to incentive grants (interest free) received from the French Government for research projects. The amounts are
repayable over a five year period in quarterly installments commencing two years after receipt of the incentive grant.
NOTE 18: BORROWINGS
Unsecured – at Amortised Cost
Bank Overdraft
Secured – at Amortised Cost
Commercial bill (i)
Equipment mortgage (ii)
Bank loan (iii)
Loan Movement Schedule
Opening Balance – 1 July
Drawdown on Bank Loan
Equipment mortgages
Repayments
Foreign currency exchange differences
Closing Balance – 30 June
Disclosed in the financial statements as:
- Current liabilities
- Non-current liabilities
52
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
2019
$
2018
$
-
23,052
550,000
387,837
550,000
597,480
16,161,386
20,262,056
17,099,223
21,432,588
21,432,588
18,509,518
-
-
(5,327,426)
994,061
2,026,206
351,443
(154,584)
700,005
17,099,223
21,432,588
8,451,733
8,647,490
5,696,255
15,736,333
17,099,223
21,432,588
(i) The rolling commercial bill line is secured by a restricted deposit of $550,000 (2018: $550,000) and shown in Note 9. The commercial
bill has an effective interest rate of 2.96% (2018: 3.43%) and. is due for repayment on 1 July 2019 (2018: 4 July 2018)
(ii) The equipment mortgage loans are for equipment (which secure the loans) and have an interest rate of 5.53% (2018: 5.53%) and have
terms of three to five years (2018: three to five years). As at 30 June 2019 the written down value of this equipment is $447,212 (2018:
$539,913).
(iii) Bank loan is a secured US $11.4 million (2018: US$15.0 million) borrowing. The loan bears interest at a rate of 9.75% (2018: 9%)
and repayable in equal installments over 33 months from 1 December 2018. 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 shareholders. 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 covenants as
of 30 June 2019.
The unused facilities available at 30 June 2019 of the Group’s bank overdraft is $80,645 (2018: $25,612) and equipment finance facility is
$312,163 (2018: $102,520) 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.
53
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
2019
$
2018
$
933,979
1,503,562
32,217
37,882
2019
$
2018
$
225,736
87,351
2019
$
-
-
137,600
-
-
(137,600)
-
2018
$
137,600
137,600
106,441
-
-
31,159
137,600
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
Balance at beginning of period
Warrants value at date of issue
Conditional warrants initial value
Change in value recognised in profit or loss
Balance at end of period
Refer Note 22(e) for details about the fair value of the warrant.
Warrants
A derivative was recognised in relation to the warrants issued by the Group in connection with the USD loan included in Note 18(iii). These
warrants are currently exercisable at the discretion of the holder and exchangeable for either 988,843 (2018: 988,843) ordinary shares at
a fixed price (345,232 at $0.5288 and 643,611 at $0.54) or, if the holder elects to do a cashless exercise where the fair market value of an
ordinary share exceeds the exercise price under the warrant, a lower number of shares for partial or nil consideration, with the number
of shares to be issued calculated on the basis of a formula which takes into account the 10 day volume weighted movement in the share
price of the Company up to the date of exercise of the warrant.
The warrants expiry dates are as follows:
NUMBER
EXPIRY DATE
345,232
643,611
Oct-20
Nov-19
The warrants were initially measured at fair value in accordance with AASB 9. The value of the warrants liability is remeasured at each
balance date with any movement in valuations recognised in the profit or loss.
54
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 22: ISSUED CAPITAL
(a) Issued and Paid-Up Capital
Ordinary shares – fully paid
Treasury stock
Total
2019
SHARES
2018
SHARES
544,647,747
482,753,311
38,125
38,125
544,685,872
482,791,436
Movements in Ordinary Shares and Treasury Stock (restricted shares issued subject to Employee Share Plan Loan Agreements)
respectively, of the Company during the current period were as follows:
DATE
DETAILS
Ordinary Shares
30 June 2017
Closing balance
Share issue – Employee Share Option Plan option exercise
30 June 2018
Closing balance
Share issue - share placement
Share issue - share purchase plan
Share issue - employees
Share issue costs
30 June 2019
Closing balance
Treasury Stock
30 June 2017
Closing balance
Share issue – Employee Share Plan Loan Agreements
30 June 2018
Closing balance
Share issue – Employee Share Plan Loan Agreements
30 June 2019
Closing balance
Total Issued Capital
NUMBER OF
SHARES
$
481,456,441
134,536,428
1,296,870
675,527
482,753,311
135,211,955
60,169,738
9,849,787
1,612,942
111,756
250,000
52,860
-
(420,369)
544,647,747
144,944,233
38,125
-
38,125
-
38,125
-
-
-
-
-
544,685,872
144,944,233
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) 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 and Employee Equity Plan
The terms and conditions of the Bionomics Employee Share Option Plan and Employee Equity Plan are summarised in
Note 2(o)(iii). The following options listed are outstanding as at 30 June 2019:
55
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 22: ISSUED CAPITAL CONT.
