ANNUAL
REPORT
2024
www.biotron.com.au
BIOTRON LIMITED
ABN 60 086 399 144
BIOTRON LIMITED
A.B.N. 60 086 399 144
ANNUAL REPORT
FOR THE YEAR ENDED
30 JUNE 2024
BIOTRON LIMITED
CONTENTS
Operating and Financial Review
1
Corporate Governance Statement
7
Directors’ Report
8
Lead Auditor’s Independence Declaration
17
Statement of Profit or Loss and Other Comprehensive Income
18
Statement of Financial Position
19
Statement of Changes in Equity
20
Statement of Cash Flows
21
Notes to the Financial Statements
22
Consolidated Entity Disclosure Statement
40
Directors’ Declaration
41
Independent Auditor’s Report
42
Additional Stock Exchange Information
47
Corporate Directory
50
BIOTRON LIMITED
OPERATING AND FINANCIAL REVIEW
1
REVIEW OF OPERATIONS
Biotron Limited (Biotron or the Company) has made significant progress during the 2023/24 financial year
as it:
•
Continued detailed post-clinical phase activities and analyses of data from the BIT225-010 Phase 2
HIV-1 clinical trial.
•
Reported positive analyses of outcomes from the BIT225-010 Phase 2 HIV-1 clinical trial, with all
primary objectives of the trial met.
•
Continued detailed post-clinical phase activities and analyses of data from the BIT225-011 Phase 2
HIV-1 clinical trial.
•
Reported positive analyses of outcomes from the BIT225-011 Phase 2 HIV-1 clinical trial, with all
primary objectives of the trial met.
•
Continued detailed post-clinical phase activities and analyses of data from the BIT225-012 Phase 2
clinical trial of BIT225 for treatment of adults with COVID-19.
•
Continued the design, synthesis and testing of new compounds with the aim of identifying next-
generation lead anti-HIV-1 and anti-SARS-CoV-2 drugs and a lead candidate for Hepatitis B virus.
•
Raised $19,836 in capital from the exercise of Company options.
•
Received an R&D Tax Incentive rebate of $1,645,114 for the 2022/23 financial year.
Biotron’s core expertise lies in the design and development of drugs that target virus-encoded proteins known
as viroporins. Viroporins, which are found in a broad range of viruses and play key roles in viral pathogenesis,
are central to the way in which viruses modify and evade host immune responses and maintain ongoing cycles
of infection.
Biotron has designed and developed a library of compounds that target viroporins in a broad range of different
viruses that cause serious infections in humans and other hosts.
HIV-1 Program
During the year in review, the Company completed post-trial activities and reported successful outcomes from
analyses of two Phase 2 clinical trials at sites in Australia and Thailand (BIT225-010 and BIT225-011) for
treatment of HIV-1 infection.
The BIT225-011 Australian Phase 2 HIV-1 trial was designed to investigate the impact of BIT225 in HIV-
infected people who have been taking approved anti-HIV-1 treatment (ART) for an extended period with well-
controlled HIV-1 infection but not achieved full immune reconstitution despite long term durably suppressive
ART.
This longitudinal, open-label Phase 2 trial was designed to characterise the effect of BIT225 (200 mg, once
daily) added to ongoing, suppressive standard of care antiretroviral therapy (cART) for twelve weeks in twenty
HIV-1 infected, treatment-experienced participants who had achieved only partial immune reconstitution. The
primary objectives of the trial were to evaluate the safety and tolerability of BIT225 in this patient population,
as well as determine the impact of the addition of BIT225 to cART on immune activation, inflammation and
viral markers.
As reported, the BIT225-011 trial met its primary end points.
BIOTRON LIMITED
OPERATING AND FINANCIAL REVIEW
2
Preliminary analysis of the safety data showed that BIT225 was safe and generally well tolerated at the 200
mg once daily dose, with no deaths or drug-related serious adverse events. The safety and tolerability profile
of BIT225 in the current trial was congruent with that seen in previous trials. Observed Adverse Events (AEs)
attributed to BIT225 were of similar incidence, and mild severity, to those previously reported for the drug. One
person withdrew from the study following the first dose of study drug during the treatment period.
Baseline values for a range of immune activation, inflammation and viral assays were determined for each
person during an initial 4-week Observation period. Subsequent values of the same markers were assessed
during the 12-week Treatment period with BIT225, as well as during a 4-week Follow-up period after
completion of BIT225 treatment. Analyses of Treatment and Follow-up values were compared to those
obtained during the Observation period.
All participants maintained viral suppression throughout the study. Statistically significant differences (P<0.05)
in the change from baseline were observed during the BIT225 treatment period for several pre-specified
immune markers and cell populations. These included NK cells, a key cell type involved in combating viral
infection, and T-regulatory cells. Changes in these cell populations have been noted in previous trials with
BIT225 and suggest a possible immune modifying effect of BIT225 when used with cART.
Individuals who do not achieve full immune reconstitution following fully suppressive antiviral therapy represent
an important portion of those with HIV infection. Studies suggest that immune non-responders represent
20% - 40% of those on current antiviral therapy. These individuals are at enhanced risk for serious comorbid
conditions including neurocognitive, cardiovascular, renal, and hepatic disorders that impair quality of life, and
drive healthcare expenditures.
The second Phase 2 HIV-1 trial (BIT225-010) was undertaken in sites in Thailand and included people newly
diagnosed as being HIV-1 positive but not yet commenced ART. They received BIT225 treatment or placebo
for six months in combination with ART.
This extended dosing period allows for a more detailed investigation of immune changes observed in
previously completed HIV-1 clinical studies with BIT225. The endpoints for this trial include measurements of
improved immune function and markers linked to immune reconstitution.
As reported, the BIT225-010 Thai trial also met its primary end points.
The double-blind placebo-controlled Phase 2 trial was designed to characterise the effect of BIT225 (200 mg,
once daily for 24 weeks) added to a standard of care antiretroviral therapy (cART: 50 mg Dolutegravir (DTG),
300 mg Tenofovir disproxil fumarate (TDF) and 200 mg Emtricitabine (FTC)) in 27 (18 BIT225: 9 Placebo)
treatment naïve people infected with HIV-1. Study participants were followed for a one-month period following
24 weeks of BIT225 or placebo dosing. All individuals continued on cART as per standard treatment guidelines
post-study.
Preliminary analyses of data from the BIT225-010 trial provided confirmation of the results of previous trials in
people infected with HIV-1. BIT225 was safe and generally well tolerated at the 200mg once daily dose, with
no deaths or drug-related serious adverse events.
All participants achieved viral suppression, and none were considered virologic failures.
The data indicated that the addition of BIT225 to cART resulted in a more rapid reduction in HIV-1 levels in
the blood during the second phase of viral decay, compared to cART alone.
Analyses of several immune activation and inflammatory markers in the blood showed changes that are
consistent with those seen in earlier trials and suggest a potential immune modifying effect of BIT225 when
used with cART.
BIOTRON LIMITED
OPERATING AND FINANCIAL REVIEW
3
These preliminary, positive trial data are encouraging. The blood viral load reduction data are consistent with
BIT225 having an impact on viral reservoirs. Current cART is efficient at rapidly and durably reducing virus
levels in the blood, but this does not translate into clearance of long-lived reservoirs of HIV-1. The observed
changes to immune markers and cells further the results from the previous BIT225-009 trial and suggest the
utility of targeting viroporins as a new class of antiviral drugs.
Viroporin-targeting drugs such as BIT225 uniquely combine immune modulation with antiviral activity and have
the potential to address both the immune and viral pathogenesis of numerous viral infections in a in clinically-
relevant fashion.
Biotron’s anti-HIV-1 drug BIT225 is unique. It is the first drug of its kind to act as both a direct acting antiviral
drug and an immune enhancer. Improvements in immune function that appear to be a direct result of BIT225
in the presence of HIV-1 may have additional key health benefits.
SARS-CoV-2 Program
Biotron has had a long interest in coronaviruses, dating from the SARS-1 epidemic, which provided a good
background for knowing how to successfully target SARS-CoV-2 (COVID-19).
BIT225 has, in addition to its unique clinical activity against HIV-1, shown very good activity against SARS‐
CoV‐2 and prevented development of disease in a COVID-19 mouse model.
Following the success of the COVID-19 mouse model study, the Company commenced a Phase 2 clinical trial
(BIT225-012) at sites in Thailand for the treatment of COVID-19. The design of this double blind, placebo-
controlled trial was based on guidance received from the USA Food and Drug Administration (FDA) and took
into consideration the continually changing landscape of COVID-19.
The aim of the trial is to determine if 7 days of treatment with BIT225 commenced within 3 days of onset of
COVID-19 symptoms results in reduction in SARS-CoV-2 blood viral load, clinically favourable changes in
viral, inflammatory and immune activation markers, as well as improvement in clinical symptoms of COVID-
19.
Throughout the year in review, the Company has continued its focus on post-trial activities for the BIT225-012
trial. There is a major workload associated with monitoring all aspects of the completed trial to ensure that all
information within patient master files and, subsequently in trial databases, is correct and compliant with
international regulatory guidelines. Once completed, the results of preliminary analyses will be reported.
The data from all three Phase 2 trials will be central to demonstrating to potential pharmaceutical partners and
regulatory authorities the safety and efficacy of BIT225 in patients with currently unmet medical needs.
As with all its programs, the Company is dedicated to generating high value data to de-risk the portfolio ahead
of licensing to a major pharmaceutical company for late-stage development, marketing and sales.
Hepatitis B Virus Program
While the clinical programs for HIV-1 and COVID-19 continue to be the Company’s main focus, the Hepatitis
B virus (HBV) program continues to be an important preclinical program.
Like HIV-1, HBV can be treated with drugs that stop the virus replicating, but these do not eradicate the virus.
Chronic infection with HBV can lead to complications such as cirrhosis and liver cancer, which cause close to
one million deaths worldwide each year. Over 2 billion people worldwide have been infected with HBV. The
World Health Organisation estimates that over 250 million are chronically infected.
BIOTRON LIMITED
OPERATING AND FINANCIAL REVIEW
4
Biotron is working with other experienced groups to access key antiviral HBV assays and continues to make
good progress. The aim is to identify a lead series to progress to preliminary safety studies and assessment
in animal models of HBV infection.
Biotron’s novel antiviral platform is focused on developing novel viroporin targeting drugs which have the
potential to uniquely impact a broad range of existing and emerging viruses. The clinical data from the BIT225
clinical trials have important implications for earlier stage programs as they demonstrate the feasibility of
developing this novel class of antiviral drugs.
Commercialisation
The Company’s preclinical and clinical development activities are undertaken with the sole aim of achieving a
commercial outcome for its promising antiviral programs.
Biotron’s core expertise is designing drugs that target viroporin proteins. These are parts of viruses that are
responsible for modifying the body’s immune system, thus allowing the viruses to evade the body’s defences
and cause disease. Many viral infectious diseases including HIV, HBV, hepatitis C virus (HCV), SARS-CoV-2
and dengue are characterised by significant immune dysregulation and severe clinical disease; a clear need
exists.