GRANT DATE
EXPIRY DATE
EXERCISE PRICE
NUMBER
FAIR VALUE
AT GRANT DATE
4-Nov-09
12-Jul-10
4-Nov-10
12-Dec-11
26-Mar-12
12-Jun-12
11-Dec-12
18-Dec-12
1-May-13
10-Oct-13
17-Dec-13
15-Oct-14
27-Apr-15
25-May-15
4-Nov-19
12-Jul-19
12-Jul-20
4-Nov-19
12-Dec-19
12-Dec-20
12-Dec-21
26-Mar-20
26-Mar-21
26-Mar-22
12-Jun-20
12-Jun-21
12-Jun-22
11-Dec-19
11-Dec-20
11-Dec-21
11-Dec-22
18-Dec-19
18-Dec-20
18-Dec-21
18-Dec-22
1-May-20
1-May-21
1-May-22
1-May-23
10-Oct-19
10-Oct-20
10-Oct-21
10-Oct-22
10-Oct-23
11-Dec-19
17-Dec-19
11-Dec-20
17-Dec-20
11-Dec-21
17-Dec-21
11-Dec-22
17-Dec-22
17-Dec-23
15-Oct-19
27-Apr-21
27-Apr-22
27-Apr-23
27-Apr-24
27-Apr-25
25-May-21
25-May-22
25-May-23
25-May-24
25-May-25
$0.2976
$0.3176
$0.3176
$0.3076
$0.5156
$0.5156
$0.5156
$0.5026
$0.5026
$0.5026
$0.3356
$0.3356
$0.3356
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3176
$0.3745
$0.3745
$0.3745
$0.3745
$0.6014
$0.6014
$0.6014
$0.6014
$0.6014
$0.7224
$0.6875
$0.7224
$0.6875
$0.7224
$0.6875
$0.7224
$0.6875
$0.6875
$0.5643
$0.5029
$0.5029
$0.5029
$0.5029
$0.5029
$0.4246
$0.4246
$0.4246
$0.4246
$0.4246
100,000
10,000
10,000
100,000
100,000
100,000
100,000
5,000
5,000
5,000
8,000
8,000
8,000
100,000
100,000
100,000
100,000
5,000
5,000
5,000
5,000
64,000
64,000
64,000
64,000
15,000
15,000
15,000
15,000
15,000
100,000
4,000
100,000
4,000
100,000
4,000
100,000
4,000
4,000
128,500
14,000
14,000
14,000
14,000
14,000
288,600
288,600
288,600
288,600
288,600
$0.2039
$0.1915
$0.1998
$0.1749
$0.3730
$0.3886
$0.4025
$0.3209
$0.3355
$0.3484
$0.1794
$0.1889
$0.1975
$0.1871
$0.1976
$0.2070
$0.2155
$0.2233
$0.2345
$0.2445
$0.2535
$0.2353
$0.2481
$0.2595
$0.2697
$0.4551
$0.4805
$0.5030
$0.5233
$0.5415
$0.3598
$0.3681
$0.3866
$0.3943
$0.4105
$0.4177
$0.4318
$0.4385
$0.4573
$0.3523
$0.2146
$0.2315
$0.2466
$0.2601
$0.2722
$0.2352
$0.2512
$0.2654
$0.2780
$0.2893
56
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
EXPIRY DATE
EXERCISE PRICE
20-Jul-20
20-Jul-21
20-Jul-22
20-Jul-23
20-Jul-24
20-Jul-25
9-Oct-21
9-Oct-22
9-Oct-23
9-Oct-24
9-Oct-25
28-Oct-20
24-Dec-21
24-Dec-22
24-Dec-23
24-Dec-24
24-Dec-25
30-Dec-21
30-Dec-22
30-Dec-23
30-Dec-24
30-Dec-25
6-May-22
6-May-23
6-May-24
6-May-25
6-May-26
4-Nov-23
4-Nov-24
4-Nov-25
4-Nov-26
28-Nov-21
28-Nov-21
28-Nov-22
28-Nov-22
28-Nov-22
28-Nov-23
28-Nov-23
28-Nov-23
28-Nov-24
28-Nov-24
28-Nov-24
28-Nov-25
28-Nov-25
28-Nov-25
28-Nov-26
28-Nov-26
28-Nov-26
12-Dec-21
$0.4341
$0.4341
$0.4341
$0.4341
$0.4341
$0.4341
$0.4575
$0.4575
$0.4575
$0.4575
$0.4575
$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
$0.2591
$0.2591
$0.2591
$0.2591
$0.3743
$0.3743
$0.2613
$0.3130
$0.3820
$0.2613
$0.3130
$0.3820
$0.2613
$0.3130
$0.3820
$0.2613
$0.3130
$0.3820
$0.2613
$0.3130
$0.3820
$0.3743
NUMBER
123,000
15,000
15,000
15,000
15,000
15,000
5,000
5,000
5,000
5,000
5,000
85,500
100,000
100,000
100,000
100,000
100,000
50,000
50,000
50,000
50,000
50,000
58,000
58,000
58,000
58,000
58,000
4,000
4,000
4,000
4,000
5,000
285,000
200,000
100,000
5,000
200,000
200,000
5,000
200,000
200,000
5,000
200,000
200,000
5,000
200,000
200,000
5,000
35,000
FAIR VALUE
AT GRANT DATE
$0.2035
$0.2213
$0.2371
$0.2513
$0.2640
$0.2756
$0.3036
$0.3216
$0.3376
$0.3521
$0.3653
$0.2852
$0.1502
$0.1658
$0.1798
$0.1925
$0.2039
$0.1617
$0.1772
$0.1912
$0.2038
$0.2152
$0.1841
$0.1961
$0.2068
$0.2164
$0.2251
$0.2448
$0.2546
$0.2633
$0.2710
$0.2080
$0.2080
$0.2505
$0.3130
$0.3820
$0.2621
$0.2504
$0.2370
$0.2721
$0.2616
$0.2495
$0.2810
$0.2716
$0.2605
$0.2890
$0.2804
$0.2703
$0.1846
NOTE 22: ISSUED CAPITAL CONT.
GRANT DATE
20-Jul-15
9-Oct-15
28-Oct-15
24-Dec-15
30-Dec-15
6-May-16
4-Nov-16
28-Nov-16
12-Dec-16
57
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 22: ISSUED CAPITAL CONT.
GRANT DATE
EXPIRY DATE
EXERCISE PRICE
NUMBER
FAIR VALUE
AT GRANT DATE
5-Sep-17
3-Oct-17
5-Sep-23
5-Sep-24
5-Sep-25
5-Sep-26
5-Sep-27
5-Sep-22
3-Oct-23
3-Oct-24
3-Oct-25
3-Oct-26
3-Oct-27
$0.4400
$0.4400
$0.4400
$0.4400
$0.4400
$0.4400
$0.4691
$0.4691
$0.4691
$0.4691
$0.4691
10,000
10,000
10,000
10,000
10,000
450,550
40,000
40,000
40,000
40,000
40,000
7,686,550
$0.3062
$0.3236
$0.3388
$0.3520
$0.3636
$0.2839
$0.2244
$0.2410
$0.2559
$0.2695
$0.2819
Opening balance at beginning of financial year
Granted during the financial year
Forfeited during the financial year
Exercised during the financial year
Expired during the financial year
Closing balance at 30 June
Unlisted Options Vested and Exercisable at the Reporting Date
2019
2018
NUMBER OF
OPTIONS
10,312,920
-
(2,058,000)
-
(568,370)
7,686,550
WEIGHTED
AVERAGE
EXERCISE
PRICE
$0.46
-
$0.64
-
$0.42
$0.41
NUMBER OF
OPTIONS
11,139,740
1,588,050
(10,000)
(1,276,870)
(1,128,000)
10,312,920
WEIGHTED
AVERAGE
EXERCISE
PRICE
$0.43
$0.60
$0.43
$0.31
$0.87
$0.46
2019
NUMBER
2018
NUMBER
5,000,400
5,924,720
(ii) Weighted Averages
The weighted average remaining contractual life of any unlisted share options outstanding at the end of the year is 3.76 years
(2018:4.61 years).
(e) Warrants
The weighted average remaining contractual life of the unlisted warrants outstanding at the end of the year is 2.2 years (2018: 3.2 years)
Warrants Recorded in Equity
Details of outstanding warrants as at 30 June 2019 are as follows:
GRANT DATE
EXPIRY DATE
EXERCISE PRICE
Dec-15
Dec-16
Dec-20
Dec-20
$0.5938
$0.5938
NUMBER
24,124,484
16,082,988
FAIR VALUE
AT GRANT DATE
$0.1370
$0.1370
Warrants Recorded in Other Financial Liabilities (Note 21)
The assessed fair value at 30 June 2019 of warrants granted is $nil (2018: $137,600). The share price as at 30 June 2019 was $0.03
(2018: $0.53). The expected average price volatility of the Company’s shares was 82.29% (2018: 50.22%). Expected dividend yield was
0% (2018: 0%) and the average risk-free interest rate as at 30 June 2019 was 0.98% (2018: 2.0%).