The COVID-19 pandemic and other infectious disease outbreaks in recent years highlight the importance of
novel approaches such as Biotron’s viroporin compounds which have the potential to target a broad range of
existing and emerging viruses. Therapeutic drugs such as those in development by Biotron are vital in the fight
against pandemics.
There is a real interest internationally in new classes of antiviral drugs. BIT225 represents a new class of drug
that uniquely combines direct antiviral activity with restoration of normal immune regulation through its targeting
of viroporin activity. This potential is understood by pharmaceutical companies active in the infectious disease
space.
The space in which Biotron works is complex scientifically and medically. Biotron is at the cutting edge with
this dual approach to treating viral infections.
Biotron’s portfolio extends beyond BIT225. The Company has been working on next generation drugs for HIV
and SARS-CoV-2. In addition, Biotron has promising early-stage programs against other key infectious
diseases such as HBV and dengue. Good progress continues to be made on all fronts.
The completed trials were undertaken after extensive consultation with pharma and international
immunology/virology experts. We are now in the process of sharing the data and results from the trial with
pharma and key opinion leaders. The Company remains wholly focused on doing all it can to achieve a
commercial outcome to benefit shareholders.
Drug development is slow and inherently risky. But we have come a long way, with positive outcomes at every
stage to date, and we remain optimistic. We would like to thank shareholders for their patience and support in
recent months while we finished post-trial activities and worked our way through extensive, time-consuming
detailed analyses of very large data sets across the trials.
We appreciate the ongoing support and patience of shareholders while we work to achieve the long-awaited
commercial outcomes.
BIOTRON LIMITED
OPERATING AND FINANCIAL REVIEW
5
Patents
Biotron continues to progress patents related to its antiviral programs through the international patenting
process. The Company recognises that the key to establishment of partnerships is the expansion and
continued strengthening of Biotron’s intellectual property portfolio. Strong, defensible, international patents
are essential to attract partners and to ensure a competitive advantage for the Company’s products in the
marketplace.
TITLE
STATUS
WO06135978
Antiviral compounds and methods
Priority – 24 June 2005
Granted in Austria, Australia, Belgium, Brazil, Canada,
China, Denmark, Germany, Finland, France, Hong Kong, India,
Ireland, Italy, Japan, Korea, Luxembourg, Monaco, The
Netherlands, New Zealand, Poland, Portugal, Singapore, South
Africa, Spain, Sweden, Switzerland, Turkey, United Kingdom and
USA
WO2009/018609
Hepatitis C antiviral compounds and
methods
Priority – 3 August 2007
Granted in Austria, Australia, Belgium, Brazil, Canada, China,
Denmark, Finland, France, Germany, Hong Kong, Ireland, Italy,
Japan, Korea, Luxembourg, Monaco, The Netherlands, New
Zealand, Poland, Portugal, Singapore, South Africa, Spain,
Sweden, Switzerland, Turkey and United Kingdom
Under examination in elsewhere (India)
WO/2018/145148
Methods of Treating Influenza
Priority – 8 February 2017
Granted in Australia, Belgium, China, France, Germany, Hong
Kong, Ireland, Italy, Japan, Korea, Mexico, The Netherlands,
Russia, Singapore, South Africa, Spain, Switzerland, United
Kingdom and USA
Under examination in, Brazil, Canada, El Salvador, New
Zealand, and Thailand.
PCT/AU2020/051273
Methods of Treating HIV-1 Infection
Priority – 26 November 2019
Granted in South Africa and Russia.
Under Examination in Canada, China, Israel, Singapore
Applications filed in Australia, Brazil, Europe, Japan, Korea,
Malaysia, Mexico, New Zealand, Thailand and USA
WO2023092180
Methods of Treating SARS-CoV-2
Priority – 24 November 2021
PCT filed
BIOTRON LIMITED
OPERATING AND FINANCIAL REVIEW
6
Outlook
During the next financial year, the Company will be focused on:
•
Sharing all current results for its antiviral programs including the HIV-1 and COVID-19 Phase 2
clinical trials, with potential pharmaceutical company partners with a view to commercialisation of
the Company’s antiviral intellectual property
•
Completing the analyses for the completed Phase 2 COVID-19 clinical trial discussed above and
reporting results of the trials.
•
Continuing analyses for the two completed Phase 2 HIV-1 clinical trials discussed above to gain
further insights into the activity of BIT225 in this patient population.
•
Identifying next generation lead compounds for HIV-1 and COVID-19 for progression into formal
safety studies.
•
Identifying lead compounds for early-stage programs including HBV and dengue, while continuing
to characterise the mechanism of action, for progressing into animal model(s) of infection and formal
safety studies.
Michael J. Hoy
Michelle Miller
Chairman
Managing Director
BIOTRON LIMITED
CORPORATE GOVERNANCE STATEMENT
7
The Board is committed to maintaining the highest standards of Corporate Governance. Corporate
Governance is about having a set of core values and behaviours that underpin the Company's activities and
ensure transparency, fair dealing and protection of the interests of stakeholders. The Company has reviewed
its corporate governance practices against the Corporate Governance Principles and Recommendations (4th
edition) published by the ASX Corporate Governance Council.
The 2024 Corporate Governance Statement, dated as at and approved by the Board on 29 August 2024,
reflects the corporate governance practices throughout the 2024 financial year. A description of the Company’s
current corporate governance practices is set out in the Company’s corporate governance statement which
can be viewed at http://www.biotron.com.au/corporate-governance.
BIOTRON LIMITED
DIRECTORS’ REPORT
8
Directors
The names and particulars of the directors of the Company at any time during or since the end of the financial
year are:
Mr Michael J. Hoy
Independent and Non-Executive Chairman
Mr Hoy has more than 30 years' corporate experience in Australia, the United Kingdom, USA and Asia. He is
Chairman of Lipotek Pty Limited and a former director of John Fairfax Holdings Limited and FXF Trust.
Mr Hoy has been a director since 7 February 2000 and Chairman since 16 March 2000.
Dr Michelle Miller, BSc, MSc, PhD, GCertAppFin (Finsia)
Managing Director
Dr Miller has worked for over 25 years in the bioscience industry, with extensive experience in commercial
drug development. She completed her PhD in the Faculty of Medicine at Sydney University investigating
molecular models of cancer development. Her experience includes several years at Johnson & Johnson
developing anti-HIV gene therapeutics through preclinical research to clinical trials. She has finance industry
experience from time spent as an Investment Manager with a specialist bioscience venture capital fund.
Dr Miller was appointed as Managing Director on 21 June 2002.
Dr Susan M. Pond AM, MD DSc, FTSE FAHMS
Independent and Non-Executive Director
Dr Pond has a strong scientific and commercial background having held executive positions in the
biotechnology and pharmaceutical industry for 12 years, most recently as chairman and managing director of
Johnson & Johnson Research Pty Limited (2003 - 2009). Previous non-executive positions include chair of
AusBiotech Limited and director of Australian Nuclear Science and Technology Organisation, Wound
Management Innovation CRC, Trusted Autonomous Systems for Defence CRC, and the Australian Academy
of Technological Sciences and Engineering (ATSE). Dr Pond also served as a board member of
Commercialisation Australia and Innovation Australia.
Dr Pond is currently non-executive director of Vectus Biosystems Ltd and the Australian Phenomics Network.
She is a member of the Council of the Queensland University of Technology and a Fellow of the Australian
Institute of Company Directors, the Academy of Technological Sciences & Engineering, the Academy of Health
and Medical Sciences and the Royal Society of New South Wales.
Dr Pond holds a first-class honours degree in Bachelor of Medicine and Surgery from the University of Sydney
and a Doctor of Medicine degree from the University of New South Wales. She obtained specialist clinical
credentials in internal medicine, clinical pharmacology and clinical toxicology and held academic appointments
at the University of California San Francisco and the University of Queensland before joining industry.
Dr Pond was appointed as a director on 7 March 2012.
Mr Robert B. Thomas, BEc, MSDIA, SF Fin, FICD
Independent and Non-Executive Director
Mr Thomas has over 35 years’ experience in the securities industry, with Potter Partners (now UBS), County
NatWest and Citigroup.
He is the chairman of Starpharma Holdings Limited and a director of Clarity Pharmaceuticals Limited. He
chairs Grahger Securities Pty Ltd and is a director of O’Connell Street Associates Pty Limited.
Mr Thomas has a Bachelor of Economics degree from Monash University (1963 - 1966). He has been a
member of the Securities Institute of Australia since 1976 and was appointed as a Fellow to the Institute in
1997. He is a Master Stockbroker and is a Fellow of the Institute of Company Directors.
Mr Thomas was appointed as a director on 7 March 2012.
BIOTRON LIMITED
DIRECTORS’ REPORT
9
Prof Stephen Locarnini AM, BSc(Hons), PhD, MBBS, FRC(Path)
Independent and Non-Executive Director
Professor Locarnini is a past director of the World Health Organisation (WHO) Regional Reference Laboratory
for Hepatitis B and D for the Western Pacific Region (WPRO). His current major research interests include
viral hepatitis, hepatitis vaccines and antiviral chemotherapy with an emphasis on the basic virology of the
various agents of hepatitis, the molecular pathogenesis of hepatitis, as well as prevention and public health
control measures.
Curative treatments for Hepatitis B infections with antiviral agents represent the current focus for Professor
Locarnini who is also interested in intellectual property issues when applied to clinical and diagnostic virology.
He is a named inventor on over 20 internationally granted patents.
He worked at the Victorian Infectious Diseases Reference Laboratory (VIDRL, originally Fairfield Hospital Virus
Laboratory) from 1989, as Director of Laboratory Services from 1990 to 1998 and, in 1993, he oversaw the
amalgamation of all the Fairfield Laboratories into the one service of the VIDRL. He subsequently assumed
the position of Head, Research & Molecular Development of VIDRL when the laboratory relocated to
Melbourne Health in 1998.
Professor Locarnini is the recipient of numerous awards including the European Association for the Study of
Liver Disease (EASL) International Recognition Award in 2010, the Malaysian Liver Foundation’s Medal for
work on Viral Hepatitis in 2003 and the Gastroenterological Society of Australia (GESA) Distinguished
Research Prize in 2013. In 2019 he received the William H. Prusoff HEP DART Lifetime Achievement Award.
He is author of 289 peer-reviewed articles, 24 invited editorials and 100 book chapters and reviews and every
year delivers numerous invited, plenary, and named lectures at major international meetings and conferences.
Professor Locarnini currently has an academic appointment at the University of Melbourne.
He is a member of the Scientific Advisory Board of a number of emerging as well as established pharmaceutical
and biotechnology companies. In 2017, he co-founded the biotech start-up company CLEAR-B with the
Morningside-Newton Investment group in Boston, USA focusing on curative strategies for chronic Hepatitis B.
Professor Locarnini was appointed as a director on 23 October 2018.
Mr Peter J. Nightingale
Company Secretary
Mr Nightingale graduated with a Bachelor of Economics degree from the University of Sydney and is a member
of the Chartered Accountants Australia and New Zealand. He has worked as a chartered accountant in both
Australia and the USA.
As a director or company secretary Mr Nightingale has, for more than 35 years, been responsible for the
financial control, administration, secretarial and in-house legal functions of a number of private and public
listed companies in Australia and the USA including Bolnisi Gold N.L. and Nickel Industries Limited.
Mr Nightingale is currently a director of ASX listed companies Alpha HPA Limited and Prospech Limited and
director of unlisted company Fulcrum Lithium Ltd.
Mr Nightingale has been the Company Secretary since 23 February 1999.
BIOTRON LIMITED
DIRECTORS’ REPORT
10
Directors’ Meetings
The number of directors’ meetings held, and number of meetings attended by each of the directors of the
Company, while they were a director, during the year are:
Director
Directors’ Meetings
No. of Eligible Meetings
to Attend
No. of Meetings
Attended
Michael J. Hoy
6
6
Michelle Miller
6
6
Susan M. Pond
6
6
Robert B. Thomas
6
6
Stephen Locarnini
6
5
Remuneration Committee Meetings
The remuneration committee meets when required to review matters concerning the committee. During the
year, no meetings were held.
Directors’ Interests
At the date of this report, the beneficial interests of each director of the Company in the issued share capital
of the Company and options, each exercisable to acquire one fully paid ordinary share of the Company are:
Directors
Fully Paid
Ordinary
Shares
Options
Option Terms
(Exercise Price and Term)
Michael J. Hoy
11,217,352
934,780
$0.06 from 25 November 2022 up to 25 November 2024
Michelle Miller
3,787,500
315,625
$0.06 from 25 November 2022 up to 25 November 2024
Susan M. Pond
785,154
65,430
$0.06 from 25 November 2022 up to 25 November 2024
Robert B. Thomas
4,200,000
268,403
$0.06 from 25 November 2022 up to 25 November 2024
Stephen Locarnini
800,000
-
During the financial year ended 30 June 2024 no options were granted to directors (2023: 1,584,238). The
Company granted under a rights issue 1,584,238 listed options to directors during 2023 that participated in the
offer and the options are each exercisable at $0.06 to acquire one fully paid ordinary share exercisable at any
time up to 25 November 2024.
There were no options over unissued ordinary shares granted as compensation to directors or executives of
the Company during or since the end of the financial year.
Unissued Shares Under Option
At the date of this report, unissued ordinary shares of the Company under option are:
Number of Options
Exercise Price
Expiry Date
111,623,591
$0.06
25 November 2024
BIOTRON LIMITED
DIRECTORS’ REPORT
11
Principal Activities
The principal activities of the Company during the financial year were the funding and management of
intermediate and applied biotechnology research and development projects.
Financial Result and Review of Operations
The operating loss of the Company for the financial year after income tax was $3,436,524 (2023 - $3,492,766
loss).
A review of the Company's operations for the year is set out in the Operating and Financial Review.
Impact of Legislation and Other External Requirements
There were no changes in environmental or other legislative requirements during the year that have
significantly impacted the results or operations of the Company.
Dividends
The directors recommend that no dividend be paid by the Company. No dividend has been paid or declared
since the end of the previous financial year.
State of Affairs
In the opinion of the directors, there were no significant changes in the state of affairs of the Company that
occurred during the year ended 30 June 2024.
Environmental Regulations
The Company’s operations are not subject to significant environmental regulations under Commonwealth or
State legislation in relation to its research projects.
Events Subsequent to Balance Date
Since the end of the financial year, option holders have exercised 33,734 options resulting in the issue of
33,734 ordinary shares raising $2,024.
Further, subsequent to year end, the Company entered into a finance facility agreement and has drawn down
an amount of $500,000 with an interest rate of 1.33% per month which compounds monthly from the
commencement date of the loan until the maturity date. Maturity date of the loan is 5 business days after the
Company’s receipt of the FY2024 R&D Rebate from the Australian Taxation Office. There have been no
covenants or other conditions attached to the loan.
There have been no other matters arising in the interval between the end of the financial year and the date of
this report any item, transaction, or event of a material and unusual nature likely, in the opinion of the directors
of the Company, to affect significantly the operations of the Company, the results of those operations, or the
state of affairs of the Company in future financial years.
Likely Developments
During the year ended 30 June 2024, the Company continued to fund and manage its research and
development projects. The success of these research projects, which cannot be assessed on the same
fundamentals as trading and manufacturing enterprises, will determine future likely developments.
Indemnification of Officers and Auditors
During or since the end of the financial year, the Company has not indemnified or made a relevant agreement
to indemnify an officer or auditor of the Company against a liability incurred by such an officer or auditor. In
addition, the Company has not paid or agreed to pay, a premium in respect of a contract insuring against a
liability incurred by an officer or auditor.
BIOTRON LIMITED
DIRECTORS’ REPORT
12
Remuneration Report - Audited
Principles of compensation - Audited
Key management personnel have authority and responsibility for planning, directing and controlling the
activities of the Company. Key management personnel comprise the directors of the Company and the
Company Secretary. No other employees have been deemed to be key management personnel.
The policy of remuneration of directors and senior executives is to ensure the remuneration package properly
reflects the person's duties and responsibilities, and that remuneration is competitive in attracting, retaining
and motivating people of the highest quality. The Board is responsible for reviewing its own performance. The
non-executive directors are responsible for evaluating the performance of the executive directors who, in turn,
evaluate the performance of all other senior executives. The evaluation process is intended to assess the
Company's business performance, whether long term strategic objectives are being achieved and the
achievement of individual performance objectives.
Remuneration generally comprises salary and superannuation. Longer term incentives are able to be provided
through the Company's Incentive Option Plan at the discretion of the Directors, which acts to align the directors
and senior executives' actions with the interests of the shareholders. The vesting conditions of options issued
under the plan are based on a minimum service periods being achieved.
The Constitution and ASX Listing Rules specify that the aggregate remuneration of Non-Executive Directors
shall be determined from time to time by a general meeting.
In the event that the employment or office of the option holder is terminated, any options which have not
reached their vesting conditions will lapse and any options which have reached their vesting conditions may
be exercised within two months of the date of termination of employment. Any options not exercised within this
two month period will lapse. The remuneration disclosed below represents the cost to the Company for the
services provided under these arrangements.
No directors or senior executives received performance related remuneration in the current year or prior year.
There were no remuneration consultants used by the Company during the year ended 30 June 2024 or in the
prior year. Remuneration is determined based on prevailing market conditions.
Consequences of performance on shareholder wealth - Audited
In considering the Company’s performance and benefits for shareholders wealth, the Board have regard to
the following indices in respect of the current financial year and the previous four financial years.
2024
2023
2022
2021
2020
Net loss attributable to equity
holders of the Company
3,436,524
3,492,766
$2,781,083
$3,194,347
$3,575,959
Dividends paid
-
-
-
-
-
Change in share price
0.012 cents
(0.035) cents
0.01 cents
(0.03) cents
0.07 cents
The overall level of key management personnel’s compensation is assessed on the basis of market conditions,
the status of the Company’s projects, and the strategic performance of the Company.
BIOTRON LIMITED
DIRECTORS’ REPORT
13
Remuneration Report - Audited (continued)
Details of remuneration for the year ended 30 June 2024 - Audited
Details of director and senior executive remuneration and the nature and amount of each major element of the
remuneration of each director of the Company, and other key management personnel of the Company are set
out below:
No bonuses were paid during the financial year. The Company employed no other key management personnel.
Options granted as compensation – Audited
Details of options granted as compensation to each key management person:
Director
Grant Date
Number of
Options
Granted
Fair Value
at Grant
Date
Option Terms
(Exercise Price and Term)
Michelle Miller
26 November 2019
1 1,000,000
$19,502
$0.20 from 26 November 2021
to 29 November 2023
1 Vesting condition of 2 years’ service period. To exercise, option holders must remain with the Company or exercise within 2 months of
the termination of their employment.
No options were granted to Michelle Miller as compensation during the 2024 and 2023 financial years. During
the year ended 30 June 2024 1,000,000 options that were issued in prior years expired unexercised (2023-
1,000,000).
The fair value of the 1,000,000 options at grant date was determined based on a Black- Scholes formula. The
model inputs of the options issued, were the Company’s share price of $0.064 at the grant date, a volatility
factor of 75.77% based on historic share price performance, a risk free rate of 0.81% based on the 5 year
government bond rate and no dividends paid.
Year
Primary
Fees
$
Super-
annuation
$
Share Based
Payments
Options
$
Long
term
benefits
$
Total
$
Remuneration
subject to
performance
condition %
Directors
Non-executive
Michael J. Hoy
2024
75,000
8,250
-
-
83,250
-
(Chairman)
2023
75,000
7,875
-
-
82,875
-
Susan M. Pond
2024
42,200
2,200
-
-
44,400
-
2023
40,000
4,200
-
-
44,200
-
Robert B. Thomas
2024
40,000
4,400
-
-
44,400
-
2023
40,000
4,200
-
-
44,200
-
Stephen Locarnini
2024
40,000
4,400
-
-
44,400
-
2023
40,000
4,200
-
-
44,200
-
Executive
Michelle Miller
2024
341,457
37,560
-
6,337
385,354
-
(Managing Director)
2023
341,457
35,853
-
10,117
387,427
-
Executives
Peter J. Nightingale
2024
120,000
-
-
-
120,000
-
(Company Secretary)
2023
120,000
-
-
-
120,000
-
BIOTRON LIMITED
DIRECTORS’ REPORT
14
Remuneration Report - Audited (continued)
Modification of terms of equity-settled share-based payment transactions - Audited
No terms of equity-settled share-based payment transactions (including options granted as compensation to
a key management person) have been altered or modified by the Company during the 2024 financial year.
Exercise of options granted as compensation - Audited
There were no shares issued on the exercise of options previously granted as compensation during 2024 and
2023.
Analysis of options and rights over equity instruments granted as compensation - Audited
All options refer to options over ordinary shares of Biotron Limited, which are exercisable on a one-for-one
basis.
During the year ended 30 June 2024 no options vested (2023 – 1,000,000). No options were granted
subsequent to year end.
Options and rights over equity instruments - Audited
The movement during the reporting period in the number of options over ordinary shares in the Company held
directly, indirectly or beneficially, by each key management person, including their personally related entities,
is as follows:
Option holdings 2024 - Audited
Held at
1 July
2023
Granted/
Purchased
Exercised/
Sold
Expired
Held at
30 June
2024
Vested and
exercisable
at 30 June
2024
Vested and
un-exercisable
at 30 June
2024
Directors
Michael J. Hoy
934,780
-
-
-
934,780
934,780
-
Michelle Miller
1,315,625
-
- (1,000,000)
315,625
315,625
-
Susan M. Pond
65,430
-
-
-
65,430
65,430
-
Robert B. Thomas
268,403
-
-
-
268,403
268,403
-
Stephen Locarnini
-
-
-
-
-
-
-
Executives
Peter J. Nightingale
659,491
-
-
-
659,491
659,491
-
Options granted
Director
Balance at
the
beginning
of the year
Date
%
Vested
at year
end
Exercised/
forfeited
during the
year
Expired
during the
year
Balance
at year
end
Financial year
in which
grant vests
Michelle Miller
1,000,000 26 November 2019
100%
-
1,000,000
-
30 June 2022
BIOTRON LIMITED
DIRECTORS’ REPORT
15
Remuneration Report - Audited (continued)
Loans to key management personnel and their related parties - Audited
There were no loans made to key management personnel or their related parties during the 2024 and 2023
financial years and no amounts were outstanding at 30 June 2024 (2023 - $nil).