58
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
2019
$
6,254,267
7,365,270
2018
$
5,562,680
7,535,817
13,619,537
13,098,497
NOTE 23: RESERVES
Foreign Currency Translation Reserve (a)
Share-based Payments Reserve (b)
Total reserves
(a) Foreign Currency Translation Reserve
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 2018. 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
Reconciliation to Total Liabilities
Financial liabilities (as above)
Non-financial liabilities
2019
$
2018
$
8,722,732
934,000
8,981,761
934,000
13,985,477
24,930,461
23,642,209
34,846,222
22,031,768
24,619,183
9,799,033
15,682,109
31,830,801
40,301,292
23,642,209
34,846,222
30,017,081
30,219,607
53,659,290
65,065,829
31,830,801
40,301,292
4,130,348
7,806,682
35,961,149
48,107,974
59
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 24: FINANCIAL INSTRUMENTS CONT.
(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 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 2019 (2018: 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
2019
$
3,202,851
6,464,537
157,307
2018
$
ASSETS
2019
$
2018
$
2,348,386
5,925,651
5,539,527
21,731,585
25,971,146
26,393,676
446,189
-
-
Foreign Currency Sensitivity Analysis
The Group is mainly exposed to Euros, US dollars 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 key management personnel and
represents management’s assessment of the reasonably possible change in foreign currency rates. The sensitivity analysis includes
only outstanding foreign currency denominated monetary items and adjusts their translation at the year-end for a 10% change in
foreign currency rates. A positive number below indicates an increase in profit or equity where the Australian dollar strengthens
10% against the relevant currency. For a 10% weakening of the Australian dollar against the relevant currency, there would be a
comparable impact on the profit or equity with the balances being the opposite.
60
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 24: FINANCIAL INSTRUMENTS CONT.
Profit or loss
Equity
EUR IMPACT
USD IMPACT
GBP IMPACT
2019
$
(385)(i)
2018
$
2019
$
2018
$
2019
$
2018
$
-
(2,117,226)(ii)
(2,497,310)(ii)
(25,833)(iv)
(72,368)(iv)
400,371(iii)
231,365(iii)
3,346,355(v)
3,070,803(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 Euros, 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 Euro 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 2019 (2018: 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 2019 would increase / (decrease) by $83,557 (2018: increase / (decrease) by $104,600). 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.
(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.
61
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 24: FINANCIAL INSTRUMENTS CONT.
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 TO 5
YEARS
$
5 +
YEARS
$
TOTAL
$
2019
Non-interest bearing
4,153,674
-
37,166
660,262
81,442
4,932,544
Variable interest rate instruments
Fixed interest rate instruments
2018
Non-interest bearing
Variable interest rate instruments
Fixed interest rate instruments
9.75
5.11
9.0
5.11
1,331,250
2,320,360
5,831,439
8,274,255
19,830
57,068
83,497
260,833
-
-
17,757,304
421,228
5,504,754
2,377,428
5,952,102
9,195,350
81,442
23,111,076
5,859,857
-
-
363,636
148,307
291,830
1,306,058
25,025,686
19,830
59,489
158,637
421,226
-
-
-
6,223,493
26,771,881
659,182
6,027,994
351,319
1,464,695
25,810,548
- 33,654,556
(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.
FAIR VALUE AS AT
30 JUNE
2019
$
30 JUNE
2018
$
FAIR VALUE
HIERARCHY
VALUATION
TECHNIQUE
SIGNIFICANT
UNOBSERVABLE
INPUTS
RELATIONSHIP OF
UNOBSERVABLE INPUTS
TO FAIR VALUE
FINANCIAL LIABILITIES
Contingent consideration
in a business combination
(Note 34)
9,799,033
15,682,109
Level 3
Discount rate of
25% (pre-tax)
and probability
adjusted revenue
projections.
The higher the discount
rate, the lower the value.
The higher the possible
revenue the higher value.
N/A
N/A
Discounted
cash flow
Black
Scholes
model
Warrant (Note 21)
-
137,600
Level 2
The significant inputs used for Level 3 are disclosed above and the inputs used for Level 2 are disclosed in Note 22(e).
62
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 24: FINANCIAL INSTRUMENTS CONT.