Other transactions with key management personnel - Audited
The following key management person holds a position in another entity that results in them having control or
joint control over the financial or operating policies of that entity, and this entity transacted with the Company
during the year as follows:
During the year ended 30 June 2024, Peter J. Nightingale had a controlling interest in an entity, MIS Corporate
Pty Limited, which provided full administrative services, including rental accommodation, administrative staff,
services and supplies, to the Company. Fees paid to MIS Corporate Pty Limited during the year amounted to
$144,000 (2023 - $144,000). There was $13,200 inclusive of GST outstanding on 30 June 2024 (2023 - $nil).
Movements in shares - Audited
The movement during the reporting period in the number of ordinary shares in the Company held directly,
indirectly or beneficially, by each key management person, including their personally-related entities, is as
follows:
Fully paid ordinary shareholdings and transactions 2024 - Audited
Held at
1 July 2023
Purchased
Received on
exercise of
options
Sales
Held at
30 June 2024
Directors
Michael J. Hoy
11,217,352
-
-
-
11,217,352
Michelle Miller
3,787,500
-
-
-
3,787,500
Susan M. Pond
785,154
-
-
-
785,154
Robert B. Thomas
4,200,000
-
-
-
4,200,000
Stephen Locarnini
800,000
-
-
-
800,000
Executives
Peter J. Nightingale
7,913,884
-
-
-
7,913,884
Service contracts - Audited
In accordance with best practice corporate governance, the Company provided each key management
personnel with a letter detailing the terms of appointment, including their remuneration.
Michelle Miller is employed by the Company as Managing Director and is required to provide the Company
with three months’ notice in order to terminate employment. The contractual salary is $379,017 (including
superannuation).
Non-executive directors - Audited
Total compensation for all non-executive directors is determined by the Board based on market conditions.
End of remuneration report.
BIOTRON LIMITED
DIRECTORS’ REPORT
16
Non-audit Services
During the year KPMG, the Company’s auditor, performed no other services in addition to their statutory duties.
A copy of the auditors’ independence declaration as required under Section 307C of the Corporations Act 2001
is included in the Directors’ Report.
Details of the amounts paid and accrued to the auditor of the Company, KPMG, and its related practices for
audit and non-audit services provided during the year are set out below.
2024
2023
$
$
Statutory audit
Audit and review of financial reports - KPMG
65,904
72,825
Lead Auditor’s Independence Declaration
The Lead Auditor’s Independence Declaration is set out on page 17 and forms part of the Directors’ Report for
the year ended 30 June 2024.
This report has been signed in accordance with a resolution
of the directors and is dated 29 August 2024:
Michael J. Hoy
Michelle Miller
Chairman
Managing Director
17
KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated with KPMG
International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and logo are trademarks used
under license by the independent member firms of the KPMG global organisation. Liability limited by a scheme approved under
Professional Standards Legislation.
Lead Auditor’s Independence Declaration under
Section 307C of the Corporations Act 2001
To the Directors of Biotron Limited
I declare that, to the best of my knowledge and belief, in relation to the audit of Biotron Limited for the
financial year ended 30 June 2024 there have been:
i.
no contraventions of the auditor independence requirements as set out in the
Corporations Act 2001 in relation to the audit; and
ii.
no contraventions of any applicable code of professional conduct in relation to the audit.
KPM_INI_01
KPMG
Adam Twemlow
Partner
Brisbane
29 August 2024
PAR_POS_01
PAR_DAT_01
PAR_CIT_01
BIOTRON LIMITED
18
STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2024
Notes
2024
2023
$
$
Continuing operations
Other income
5
1,645,114
1,431,283
Administration and consultants' expenses
(528,470)
(696,726)
Depreciation
11
(40,498)
(43,344)
Direct research and development expenses
6
(3,624,873)
(3,232,374)
Employee and director expenses
(854,439)
(919,212)
Rent and outgoings expenses
(12,903)
(10,217)
Other expenses from ordinary activities
(89,994)
(137,451)
Operating loss before financing income
(3,506,063)
(3,608,041)
Interest income
70,625
119,664
Interest expense
(1,086)
(4,389)
Net financing income
69,539
115,275
Loss before tax
(3,436,524)
(3,492,766)
Income tax expense
8
-
-
Loss for the year
(3,436,524)
(3,492,766)
Other comprehensive income
-
-
Total comprehensive loss for the year
(3,436,524)
(3,492,766)
Basic and diluted loss per share (cents)
7
(0.38) cents
(0.43) cents
The above Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes.
BIOTRON LIMITED
19
STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2024
Notes
2024
2023
$
$
Current assets
Cash and cash equivalents
9
393,198
3,984,387
Other assets
10
33,631
46,943
Total current assets
426,829
4,031,330
Non-current assets
Plant and equipment
11
12,624
49,890
Other financial assets – bond deposit
54,023
53,930
Total non-current assets
66,647
103,820
Total assets
493,476
4,135,150
Current liabilities
Trade and other payables
12
334,621
532,396
Employee entitlements
13
395,757
384,828
Lease liability
14
7,130
38,582
Total current liabilities
737,508
955,806
Non-current liabilities
Lease liability
14
-
6,688
Total non-current liabilities
-
6,688
Total liabilities
737,508
962,494
Net (liabilities)/assets
(244,032)
3,172,656
Equity
Issued capital
15
56,914,683
56,890,392
Reserves
15
1,522,073
1,546,030
Accumulated losses
(58,680,788)
(55,263,766)
Total (negative equity)/equity
(244,032)
3,172,656
The above Statement of Financial Position should be read in conjunction with the accompanying notes.
BIOTRON LIMITED
20
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2024
Attributable to equity holders of the
Company
Notes
Issued
Capital
$
Option
Reserves
$
Accumulated
Losses
$
Total
$
Balance at 1 July 2022
52,843,994
85,875 (51,837,373)
1,092,496
Total comprehensive loss for the year
Loss for the year
-
-
(3,492,766) (3,492,766)
Total comprehensive loss for the year
-
-
(3,492,766) (3,492,766)
Transactions with owners, recorded directly in
equity
Contribution by and distribution to owners
Ordinary shares and options issued
4,700,731
1,300,000
-
6,000,731
Transaction costs on issue of shares and options
(654,333)
-
-
(654,333)
Transfer from reserves to expired options
-
(66,373)
66,373
-
Share based payment
-
226,528
-
226,528
Balance at 30 June 2023
15
56,890,392
1,546,030 (55,263,766)
3,172,656
Balance at 1 July 2023
56,890,392
1,546,030 (55,263,766)
3,172,656
Total comprehensive loss for the year
Loss for the year
-
-
(3,436,524) (3,436,524)
Total comprehensive loss for the year
-
-
(3,436,524) (3,436,524)
Transactions with owners, recorded directly in
equity
Contribution by and distribution to owners
Exercise of options
19,836
-
-
19,836
Transfer from reserves exercise of options
4,455
(4,455)
-
-
Transfer from reserves to expired options
-
(19,502)
19,502
-
Balance at 30 June 2024
15
56,914,683
1,522,073 (56,680,788)
(244,032)
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
BIOTRON LIMITED
21
STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2024
The above Statement of Cash Flows should be read in conjunction with the accompanying notes.
Notes
2024
2023
$
$
Cash flows from operating activities
Cash receipts from government grants
1,645,114
1,430,725
Cash receipts from other income
-
558
Cash payments to suppliers and employees (excluding research
and development costs)
(1,658,287)
(1,766,090)
Payments for research and development
(3,624,932)
(3,070,503)
Interest received
70,625
119,664
Finance costs
(1,086)
(4,389)
Net cash used in operating activities
16
(3,568,566)
(3,290,035)
Cash flows from investing activities
Payments for plant and equipment
-
-
Net cash used in investing activities
-
-
Cash flows from financing activities
Proceeds from share and option issues
19,836
6,000,731
Transaction costs on share and option issues
-
(427,805)
Lease Payments
(42,459)
(39,909)
Net cash from/(used in) financing activities
(22,623)
5,533,017
Net (decrease)/increase in cash held
(3,591,189)
2,242,982
Cash and cash equivalents at 1 July
3,984,387
1,741,405
Cash and cash equivalents at 30 June
9
393,198
3,984,387
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
22
1. REPORTING ENTITY
Biotron Limited (the 'Company') is a company domiciled in Australia. The address of the Company’s registered
office is at Level 2, 66 Hunter Street, Sydney, NSW 2000. The Company is a for-profit entity and is primarily
engaged in the funding and management of intermediate and applied biotechnology research and
development projects.
2. BASIS OF PREPARATION
(a) Statement of compliance
These financial statements are general purpose financial statements which have been prepared in accordance
with Australian Accounting Standards ('AASBs') adopted by the Australian Accounting Standards Board
('AASB') and the Corporations Act 2001. The financial statements of the Company also comply with
International Financial Reporting Standards ('IFRSs') adopted by the International Accounting Standards
Board ('IASB').
The financial report was authorised for issue by the directors on 29 August 2024.
(b) Basis of measurement
The financial statements have been prepared on the historical cost basis, unless otherwise stated.
(c) Functional and presentation currency
These financial statements are presented in Australian dollars, which is the Company’s functional currency.
(d) Use of estimates and judgements
The preparation of financial statements requires management to make judgements, estimates and
assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities,
income and expenses. Actual results may differ from these estimates.
Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimate is revised and in any future periods affected.
In particular, information about significant areas of estimation uncertainty and critical judgements in applying
accounting policies that have the most significant effect on the amounts recognised in the financial statements
are described in the following notes:
•
Note 2 (e) – Going concern
(e) Going concern
The financial statements have been prepared on a going concern basis which contemplates the realisation of
assets and settlement of liabilities in the ordinary course of business.
The Company has incurred a trading loss of $3,436,524 for the year ended 30 June 2024 and has accumulated
losses of $58,680,788 at 30 June 2024. The Company has cash on hand of $393,198 at 30 June 2024 and
used $3,568,566 of cash in operations for the year ended 30 June 2024 and received $1,645,114 in research
and development government incentives. During the year ended 30 June 2024, the Company raised $19,836
from the exercise of options. As at 30 June 2024, the Company had net liabilities of $244,032 and subsequent
to year end, the Company entered into a finance facility for an amount of $500,000 which was fully drawn post
year end (refer to Note 22). These conditions give rise to a material uncertainty that may cast significant doubt
upon the Company’s ability to continue as a going concern.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
23
2.
BASIS OF PREPARATION (continued)
(e) Going concern (continued)
The ongoing operation of the Company is dependent on:
•
The Company raising additional funding from shareholders or other parties;
•
The Company reducing expenditure in line with available funding
The directors have prepared cash flow projections that support the ability of the Company to continue as a
going concern for the period 1 July 2024 to 30 September 2025. These cash flow projections include significant
ongoing expenditure on research and development activities and assume the Company raises additional
funding from shareholders or other parties, receives the research and development (‘R&D’) rebate from the
Australian Government and maintains expenditure in line with available funding.
In the event that the Company does not obtain additional funding and reduce expenditure in line with available
funding, the achievement of which is significantly uncertain until secured or realised, it may not be able to
continue its operations as a going concern and therefore may not be able to realise its assets and extinguish
its liabilities in the ordinary course of operations and at the amounts stated in the financial statements.
3. MATERIAL ACCOUNTING POLICIES
(a) Application of accounting policies
The accounting policies set out below have been applied to all periods presented in these financial statements
and have been applied consistently by the Company.
(b) New standards and interpretations not yet adopted
A number of new standards, amendments to standards and interpretations are able to be early adopted for
annual periods beginning after 1 July 2023 and have not been applied in preparing these financial statements.
The Company is currently assessing the impact of these new standards and interpretations but seem to not
have a material effect on the Company's financial statements.
The Company also adopted Disclosure of Accounting Policies (Amendments to IAS 1 and IFRS Practice
Statement 2) from 1 July 2023. Although the amendments did not result in any changes to the accounting
policies themselves, they impacted the accounting policy information disclosed in the financial statements.
The amendments require the disclosure of 'material', rather than 'significant', accounting policies. The
amendments also provide guidance on the application of materiality to disclosure of accounting policies,
assisting entities to provide useful, entity-specific accounting policy information that users need to understand
other information in the financial statements.
(c) Cash and cash equivalents
Cash and cash equivalents comprise cash balances and call deposits with an original maturity of three months
or less.
(d) Trade and other receivables
Trade and other receivables are stated at their amortised cost less impairment losses.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
24
3.
MATERIAL ACCOUNTING POLICIES (continued)
(e) Property, plant and equipment
Property plant and equipment are stated at their historical cost less accumulated depreciation and accumulated
impairment losses. Depreciation is recognised in profit or loss using the reducing balance method from the
date of acquisition at rates between 13% and 40% per annum.
(f) Government grants
Where a grant is received relating to research and development costs that have been expensed, the grant is
recognised as other income when the grant becomes receivable and the Company complies with all attached
conditions.
Research and development costs
Expenditure on research activities, undertaken with the prospect of gaining new scientific or technical
knowledge and understanding, is recognised in profit and loss when incurred.
Development activities involve a plan or design for the production of new or substantially improved products
and processes. Development expenditure is capitalised only if development costs can be measured reliably,
the product or process is technically and commercially feasible, future economic benefits are probable, and
the Company intends to and has sufficient resources to complete development and to use or sell the asset.
The expenditure capitalised includes the cost of materials, direct labour and overhead costs that are directly
attributable to preparing the asset for its intended use. Otherwise, development expenditure is recognised in
profit or loss when incurred.
Capitalised development expenditure is measured at cost less accumulated amortisation and accumulated
impairment losses.
(g) Trade and other payables
Trade and other payables are stated at their amortised cost, are non-interest bearing and are normally settled
within 60 days.
(h) Employee entitlements
Short-term employee benefits
Short-term employee benefits are expensed as the related service is provided. A liability is recognised for the
amount expected to be paid under short term cash bonus or profit sharing plans if the Company has a present
legal or constructive obligation to pay this amount as a result of past service provided by the employee, and
the obligation can be estimated reliably.
Long term employee benefits
The Company’s net obligation in respect of long term employee benefits is the amount of future benefit that
employees have earned in return for their service in the current and prior periods. That benefit is discounted
to determine its present value. Re-measurements are recognised in profit or loss in the period in which they
arise.
Share-based payment transactions
The grant-date fair value of share-based payment awards granted to employees is recognised as an employee
expense, with a corresponding increase in equity, over the period that the employees become unconditionally
entitled to the awards. The amount recognised as an expense is adjusted to reflect the number of awards for
which the related service and non-market vesting conditions are expected to be met, such that the amount
ultimately recognised as an expense is based on the number of awards that meet the related service and non-
market performance conditions at the vesting date. For share-based payment awards with non-vesting
conditions, the grant date fair value of the share-based payment is measured to reflect such conditions and
there is no true-up for differences between expected and actual outcomes.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
25
3. MATERIAL ACCOUNTING POLICIES (continued)
(i) Share capital
Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares
are recognised as a deduction from equity, net of any tax effects.
(j) Tax
Income tax comprises of current tax and deferred tax and is recognised in profit or loss except to the extent
that it relates to a business combination, or items recognised directly in equity or in other comprehensive
income.
Current tax
Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates
enacted or substantially enacted at the reporting date, and any adjustment to tax payable in respect of previous
years. Current tax assets and liabilities are offset only if certain criteria are met.
Deferred tax
Deferred tax is recognised in respect of temporary differences between the carrying amount of assets and
liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred tax is not
recognised for temporary differences on the initial recognition of assets or liabilities in a transaction that is not
a business combination and that affects neither accounting nor taxable profit or loss.
The measurement of deferred tax reflects the tax consequences that would follow the manner in which the
Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and
liabilities.
Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they
reverse, using tax rates enacted or substantively enacted at the reporting date. Deferred tax assets and
liabilities are offset if there is a legally enforceable right to offset current tax liabilities and assets, and they
relate to taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they
intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised
simultaneously.
A deferred tax asset is recognised for unused tax losses, tax credits and deductible temporary differences, to
the extent that it is probable that future taxable profits will be available against which they can be utilised.
Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer
probable that the related tax benefit will be realised.
Goods and services tax
Revenue, expenses and assets are recognised net of the amount of goods and services tax ('GST'), except
where the amount of GST incurred is not recoverable from the taxation authority. In these circumstances, the
GST is recognised as part of the cost of acquisition of the asset or as part of the expense.
Receivables and payables are stated with the amount of GST included. The net amount of GST recoverable
from, or payable to, the ATO is included as a current asset or liability in the balance sheet.
Cash flows are included in the statement of cash flows on a gross basis. The GST components of cash flows
arising from investing and financing activities which are recoverable from, or payable to, the ATO are
classified as operating cash flows.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
26
3.
MATERIAL ACCOUNTING POLICIES (continued)
(j) Finance income
Finance income comprises interest income on funds invested. Interest income is recognised as it accrues in
profit or loss, using the effective interest method.
(k) Earnings per share
The Company presents basic and diluted earnings per share ('EPS') data for its ordinary shares. Basic EPS is
calculated by dividing the profit or loss attributable to ordinary shareholders of the Company by the weighted
average number of ordinary shares outstanding during the period. Diluted EPS is determined by adjusting the
profit or loss attributable to ordinary shareholders and the weighted average number of ordinary shares
outstanding for the effects of all dilutive potential ordinary shares, which comprise share options.
(l) Impairment
Financial instruments
The Company recognises expected credit losses (‘ECLs’), where material, on financial assets measured at
amortised cost. The Company measures loss allowances at an amount equal to lifetime ECLs.
Loss allowances are always measured at an amount equal to lifetime ECLs. At each reporting date, the Group
assesses whether financial assets carried at amortised cost and debt securities at fair value through other
comprehensive income are credit-impaired.
The gross carrying amount of a financial asset is written off when the Group has no reasonable expectations
of recovering a financial asset in its entirety or a portion thereof.
(m) Provisions
A provision is recognised if, as a result of a past event, the Company has a present legal or constructive
obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required
to settle the obligation. Provisions are determined by discounting the expected future cash flows at a pre-tax
rate that reflects the current market assessments of the time value of money and the risks specific to the
liability. The unwinding of the discount is recognised as a finance cost.
(n) Segment reporting
Determination and presentation of operating segments
The Company determines and presents operating segments based on the information that is provided
internally to the Managing Director, who is the Company’s chief operating decision maker.
An operating segment is a component of the Company that engages in business activities from which it may
earn revenues and incur expenses, including revenues and expenses that relate to transactions with any of
the Company’s other components. All operating segments’ operating results are regularly reviewed by the
Company’s Managing Director to make decisions about resources to be allocated to the segment and assess
its performance.
Segment results that are reported to the Managing Director include items directly attributable to a segment as
well as those that can be allocated on a reasonable basis. Unallocated items comprise mainly corporate assets
(primarily the Company’s headquarters), head office expenses, and income tax assets and liabilities.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
27
4. DETERMINATION OF FAIR VALUES
A number of the Company’s accounting policies and disclosures require the determination of fair value, for
both financial and non-financial assets and liabilities. Fair values have been determined for measurement
and/or disclosure purposes based on the following methods. Where applicable, further information about the
assumptions made in determining fair values is disclosed in the notes specific to that asset or liability.
Share-based payment transactions
The fair value of employee share options is measured using the Black-Scholes formula. Measurement inputs
include share price on measurement date, exercise price of the instrument, expected volatility (based on
weighted average historic volatility adjusted for changes expected due to publicly available information),
weighted average expected life of the instruments (based on historical experience and general option holder
behaviour), expected dividends, and the risk-free interest rate (based on government bonds). Service and non-
market performance conditions attached to the transactions are not taken into account in determining fair
value. Share-based payment arrangements in which the Company receives goods or services as consideration
for its own equity instruments are accounted for as equity-settled share-based payment transactions.
Non-derivative financial liabilities
Non-derivative financial liabilities are measured at fair value, at initial recognition, and for disclosure purposes,
at each annual reporting date. Fair value is calculated based on the present value of future principal and
interest cash flows, discounted at the market rate of interest at the measurement date.
Note
2024
2023
$
$
5. OTHER INCOME
Research and development rebate
1,645,114
1,430,725
Other income
-
558
1,645,114
1,431,283
6. LOSS FROM OPERATING ACTIVITIES
Loss from ordinary activities has been arrived at after
charging the following items:
Auditors' remuneration paid to KPMG
- Auditor’s and review of financial reports
65,904
72,825
Depreciation
- Office equipment
11
776
5,687
- Plant and equipment
11
798
799
- Right of use asset
11
38,924
36,858
Direct research and development expenditure expensed
as incurred
3,624,873
3,232,374
Employee entitlements expense
55,870
85,703
Superannuation expense
78,150
76,415
Total employee expenses, including those recognised as direct research and development expenditure
for the period ended 30 June 2024 is $857,954 (2023 - $841,848).
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
28
7. LOSS PER SHARE
The calculation of basic and diluted loss per share at 30 June 2024 was based on the loss attributable
to ordinary shareholders of $3,436,524 (2023 - $3,492,766 loss) and a weighted average number of
ordinary shares outstanding during the financial year ended 30 June 2024 of 902,170,065 (2023 –
820,841,956), calculated as follows:
Net loss for the year
3,436,524
3,492,766
2024
Number
2023
Number
Weighted average number of ordinary shares (basic and
diluted)
Issued ordinary shares at 1 July
901,944,902
701,932,713
Effect of shares issued (note 15)
225,163
118,909,243
Weighted average number of ordinary shares at 30 June
902,170,065
820,841,956
As the Company is loss making, none of the potentially dilutive securities are currently dilutive.