RECONCILIATION OF LEVEL 3 FAIR VALUE MEASUREMENTS
Opening Balance
Total (gain) or loss
- in profit or loss
Closing Balance
2019
CONTINGENT
CONSIDERATION
IN A BUSINESS
COMBINATION
2018
CONTINGENT
CONSIDERATION
IN A BUSINESS
COMBINATION
15,682,109
14,558,628
(5,883,076)
9,799,033
1,123,481
15,682,109
The carrying value of all other financial assets and liabilities approximate their fair value.
NOTE 25: KEY MANAGEMENT PERSONNEL COMPENSATION
The aggregate compensation made to Directors and other members of key management personnel 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
NOTE 26: COMMITMENTS FOR EXPENDITURE
(a) Operating Leases
2019
$
2018
$
2,498,539
1,718,921
77,263
8,475
33,736
79,004
133,130
238,212
2,618,013
2,169,267
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
(b) Rental Agreements
2019
$
991,960
1,818,484
500,389
2018
$
1,005,780
1,853,214
-
3,310,833
2,858,994
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
2019
$
156,577
-
156,577
2018
$
156,834
156,834
313,668
63
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 27: EVENTS OCCURRING AFTER REPORTING DATE
On 22 July 2019 the Company received a R&D Tax Incentive refund $1,324,459, as a result of lodging an amended income tax return for
the year ended 30 June 2018, following an internal review of the Company’s application for eligible overseas expenditure. There are 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
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 financial reports
The auditor of Bionomics Limited is Deloitte Touche Tohmatsu.
NOTE 29: CASH FLOW INFORMATION
(a) Cash and Cash Equivalents
2019
$
174,376
174,376
2018
$
206,388
206,388
For the purposes of the consolidated statement of cash flows, cash and cash equivalents include cash on hand and in banks, 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)
(b) Reconciliation of Operating Loss to Net Cash Outflow From Operating Activities
Loss for the Year
Items in loss
Depreciation and amortisation
Share-based payments
Gain on asset disposals
Contingent consideration – accretion interest
Contingent consideration – adjustment to inputs
Net unrealised foreign exchange differences
Interest received
Change in warrant value
Changes in Operating Assets and Liabilities
(Increase)/Decrease in receivables
Decrease/(Increase) in research and development incentive receivables
Increase in other assets
Increase in inventory
Decrease in provisions
Increase in other liabilities
(Decrease)/Increase in payables
Decrease in deferred tax liability
Net Cash Outflows from Operating Activities
2019
$
2018
$
13,985,477
24,930,461
2018
$
2017
$
(9,669,115)
(25,085,564)
1,708,162
38,396
(6,869)
450,153
(7,169,915)
1,621,963
(282,649)
(137,600)
(147,310)
509,614
(230,581)
(152,316)
(593,867)
134,440
1,667,810
537,259
-
331,862
-
2,126,120
(482,590)
(31,159)
642,166
(268,801)
(231,716)
(64,348)
(81,185)
67,842
(1,415,674)
2,187,284
(238,736)
(1,767,773)
(15,581,904)
(20,452,793)
64
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
NOTE 30: LOSS PER SHARE
Basic Loss per share
Diluted Loss per share
2019
($0.02)
(2 cents)
($0.02)
(2 cents)
2018
($0.05)
(5 cents)
($0.05)
(5 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
2019
$
2018
$
(9,669,115)
(25,085,564)
2019
NUMBER
2018
NUMBER
Weighted Average Number of Ordinary Shares - Basic
Weighted average number of ordinary shares used in calculating basic loss per share:
521,301,018
482,286,644
Weighted Average Number of Ordinary Shares – Diluted
Weighted average number of ordinary shares used in calculating basic loss per share:
521,301,015
482,286,644
Shares deemed to be issued for no consideration in respect of:
- Employee options
- Potential ordinary shares which are anti-dilutive and excluded
7,686,550
10,312,920
(7,686,550)
(1,486,340)
Weighted Average Number of Ordinary Shares used in the Calculation of Diluted Loss Per Share
521,301,018
491,113,224
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.
Employee options
2019
NUMBER
7,686,550
2018
NUMBER
1,486,340
The warrants issued by the Company (see Note 21) have been excluded from the weighted average number of ordinary shares.
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 key management personnel of the Group during the financial year
ended 30 June 2019 (2018: $0).