2024
2023
$
$
8. INCOME TAX EXPENSE
Current tax expense
Current year
(1,368,353)
(1,234,436)
Tax losses not recognised
1,368,353
1,234,436
-
-
Deferred tax expense
Current year
98,143
4,500
De-recognition of temporary differences
(98,143)
(4,500)
-
-
Numerical reconciliation between tax expense and pre-tax net
profit
Loss before tax - continuing operations
(3,436,524)
(3,492,766)
Prima facie income tax benefit at the Australian tax rate of 25%
(30 June 2023 – 25%)
(859,131)
(873,192)
Increase in income tax expense due to:
- Adjustments not resulting in temporary differences
494,940
466,644
- Effect of tax losses not recognised
387,592
411,048
- Unrecognised temporary differences
(23,401)
(4,500)
Income tax expense current and deferred
-
-
Deferred tax assets have not been recognised in respect of
the following items
Deductible temporary differences (net)
234,504
257,905
Tax losses
9,732,980
9,345,388
Net
9,967,484
9,603,293
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
29
The deductible temporary differences and tax losses do not expire under the current tax legislation.
Deferred tax assets have not been recognised in respect of these items because it is not probable that
future taxable profit will be available against which the Company can utilise the benefits of the deferred
tax asset. Deferred tax assets not recognised are calculated at a tax rate of 25% which is the company
tax rate that applies from 1 July 2023.
9. CASH AND CASH EQUIVALENTS
Cash at bank
393,198
3,984,387
Cash and cash equivalents in the statement of cash flows
393,198
3,984,387
10. OTHER ASSETS
Current prepayments
15,437
23,877
GST receivable
15,619
23,066
Other receivable
2,575
-
33,631
46,943
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
30
2024
2023
$
$
11. PLANT AND EQUIPMENT
Office equipment - at cost
244,840
244,840
Accumulated depreciation
(241,283)
(240,507)
3,557
4,333
Plant and equipment - at cost
514,443
514,443
Accumulated depreciation
(511,534)
(510,736)
2,909
3,707
Rights of use assets
107,614
107,614
Rental Increase
3,233
-
Accumulated depreciation
(104,689)
(65,764)
6,158
41,850
Total plant and equipment - net book value
12,624
49,890
Reconciliations
Reconciliations of the carrying amounts for each class of plant and equipment are set out below:
Office equipment
Balance at 1 July
4,333
10,020
Depreciation
(776)
(5,687)
Carrying amount at the end of the financial year
3,557
4,333
Plant and equipment
Balance at 1 July
3,707
4,506
Depreciation
(798)
(799)
Carrying amount at the end of the financial year
2,909
3,707
Right of use asset
Balance at 1 July
41,849
75,157
Rental increase
3,233
3,550
Depreciation
(38,924)
(36,858)
Carrying amount at the end of the financial year
6,158
41,849
Total carrying amount at the end of the financial year
12,624
49,889
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
31
2024
2023
$
$
12. TRADE AND OTHER PAYABLES
Current
Creditors
285,521
285,229
Accruals
49,100
247,167
334,621
532,396
13. EMPLOYEE ENTITLEMENTS
Current
Employee annual leave provision
134,221
137,746
Long service leave provision
261,536
247,082
395,757
384,828
14. LEASE LIABILITY
Current
Lease liability
7,130
38,582
Non-current
Lease liability
-
6,688
Set out below are the carrying amounts of the lease liability recognised and the movements during the year:
Office
Premises
2024
Office
Premises
2023
$
$
Balance at 1 July
45,270
77,240
Interest expense
1,086
4,389
Rental increase
3,233
3,550
Payments
(42,459)
(39,909)
Balance at 30 June
7,130
45,270
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
32
2024
$
2023
$
15. CAPITAL AND RESERVES
Issued and paid up capital
902,275,506 (2023 – 901,944,902) fully paid ordinary shares
56,914,683
56,890,392
2024
2023
Nº
$
Nº
$
(a) Fully paid ordinary shares
Balance at the beginning of the financial year
901,944,902 56,890,392 701,932,713
52,843,994
Movement in Ordinary Shares
Issued ordinary shares 25 November 2022 $0.03 1
200,000,000
4,700,000
Conversion of options 25 January 2023 $0.06
11,695
702
Conversion of options 22 March 2023 $0.06
494
29
Conversion of options 10 October 2023 $0.06
133,750
8,025
-
Conversion of options 26 October 2023 $0.06
75,902
4,554
-
Conversion of options 10 November 2023 $0.06
114,702
6,882
Conversion of options 01 December 2023 $0.06
6,250
375
Transfer from reserve exercise of options
4,455
-
Less cost of issue
-
(654,333)
Balance at the end of financial year
902,275,506 56,914,683 901,944,902
56,890,392
1 In October 2022, the Company offered eligible shareholders to purchase one new share and one listed option
for every two shares purchased under a pro-rata renounceable rights issue. Under this offer, the Company
issued 140,386,543 ordinary shares and 70,193,272 listed options for cash totalling $4,211,596. The listed
options are each exercisable at $0.06 to acquire one fully paid ordinary share exercisable at any time up to
25 November 2024.
In November 2022, the Company issued 59,613,457 ordinary shares and 29,806,846 listed options for cash
totalling $1,788,404 under a Share Placement Offer. The listed options are each exercisable at $0.06 to
acquire one fully paid ordinary share exercisable at any time up to 25 November 2024.
Terms and conditions – Shares
Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to
one vote per share at the shareholders meetings. In the event of winding up of the Company, ordinary
shareholders rank after creditors and are fully entitled to any proceeds of liquidation.
(b) Share Options
The following unlisted options expired during the year ended 30 June 2024:
•
1,000,000 options with a fair value at grant date of $0.02, each exercisable at 20 cents to acquire one
fully paid ordinary share at any time after the 26 November 2021 up to 29 November 2023. The fair
value of the options at grant date was determined based on Black- Scholes formula. The model inputs
of the options issued, were the Company’s share price of $0.064 at the grant date, a volatility factor of
75.77% based on historic share price performance, a risk free rate of 0.81% based on the 5-year
government bond rate and no dividends paid.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
33
The following unlisted options were on issue as at 30 June 2024.
Opening Balance
1 July 2023
Exercise
Price
Granted
during the year
Expired during
the year
Exercised
during the year
Closing Balance
30 June 2024
Number
$
Number
Number
Number
Number
1,000,000
0.20
-
1,000,000
-
-
The following listed options were on issue as at 30 June 2024.
Opening Balance
1 July 2023
Exercise
Price
Granted
during the year
Expired during
the year
Exercised
during the year
Closing Balance
30 June 2024
Number
$
Number
Number
Number
Number
111,987,929
0.06
-
-
330,604
111,657,325
2024
2023
$
$
Option Reserves
Equity based compensation reserve
-
19,502
Option premium reserve
1,522,073
1,526,528
1,522,073
1,546,030
Movements during the period
Equity based compensation reserve
Balance at the beginning of period
19,502
85,875
Options expired during the period transferred to retained earnings
(19,502)
(66,373)
Balance at end of period
-
19,502
Option premium reserve
Balance at the beginning of period
1,526,528
-
Issue of options
-
1,526,528
Transfer to issue capital exercise of options
(4,455)
Balance at end of period
1,522,073
1,526,528
Nature and purpose of reserves
Equity based compensation reserve:
The equity based compensation reserve is used to recognise the grant date fair value of options issued but
not exercised.
Option premium reserve:
The option premium reserve is used to recognise the grant date fair value and to accumulate proceeds
received from the issue of options.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
34
2024
2023
$
$
16. STATEMENT OF CASH FLOWS
Reconciliation of cash flows from operating activities
Loss for the period
(3,436,524)
(3,492,766)
Adjustments for:
Depreciation of plant and equipment
40,498
43,344
Provisions for employee entitlements
10,929
37,667
Changes in assets and liabilities
Decrease / (Increase) in other assets
36,378
(25,955)
(Decrease) / Increase in trade and other payables
(219,847)
147,675
Net cash used in operating activities
(3,568,566)
(3,290,035)
17. RELATED PARTIES
Key management personnel and director transactions
The following key management person holds a position in another entity that results in them having control or
joint control over the financial or operating policies of that entity, and this entity transacted with the Company
during the year as follows:
During the year ended 30 June 2024, Peter J. Nightingale had a controlling interest in an entity, MIS Corporate
Pty Limited, which provided full administrative services, including rental accommodation, administrative staff,
services and supplies, to the entity. Fees paid to MIS Corporate Pty Limited during the year, amounted to
$144,000 (2023 - $144,000). There was $13,200 inclusive of GST outstanding on 30 June 2024 (2023 - $nil).
Key management personnel compensation
During the year ended 30 June 2024, compensation of key management personnel totalled $721,804 (2023 -
$722,902), which comprised primary salary and fees of $658,657 (2023 - $656,457), superannuation of
$56,810 (2023 - $56,328) and long service leave of $6,337 (2023 - $10,117). During the 2024 and 2023
financial years, no long term benefits or termination payments were paid.
18. SHARE BASED PAYMENTS
The Company has an Incentive Option Plan to provide eligible persons, being employees or directors, or
individuals whom the Plan Committee determine to be employees for the purposes of the Plan, with the
opportunity to acquire options over unissued ordinary shares in the Company. The number of options granted
or offered under the Plan will not exceed 10% of the Company's issued share capital and the exercise price of
options will be the greater of the market value of the Company's shares as at the date of grant of the option or
such amount as the Plan Committee determines. Options have no voting or dividend rights. The vesting
conditions of options issued under the plan are based on a minimum service periods being achieved ranging
from 2 to 4 years. There are no other vesting conditions attached to options issued under the plan.
In the event that the employment or office of the option holder is terminated, any options which have not
reached their exercise period will lapse and any options which have reached their exercise period may be
exercised within two months of the date of termination of employment. Any options not exercised within this
two month period will lapse.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
35
No options were issued during the year ended 30 June 2024 and 1,000,000 options expired. At 30 June 2024,
no options were on issue (2023 – 1,000,000) as detailed in note 15.
The terms and conditions of the options held by key management personnel during the year ended 30 June
2024 are as follows:
Grant
date
Expiry
date
Vesting
date
Exercise
price
Fair value
of options
granted
$
Total
granted
Number
Total
Exercised/
Expired
Number
Exercisable
at end of
the period
number
Balance at
end of the
period
Number
26
November
2019
29
November
2023
26
November
2021
$0.20
19,502
1,000,000
1,000,000
-
-
19,502
1,000,000
1,000,000
-
-
In October 2022, the Company granted 12,000,000 options to the lead manager of the rights issue and share
placement offers. The terms and conditions of the options on issue to the lead manager are as follows:
In October 2022, the Company granted listed options as part of the rights issue and share placement offers. The
terms and conditions of the listed options on issued are as follows:
Issue
Date
Expiry
date
Vesting
date
Exercise
price
Fair value
of options
granted
$
Options on
issue
Number
Total
Exercised
Number
Total
Number
Expired
Balance at
end of the
period
Number
25
November
2022
25
November
2024
25
November
2022
$0.06
1,300,000
100,000,118
342,793
-
99,657,325
During the year, no ordinary shares were issued as a result of the exercise of options granted pursuant to the
Incentive Option Plan (2023 – nil).
Fair value of options share-based payment
The fair value of options granted is measured at grant date and recognised as an expense over the period
during which the recipients become unconditionally entitled to the options. The fair value of the options granted
is measured using an option valuation methodology, taking into account the terms and conditions upon which
the options were granted. The amount recognised as an expense is adjusted to reflect the actual number of
options that vested during the period.
On 26 November 2019, 7,000,000 options were granted to Key Management Personnel with a fair value of
$64,342. On 29 November 2021, 5,000,000 options expired unexercised with a fair value of $30,625. On 29
November 2022, 1,000,000 options expired unexercised with a fair value of $14,215 and on 29 November
2023 1,000,000 options expired unexercised with a fair value of $19,502. The Black-Scholes formula model
inputs were the Company's share price of $0.064 at the grant date, a volatility factor of 77% based on historic
share price performance, a risk-free interest rate of 0.81% based on government bonds and a dividend yield
of 0%.
Grant
date
Expiry
date
Vesting
date
Exercise
price
Fair value
of options
granted
$
Total
granted
Number
Total
Exercised/
Expired
Number
Exercisable
at end of
the period
number
Balance at
end of the
period
Number
26
October
2022
25
November
2024
25
November
2022
$0.06
226,528
12,000,000
-
-
12,000,000
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
36
The fair value of options granted on 26 October 2022 to the lead manager of the rights issue and share
placement offers was $226,528. The Black-Scholes formula model inputs were the Company's share price of
$0.045 at the grant date, a volatility factor of 88.39% based on historic share price performance, a risk-free
interest rate of 3.37% based on government bonds and a dividend yield of 0%.
The fair value of options issued on 24 November 2022 to subscribers of the rights issue and placement offers
was $1,300,000. The Black-Scholes formula model inputs were the Company's share price of $0.037 at the
grant date, a volatility factor of 88.39% based on historic share price performance, a risk-free interest rate of
3.37% based on government bonds and a dividend yield of 0%.
Expenses arising from share-based payment transactions
Total expenses arising from share based payment for equity based compensation transactions recognised
during the year ended 30 June 2024 was nil (2023 - $nil).
19. FINANCIAL INSTRUMENTS
Financial risk management objectives and policies
The Company’s financial instruments comprise deposits with banks, trade and other payables and from time
to time short term loans from related parties. The Company does not trade in derivatives or in foreign currency.
The Company manages its risk exposure of its financial instruments in accordance with the guidance of the
Board of Directors. The main risks arising from the Company’s financial instruments are market risk, credit risk
and liquidity risks. This note presents information about the Company’s exposure to each of these risks, its
objectives, policies and processes for measuring and managing risk, and the Company’s management of
capital.
Risk management framework
The Board has overall responsibility for the establishment and oversight of the risk management framework.
Informal risk management policies are established to identify and analyse the risks faced by the Company.
The primary responsibility to monitor the financial risks lies with the Managing Director and the Company
Secretary under the authority of the Board.
Credit risk
Credit risk arises mainly from the risk of counterparties defaulting on the terms of their agreements.
The carrying amounts of the following assets represent the Company’s maximum exposure to credit risk in
relation to financial assets:
Note
Carrying amount
2024
$
2023
$
Cash and cash equivalents
9
393,198
3,984,387
Security deposits
54,023
53,930
447,221
4,038,317
Cash and cash equivalents
The Company mitigates credit risk on cash and cash equivalents by dealing with regulated banks in Australia.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
37
Security deposits
Credit risk on security deposits is very low as it usually consists predominantly of amounts recoverable from a
regulated bank in Australia.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The
Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient
liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring
unacceptable losses or risking damage to the Company’s reputation.
The ultimate responsibility for liquidity management rests with the Board. The Company monitors rolling
forecasts of liquidity on the basis of expected fund raisings, trade payables and other obligations for the
ongoing operation of the Company. At balance date, the Company has available funds of $393,198 for its
immediate use and subsequent to year end, the Company has drawn down a finance facility for $500,000.
The following are the contractual maturities of financial liabilities, including estimated interest payments:
Carrying
amount
$
Contractual
cash flows
$
Less than
one year
$
Between
one and five
years
$
30 June 2024
Trade and other payables
334,621
(334,621)
(334,621)
-
Lease Liability
7,130
(7,130)
(7,130)
-
30 June 2023
Trade and other payables
532,395
(532,395)
(532,395)
-
Lease Liability
45,270
(45,270)
(38,582)
(6,688)
It is not expected that the cash flows included in the maturity analysis could occur significantly earlier, or at
significantly different amounts.
Market risk
Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity
prices will affect the Company’s income or the value of its holdings of financial instruments. The objective of
market risk management is to manage and control market risk exposures within acceptable parameters, while
optimising the return.
Interest rate risk
The Company’s income statement is affected by changes in interest rates due to the impact of such changes
on interest income from cash and cash equivalents and interest bearing security deposits. Changes in interest
rates for the current and prior reporting period date would have increased/decreased equity and loss for the
period by an immaterial amount.
At balance date, the Company had the following mix of financial assets exposed to variable interest rate risk.
Note
2024
$
2023
$
Financial assets
Cash and cash equivalents
9
393,198
3,984,387
Security deposits
54,023
53,930
Net exposure
447,221
4,038,317
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
38
The Company had the following fixed interest bearing financial liabilities in the current year.
Note
2024
$
2023
$
Financial liabilities
Lease liability
14
7,130
45,270
Net exposure
7,130
45,270
The Company does not have interest rate swap contracts.
Currency risk
The Company is exposed to currency risk on cash and cash equivalents that are denominated in United States
currency. The company’s gross financial exposure to foreign currency risk at balance date was US$97 (2023
- US$97).
The Company is not exposed to price risks.
Capital management
The Board’s policy is to maintain a strong capital base so as to maintain investor, creditor and market
confidence and to sustain future development of the business.
The Board ensures costs are not incurred in excess of available funds and will seek to raise additional funding
through issues of shares for the continuation of the Company’s operations. There were no changes in the
Company’s approach to capital management during the year.
The Company is not subject to externally imposed capital requirements.
Estimation of fair values
The carrying amounts of financial assets and liabilities approximate their net fair values, given the short time
frames to maturity and or variable interest rates.
20. FINANCIAL REPORTING BY SEGMENTS
The Company operates in one reportable operating segment, being the biotechnology industry in Australia.
21. COMMITMENTS AND CONTINGENCIES
The Company may be party to commercial disputes and litigation in the normal course of business. No material
liabilities are expected to arise in respect of the commercial disputes and litigation existing at balance date.
There are no capital commitments at the date of these financial statements.
22. SUBSEQUENT EVENTS
Since the end of the financial year, option holders have exercised 33,734 options resulting in the issue of
33,734 ordinary shares raising $2,024.
Further, subsequent to year end, the Company entered into a finance facility agreement and has drawn down
an amount of $500,000 with an interest rate of 1.33% per month which compounds monthly from the
commencement date of the loan until the maturity date. Maturity date of the loan is 5 business days after the
Company’s receipt of the FY2024 R&D Rebate from the Australian Taxation Office. There have been no
covenants or other conditions attached to the loan.
BIOTRON LIMITED
NOTES TO THE FINANCIAL STATEMENTS
FOR THE YEAR ENDED 30 JUNE 2024
39
22. SUBSEQUENT EVENTS (continued)
There have been no other matters arising in the interval between the end of the financial year and the date of
this report any item, transaction, or event of a material and unusual nature likely, in the opinion of the directors
of the Company, to affect significantly the operations of the Company, the results of those operations, or the
state of affairs of the Company in future financial years.
BIOTRON LIMITED
CONSOLIDATED ENTITY DISCLOSURE STATEMENT
AS AT 30 JUNE 2024
40
Biotron Limited is not required by Australian Accounting Standards to prepare consolidated financial
statements, and as a result, subsection 295(3A)(a) of the Corporations Act 2001 to prepare a Consolidated
Entity Disclosure Statement does not apply to the Company.
BIOTRON LIMITED
41
DIRECTORS’ DECLARATION
1.
In the opinion of the directors of Biotron Limited:
a)
the financial statements and notes set out on pages 18 to 39, and the Remuneration Report in the
Directors’ Report, set out on pages 8 to 15, are in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the Company’s financial position as at 30 June 2024 and of its
performance for the financial year ended on that date; and
(ii)
complying with Australian Accounting Standards (including Australian Accounting
Interpretations) and the Corporations Regulations 2001;
b)
the Consolidated entity disclosure statement as at 30 June 2024 set out on page 40 is true and
correct; and
c)
there are reasonable grounds to believe that the Company will be able to pay its debts as and when
they become due and payable.
2.
The directors have been given the declarations required by Section 295A of the Corporations Act 2001
from the chief executive officer and chief financial officer for the financial year ended 30 June 2024.
3.
The directors draw attention to note 2(a) of the financial statements, which includes a statement of
compliance with International Financial Reporting Standards.
This report has been signed in accordance with a resolution
of the directors and is dated 29 August 2024:
Michael J. Hoy
Michelle Miller
Chairman
Managing Director
42
KPMG, an Australian partnership and a member firm of the KPMG global organisation of independent member firms affiliated
with KPMG International Limited, a private English company limited by guarantee. All rights reserved. The KPMG name and
logo are trademarks used under license by the independent member firms of the KPMG global organisation. Liability limited by
a scheme approved under Professional Standards Legislation.
Independent Auditor’s Report
To the shareholders of Biotron Limited
Report on the audit of the Financial Report
Opinion
We have audited the Financial Report of
Biotron Limited (the Company).
In our opinion, the accompanying Financial
Report of the Company gives a true and
fair view, including of the Company’s
financial position as at 30 June 2024 and
of its financial performance for the year
then ended, in accordance with the
Corporations Act 2001, in compliance with
Australian Accounting Standards and the
Corporations Regulations 2001.
The Financial Report comprises:
Statement of financial position as at 30 June 2024
Statement of profit or loss and other comprehensive
income, Statement of changes in equity, and
Statement of cash flows for the year then ended
Consolidated entity disclosure statement as at 30
June 2024
Notes, including material accounting policies
Directors’ Declaration.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. We believe that the audit
evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
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 Company in accordance with 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 (including Independence Standards) (the Code) that are relevant to our
audit of the Financial Report in Australia. We have fulfilled our other ethical responsibilities in
accordance with these requirements.
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Material uncertainty related to going concern
We draw attention to Note 2 (e) “Going Concern” in the financial report. The conditions disclosed in
Note 2(e), indicate a material uncertainty exists that may cast significant doubt on the Company’s
ability to continue as a going concern and, therefore, whether it will realise its assets and discharge
its liabilities in the normal course of business, and at the amounts stated in the financial report. Our
opinion is not modified in respect of this matter.