65
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
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
Reserves
Accumulated losses
Total Equity
Financial Performance
Loss for the year
Other comprehensive income
Total Comprehensive Income
YEAR ENDED
30 JUNE 2019
$
YEAR ENDED
30 JUNE 2018
$
19,695,527
31,560,803
21,872,534
22,039,448
41,568,061
53,600,251
10,847,707
18,214,060
10,176,568
31,191,646
29,061,767
41,368,214
12,506,294
12,232,037
144,944,233
135,211,955
7,365,270
7,495,870
(139,803,209)
(130,475,788)
12,506,294
12,232,037
(9,327,421)
(26,207,236)
-
-
(9,327,421)
(26,207,236)
(a) Property, Plant and Equipment Commitments
There are no contractual commitments for the acquisition of property, plant or equipment as at 30 June 2019 (2018: Nil).
(b) Contingent Liabilities and Guarantees
The contingent liabilities and guarantees of the parent are the same as disclosed in Note 34 and Note 9 respectively.
66
NOTES TO THE
FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
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 of the Eclipse asset that was acquired. Due to the movement in the US dollar, change in projected inputs and
unwinding of interest, at 30 June 2019 this was $9,799,033 (30 June 2018: $15,682,109). This liability will only be settled when the Group
receives income from achieving late stage development success or partnering outcomes of the asset acquired.
During the year there has been a change in estimate in the revenue projections to align more closely to other signed contracts.
Opening balance
Accretion interest
Adjustment for changes in timing of expected revenue projections
FX movement
Closing balance
2019
$
2018
$
15,682,109
14,558,628
450,153
(7,169,915)
836,686
331,862
-
791,619
9,799,033
15,682,109
NOTE 34: CONTINGENT LIABILITIES
(i)
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.
(ii) The Group has provided a restricted cash deposit of $384,000 (2018: $384,000) as security for an unconditional irrevocable bank
guarantee as a rent guarantee of $384,000 (2018: $384,000) to the landlord of the Company’s leased office premises.
(iii) The Group has entered into employment agreements with several key employees and has a contingent liability of $319,980
(2018: $1,127,533) in relation to these agreements, where the employee is terminated by the Company without cause.
67
DIRECTOR’S 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
Errol De Souza
Executive Chairman
Dated this 20th day of August 2019
68
INDEPENDENT AUDIT REPORT
Deloitte Touche Tohmatsu
ABN 74 490 121 060
11 Waymouth Street
Adelaide, SA, 5000
Australia
Phone: +61 8 8407 7000
www.deloitte.com.au
Independent Auditor’s Report to
the members of Bionomics Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Bionomics Limited (the “Company”) and its subsidiaries (the
“Group”) which comprises the consolidated statement of financial position as at 30 June 2019, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement of
changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the
financial statements, including a summary of significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act
2001, including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2019 and of its financial
performance for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the Group in accordance with the auditor independence requirements
of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to
our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in
accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the time
of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 2(iii) in the financial report, which indicates that the Group incurred a net loss
after tax of $9,669,115 and had a net cash outflow from operating activities of $15,581,904 during the
year ended 30 June 2019.
As stated in Note 2(iii), these conditions, along with other matters as set forth in Note 2(iii), indicate that a
material uncertainty exists that may cast significant doubt on the Group’s ability to continue as a going
concern. Our opinion is not modified in respect of this matter.
Our procedures in relation to going concern included, but were not limited to:
•
Inquiring of management and the directors in relation to events and conditions that may impact
the assessment on the Group’s ability to continue as a going concern;
Liability limited by a scheme approved under Professional Standards Legislation.
Member of Deloitte Asia Pacific Limited and the Deloitte Network.
69
INDEPENDENT AUDIT REPORT
•
•
Challenging the assumptions contained in management’s cash flow forecast in relation to the
Group’s ability to continue as a going concern; and
Assessing the adequacy of the disclosure related to going concern in Note 2(iii).
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our
audit of the financial report for the current period. These matters were addressed in the context of our
audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters. In addition to the matter described in the Material Uncertainty Related
to Going Concern section we have determined the matters described below to be the key audit matters to
be communicated in our report.
Key Audit Matter
Carrying value of goodwill, intangible assets
and contingent consideration
Refer to notes 15, 16 and 33
At 30 June 2019, the Group has goodwill of
$12,761,430, other intangible assets of
$12,874,177 and a contingent consideration
of $9,799,033. Management uses significant
judgements and estimates in determining
the recoverable amounts of the assets and
the fair value of the contingent consideration
(which is dependent upon the recoverable
amount of the assets).
The key assumptions adopted by
management in determining the recoverable
amounts of the assets and the fair value of
the contingent consideration include:
•
•
the forecast probabilities of achieving
the various phases in the lifecycle of
the development of the drug
compounds; and
the likelihood of the Group being able
to identify partnership opportunities
with Pharma companies to further
develop their compounds under
licencing agreements and the value of
anticipated milestones under those
agreements.