In concluding there is a material uncertainty related to going concern we evaluated the extent of
uncertainty regarding events or conditions casting significant doubt in the Company’s assessment of
going concern. This included:
Analysing the cash flow projections by:
-
Evaluating the underlying data used to generate the projections for consistency with other
information tested by us, our understanding of the Company’s intentions, and past results
and practices;
-
Assessing the planned levels of operating and capital expenditures for consistency of
relationships and trends to the Company’s historical results since year end, and our
understanding of the business, industry and economic conditions of the Company;
•
Assessing significant non-routine forecast cash inflows and outflows including the expected
impact of planned capital raisings for feasibility, quantum and timing. We used our knowledge of
the client, its industry and current status of those initiatives to assess the level of associated
uncertainty.
•
Reading minutes of directors’ meetings and relevant correspondence with the Company’s
advisors to understand the Company’s ability to raise additional shareholder fund and assess the
level of associated uncertainty.
•
Evaluating the Company’s going concern disclosures in the financial report by comparing them to
our understanding of the matter, the events or conditions incorporated into the cash flow
projection assessment, the Company’s plans to address those events or conditions, and
accounting standard requirements. We specifically focused on the principal matters giving rise to
the material uncertainty.
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 of 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 matter described below to be the Key Audit Matter.
Direct research and development expenditure - $3,624,873
Refer to Note 6 to the Financial Report
The key audit matter
How the matter was addressed in our audit
Direct research and development expenditure is
a key audit matter due to the significance of the
amount (being 70% of total expenses) and the
audit effort associated with assessing the
completeness, existence and accuracy of the
amounts recorded by the Company
Our procedures included:
Assessing the Company’s accounting policy for
research and development expenditure against
the requirements of the accounting standards;
Selecting a statistical sample of items recorded
as direct research and development
expenditure and checking the expenditure
amount recorded for consistency to invoices
from third parties or other underlying
documentation;
For the sample identified above, checking the
nature of the expenditure for consistency with
its classification as direct research and
development expenditure, in accordance with
the Company’s accounting policy and the
criteria in the accounting standards; and
Testing the completeness of direct research
and development expenditure recorded in the
year by checking payments recorded since
year end and unprocessed invoices for
evidence of the timing of the transactions. We
selected our sample from the Company’s
payments made since balance date, and
unprocessed invoices at the date of our
testing, and checked the timing of the
transaction to the underlying documentation.
Other Information
Other Information is financial and non-financial information in Biotron Limited’s annual report which is
provided in addition to the Financial Report and the Auditor’s Report. The Directors are responsible
for the Other Information.
Our opinion on the Financial Report does not cover the Other Information and, accordingly, we do not
express an audit opinion or any form of assurance conclusion thereon, with the exception of the
Remuneration Report and our related assurance opinion.
In connection with our audit of the Financial Report, our responsibility is to read the Other
Information. In doing so, we 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.
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We are required to report if we conclude that there is a material misstatement of this Other
Information, and based on the work we have performed on the Other Information that we obtained
prior to the date of this Auditor’s Report we have nothing to report.
Responsibilities of the Directors for the Financial Report
The Directors are responsible for:
preparing the Financial Report in accordance with the Corporations Act 2001, including giving
a true and fair view of the financial position and performance of the Company, and in
compliance with Australian Accounting Standards and the Corporations Regulations 2001
implementing necessary internal control to enable the preparation of a Financial Report in
accordance with the Corporations Act 2001, including giving a true and fair view of the
financial position and performance of the Company, and that is free from material
misstatement, whether due to fraud or error
assessing the Company’s ability to continue as a going concern and whether the use of the
going concern basis of accounting is appropriate. This includes disclosing, as applicable,
matters related to going concern and using the going concern basis of accounting unless they
either intend to liquidate the Company or to cease operations, or have no realistic alternative
but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objective is:
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 Australian Auditing Standards will always detect a material misstatement when it
exists.
Misstatements can arise from fraud or error. They 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 the Financial Report.
A further description of our responsibilities for the audit of the Financial Report is located at the
Auditing and Assurance Standards Board website at:
https://www.auasb.gov.au/admin/file/content102/c3/ar2_2020.pdf. This description forms part of our
Auditor’s Report.
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Report on the Remuneration Report
Opinion
In our opinion, the Remuneration Report
of Biotron Limited for the year ended 30
June 2024, complies with Section 300A of
the Corporations Act 2001.
Directors’ 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 responsibilities
We have audited the Remuneration Report included in
pages 12 to 16 of the Directors’ report for the year
ended 30 June 2024.
Our responsibility is to express an opinion on the
Remuneration Report, based on our audit conducted in
accordance with Australian Auditing Standards.
KPMG
Adam Twemlow
Partner
Brisbane
29 August 2024
BIOTRON LIMITED
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ADDITIONAL STOCK EXCHANGE INFORMATION
Home Exchange
The Company is listed on the ASX Limited. The home exchange is Sydney.
Use of Cash and Assets
Since the Company's listing on the ASX, the Company has used its cash and assets in a way consistent with
its stated business objectives.
Class of Shares and Voting Rights
There is only one class of shares in the Company, fully paid ordinary shares.
The rights attaching to shares in the Company are set out in the Company's Constitution. The following is a
summary of the principal rights of the holders of shares in the Company.
Every holder of shares present in person or by proxy, attorney or representative at a meeting of shareholders
has one vote on a vote taken by a show of hands, and, on a poll every holder of shares who is present in
person or by proxy, attorney or representative has one vote for every fully paid share registered in the
shareholder's name on the Company's share register.
A poll may be demanded by the chairperson of the meeting, by at least 5 shareholders entitled to vote on the
resolution or shareholders with at least 5% of the votes that may be cast on the resolution on a poll.
Distribution of Equity Securityholders
As at 31 July 2024, the distribution of each class of quoted equity securityholders was as follows:
Range
Fully Paid
Ordinary Share
Holders
Total
Number of
Shares
25 November 2024
$0.06 Listed
Options
Total Number of
$0.06 Listed
Options
1 - 1,000
211
52,486
180
113,711
1,001 - 5,000
902
3,262,136
278
789,108
5,001 - 10,000
1,054
8,308,978
121
963,215
10,001 - 100,000
2,695 103,218,773
312
11,717,770
100,001 and over
1,223 787,437,333
153
98,069,321
6,085 902,279,706
1,044
111,653,125
At 31 July 2024, 2,740 shareholders held less than a marketable parcel of shares.
Type of securities
Number of
holders
Number of
securities
Ordinary shares
6,085
902,279,706
Listed Options
1,044
111,653,125
There are no current on-market buy-backs.
BIOTRON LIMITED
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Twenty Largest Quoted Shareholders
At 31 July 2024 the twenty largest fully paid ordinary shareholders held 20.05% of fully paid ordinary as follows:
Rank
Name
Fully Paid
Ordinary
Shares
%
1
Rookharp Capital Pty Limited
26,920,201
2.98
2
Jey Investment Pty Ltd
24,240,000
2.69
3
Umbiram Pty Ltd
11,217,352
1.24
4
Fordholm Investments Pty Ltd
10,300,000
1.14
5
Citicorp Nominees Pty Limited
10,201,698
1.13
6
Dr Angela Fay Dulhunty
10,000,000
1.11
7
Dr Huy Tran
9,699,357
1.07
8
Dns Accounting And Law Consultancy Pty Ltd
8,359,582
0.93
9
Attollo Copia Pty Ltd
7,620,678
0.84
10
Pathold No 222 Pty Ltd
7,600,000
0.84
11
Armco Barriers Pty Ltd
7,550,000
0.84
12
Mr William John Dunn
7,300,000
0.81
13
Edstop Pty Limited
6,045,906
0.67
14
Standby Forty-Six Pty Limited
5,600,000
0.62
15
Vicex Holdings Proprietary Limited
5,600,000
0.62
16
Scott's A V Pty Ltd
4,918,000
0.55
17
Mr Travis Paul Gloury
4,819,355
0.53
18
Mr Charles Tollios Panos
4,338,928
0.48
19
Mr Peter James Nightingale
4,313,884
0.48
20
Mr Mark Andrew Peterson
4,263,157
0.47
BIOTRON LIMITED
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Twenty Largest Quoted Optionsholders
At 31 July 2024 the twenty largest listed optionholders held 50.57% of fully paid ordinary as follows:
Rank
Name
25 November 2024
$0.06 Listed
Options
%
1
Rookharp Capital Pty Limited
7,633,588
6.84
2
Green Jade Investments Pty Ltd
6,359,091
5.70
3
Mr James Anthony Laird
5,100,139
4.57
4
Jey Investment Pty Ltd
4,720,000
4.23
5
Fordholm Investments Pty Ltd
4,700,000
4.21
6
Bmmdh Pty Ltd
4,036,000
3.61
7
Mr Nick Sung-Chuang Chew
2,863,000
2.56
8
Saf It Consulting Group Pty Limited
2,681,602
2.40
9
3m Holdings Pty Limited <3m Investment Spec A/C>
2,290,077
2.05
10
Mr Edward Patrick O'brien
2,000,000
1.79
10
Mrs Yan Wang
2,000,000
1.79
10
Mr William Xi Qu Yan + Ms Ai Wen Liang
2,000,000
1.79
13
Mr Paul Antony Stoneham
1,600,000
1.43
14
Mr Peter William Goodall
1,500,000
1.34
15
Mr Jiashun Yang
1,463,159
1.31
16
Miss Sera Ann Williams
1,170,000
1.05
17
Mr Cameron William Eric Robinson
1,152,500
1.03
18
Mrs Zi Juan Qi
1,150,000
1.03
19
Mr Scott William Thornton
1,039,215
0.93
20
Pathold No 222 Pty Ltd
1,000,000
0.90
BIOTRON LIMITED
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CORPORATE DIRECTORY
Directors:
Mr Michael J. Hoy (Chairman)
Dr Michelle Miller (Managing Director)
Dr Susan M. Pond
Mr Robert B. Thomas
Prof Stephen Locarnini
Company Secretary:
Mr Peter J. Nightingale
Registered Office:
Principal Administration Office:
Level 2, 66 Hunter Street
Suite 3.3, 56 Delhi Road
SYDNEY NSW 2000
NORTH RYDE NSW 2113
Phone: 61-2 9300 3344
Phone: 61-2 9805 0488
Fax:
61-2 9221 6333
Fax:
61-2 9805 0688
E-mail: enquiries@biotron.com.au
Homepage: www.biotron.com.au
Share Registrar:
Computershare Investor Services Pty Limited
6 Hope Street
ERMINGTON NSW 2115
Phone: 1300 787 272
Fax: +61 3 9473 2500
Auditors:
KPMG Level 16, Riparian Plaza
71 Eagle Street
BRISBANE QLD 4000
Home Exchange:
ASX Limited 20 Bridge Street
SYDNEY NSW 2000
Solicitors:
Minter Ellison
88 Phillip Street
SYDNEY NSW 2000
Biotron Limited, incorporated and domiciled in Australia, is a publicly listed company limited by shares.