How the scope of our audit responded
to the Key Audit Matter
Our procedures included, but were not limited to:
•
•
•
•
•
•
•
•
•
•
obtaining an understanding of the key controls
associated with the preparation of the models used to
assess the recoverable amount of the assets and
valuation of the contingent consideration;
agreeing forecast expenditure to Board approved
budgets;
assessing in conjunction with our valuations specialists,
the forecast probabilities of achieving projected
milestones at the various phases in the lifecycle of
drug compounds against industry data;
obtaining an understanding of how the Group
structures and prices its licencing agreements and
benchmarks against other industry participants;
evaluating management’s assessment of the current
timing of the phases of each of the drug compounds in
line with market announcements made by the Group;
assessing the historical accuracy of forecasting by
management;
in addition, where current contractual arrangements
exist:
assessing the key assumptions for the value of
milestones and royalty payments at the various phases
against current contractual arrangements; and;
performing sensitivity analysis on the key
assumptions; and
assessing the appropriateness of the disclosures
included in notes 15, 16 and 33 to the financial
statements.
70
INDEPENDENT AUDIT REPORT
Other Information
The directors are responsible for the other information. The other information comprises the Directors’
Report, which we obtained prior to the date of this auditor’s report, and also includes the following
information which will be included in the Group’s annual report (but does not include the financial report
and our auditor’s report thereon): Chairman’s Letter, CEO and Managing Director’s Report, Intellectual
Property Portfolio, Board of Directors, Management, Shareholder Information and Company Particulars
which are expected to be made available to us after that date.
Our opinion on the financial report does not cover the other information and accordingly we do not and will
not express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
identified above and, in doing so, consider whether the other information is materially inconsistent with the
financial report or our knowledge obtained in the audit, or otherwise appears to be materially misstated.
If, based on the work we have performed on the other information that we obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information, we are
required to report that fact. We have nothing to report in this regard.
When we read the Chairman’s Letter, CEO and Managing Director’s Report, Intellectual Property Portfolio,
Board of Directors, Management, Shareholder Information and Company Particulars, if we conclude that
there is a material misstatement therein, we are required to communicate the matter to the directors and
use our professional judgement to determine the appropriate action.
Responsibilities of the Directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a true
and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for
such internal control as the directors determine is necessary to enable the preparation of the financial
report that gives a true and fair view and is free from material misstatement, whether due to fraud or
error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with the Australian Auditing Standards will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in
the aggregate, they could reasonably be expected to influence the economic decisions of users taken on
the basis of this financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional
judgement and maintain professional scepticism throughout the audit. We also:
•
Identify and assess the risks of material misstatement of the financial report, whether due to
fraud or error, design and perform audit procedures responsive to those risks, and obtain audit
evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not
detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the
override of internal control.
71
INDEPENDENT AUDIT REPORT
•
•
•
•
•
Obtain an understanding of internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Group’s internal control.
Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
Conclude on the appropriateness of the directors’ use of the going concern basis of accounting
and, based on the audit evidence obtained, whether a material uncertainty exists related to
events or conditions that may cast significant doubt on the Group’s ability to continue as a going
concern. If we conclude that a material uncertainty exists, we are required to draw attention in
our auditor’s report to the related disclosures in the financial report or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up
to the date of our auditor’s report. However, future events or conditions may cause the Group to
cease to continue as a going concern.
Evaluate the overall presentation, structure and content of the financial report, including the
disclosures, and whether the financial report represents the underlying transactions and events
in a manner that achieves fair presentation.
Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the Group to express an opinion on the financial report. We are
responsible for the direction, supervision and performance of the Group’s audit. We remain solely
responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most
significance in the audit of the financial report of the current period and are therefore the key audit
matters. We describe these matters in our auditor’s report unless law or regulation precludes public
disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should
not be communicated in our report because the adverse consequences of doing so would reasonably be
expected to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 18 to 25 of the Directors’ Report for the year
ended 30 June 2019.
In our opinion, the Remuneration Report of Bionomics Limited, for the year ended 30 June 2019, complies
with section 300A of the Corporations Act 2001.
72
INDEPENDENT AUDIT REPORT
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
DELOITTE TOUCHE TOHMATSU
Penny Woods
Partner
Chartered Accountants
Adelaide, 20 August 2019
73
CORPORATE GOVERNANCE STATEMENT
CORPORATE GOVERNANCE STATEMENT
The Corporate Governance Statement for the 2018/2019 financial year is located on the Company’s website under the “About” tab then
“Corporate Governance” 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 17 September 2019.
Substantial Shareholders
Substantial holders in the Company are set out below:
ORDINARY SHARES
BVF Partners L.P, BVFINC. and Mark N. Lampert
Equity Securities
There are 5,910 holders of ordinary shares in Bionomics.
The number of shareholdings held in less than marketable parcels is 3437.
NUMBER HELD
49,147,193
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.
Distribution of Holders of Equity Securities
CATEGORY (SIZE OF HOLDING)
ORDINARY SHARES
UNLISTED OPTIONS
WARRANTS
NUMBER OF SECURITY HOLDERS
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
509
1718
903
2236
564
5930
0
2
3
54
16
75
5
5
74
SHAREHOLDER INFORMATION
SHAREHOLDER INFORMATION CONT.
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 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
2 US REGISTER CONTROL A/C
3 BELL POTTER NOMINEES LTD
4 CS FOURTH NOMINEES PTY LTD
5 BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD DRP
6 NATIONAL NOMINEES LIMITED
7 JP MORGAN NOMINEES AUSTRALIA LIMITED
8 BNP PARIBAS NOMINEES PTY LTD (BNPP NYB CLEARING ACC DRP)
9 L&M GROUP LIMITED
10 PARKS AUSTRALIA PTY LTD
11 PROVENDORE PTY LTD (THE WILKS SUPER FUND A/C)
12 CITICORP NOMINEES PTY LIMITED
13 MR MARK RICHARD POTTER + MRS REBECCA AMY POTTER
(MARK & REBECCA POTTER A/C)
14 BT PORTFOLIO SERVICES LIMITED (WARRELL HOLDINGS S/F)
15 CHARMED5 PTY LTD
16 VOYAE SUPER FUND PTY LTD
17 MR KEITH KNOWLES
18 WELAS PTY LTD (THE WALES FAMILY SUPER A/C)
19 NEWECONOMY COM AU NOMINEES PTY LIMITED (900 ACCOUNT)
20 FLINDERS MEDICAL CENTRE FOUNDATION
ORDINARY SHARES
NUMBER HELD
114,369,059
21,757,178
20,206,750
14,479,263
14,348,306
11,577,880
6,845,682
6,529,048
6,426,293
5,600,000
5,325,000
4,921,395
4,500,000
4,210,333
4,000,000
3,920,000
3,891,800
3,455,357
2,805,975
2,500,000
PERCENTAGE OF
ISSUED SHARES
21.00
3.99
3.71
2.66
2.63
2.13
1.26
1.20
1.18
1.03
0.98
0.90
0.83
0.77
0.73
0.72
0.71
0.63
0.52
0.46
261,669,319
48.04
UNQUOTED EQUITY SECURITIES
NUMBER ON ISSUE
NUMBER OF HOLDERS
Options issued pursuant to Bionomics Limited Employee Share Option Plan
Options issued pursuant to Bionomics Limited Employee Equity Plan
Warrants exchangeable into Bionomics Limited ordinary shares
7,676,550
0
41,196,315
75
0
5
75
COMPANY PARTICULARS
BIONOMICS 2019 ANNUAL REPORT
Bionomics, a listed public Company, is domiciled and incorporated
in Australia.
Bionomics’ primary listing is on the Australia Securities
Exchange (ASX).
Bionomics shares are listed on the Australian Securities
Exchange under the code BNO.
DIRECTORS
Dr Errol De Souza
Executive Chairman
Mr Peter Turner
Mr David Wilson
Mr Alan Fisher
Mr Mitchell Kaye
SENIOR MANAGEMENT
Mr Jack Moschakis
Mr Adrian Hinton
Non-Executive Director
Non-Executive Director
Non-Executive Director
Non-Executive Director
Legal Counsel & Company
Secretary
Chief Financial Officer
(Acting)
SCIENTIFIC ADVISORS
Professor Jonathan Cebon
Dr Philippe Danjou MD PhD
Dr Jayesh Desai
Professor Paul Fitzgerald PhD MSc
Dr Tim Harris PhD BSc
Dr Ann Hayes PhD BSc’
Dr Ole Isacson, MD
Dr Fiona McLaughlin PhD FSB
Professor Paul Rolan
Bionomics ordinary shares commenced trading on the OTCQX
marketplace in 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.octmarkets.com
For more information, please visit www.otcmarkets.com
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
Davies Collison Cave
1 Nicholson Street
Melbourne VIC Australia 3000
Knobbe Martens Intellectual Property Law
12790 El Camino Real
San Diego CA 92130
USA
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31 DALGLEISH STREET,
THEBARTON, SA
AUSTRALIA, 5031
WWW.BIONOMICS.COM.AU
ABN 53 075 582 740