www.edeninnovations.com
Annual Report
for the Year Ended 30 June 2017
For personal use onlyCONTENTS
Highlights
Corporate Directory
Review of Operations
Directors’ Report
Auditors’ Independence Declaration
Consolidated Statement of Profit or
Loss and Other Comprehensive Income
Consolidated Statement of Financial Position
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Financial Statements
Directors’ Declaration
Independent Auditor’s Report
Additional Information for Listed Public Companies
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Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyHIGHLIGHTS DURING THE 2016-2017 FINANCIAL YEAR
EDENCRETE®
Colorado
¬ Construction and testing of Eden’s expanded Colorado
production facility was completed during the year
and the expanded Colorado production facility is now
operational.
¬ Eden purchased the building housing its existing
Colorado plant together with an adjoining building,
securing additional space, and facilitating a possible
further increase in the EdenCrete® production capacity
in Colorado.
¬ Denver Public Works commenced EdenCrete®
evaluation in Colorado.
Georgia
¬ EdenCrete® was officially added to the Georgia
Department of Transportation (“GDOT”) Qualified
Products List for its 24 hour repair mix and the first
EdenCrete® order (for US$50,000) was received and
shipped for a GDOT repair project.
¬ GDOT advised that EdenCrete® is to be used in all of its
State-funded, full depth concrete slab repair projects in
Georgia over the next 12 months ending 30 June 2018.
¬ A field trial of EdenCrete® in concrete used for new road
construction in Georgia commenced in March 2017.
Sales and Marketing Progress
¬ Experienced sales team appointed.
¬ Eden received and shipped its first European order for
EdenCrete®, worth US$25,000.
¬ Trials by various possible customers for a range of
applications commenced and continue to occur on
an ongoing basis as an integral part of the process of
securing new customers.
¬ Approvals for use of EdenCrete® for one or more
applications secured in Arkansas, Colorado, Georgia,
Mississippi, North Carolina, Tennessee, Texas and
Virginia.
¬ Eden signed Memorandum of Understanding with
Korean engineering firm to review feasibility of proposed
Korean EdenCrete® Distributorship.
ASTM Test Programme
¬ ASTM C494 “S” Test Programme for EdenCrete®, which
measured changes in performance of EdenCrete®
enriched concrete over 12 months, was successfully
completed.
¬ A 90 days trial of EdenCrete® undertaken in accordance
with the ASTM C1543 delivered a significant
improvement (reduction) in permeability in concrete
immersed in a brine solution.
¬ Encouraging 90 days permeability results received from
EdenCrete® US Patent Application
MARTA trial conducted in May 2016.
Texas
¬ Texas Department of Transportation (“TxDOT”) approved
concrete mixes incorporating EdenCrete® for a large
TxDOT approved pre-cast/ pre-stressed concrete
manufacturer.
¬ Eden entered into a three year, bulk supply contract for
EdenCrete® with the manufacturer and the first order
worth more than US$100,000 was shipped in April
2017. The estimated aggregate annual sales under this
contract may be up to US$1 million p.a. and EdenCrete®
is now being added by the manufacturer to the concrete
used for bridge beams in Texas.
¬ US Patent application submitted in relation to methods
and systems for producing admixtures for concrete that
contain nano-carbon particles.
OPTIBLEND® DUAL FUEL
¬ Orders received during the year for 21 units (approx.
US$580,000).
EDENPLAST™
¬ Eden and University of Queensland (“UQ”) awarded
A$310,000 grant by the Australian Research Council
(“ARC”).
CORPORATE
¬ A$15 million placement completed through Bell Potter,
mainly to 4 Australian institutions.
¬ Companies in the Group changed their name from “Eden
Energy” to “Eden Innovations” reflecting the Group’s
future focus.
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Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyCORPORATE DIRECTORY
DIRECTORS:
Gregory H Solomon LLB (Executive)
Douglas H Solomon BJuris LLB (Hons) (Non-Executive)
Guy T Le Page B.A., B.Sc. (Hons).,M.B.A., F.FIN., MAusIMM (Non-Executive)
Richard J Beresford FAICD FAIE (Non-Executive)
COMPANY SECRETARY:
Aaron P Gates BCom CA AGIA
REGISTERED OFFICE:
Level 15
197 St Georges Terrace
Perth
Western Australia 6000
Tel +61 8 9282 5889
Fax +61 8 9282 5866
Email: mailroom@edeninnovations.com.au
Website: www.edeninnovations.com
SOLICITORS:
Solomon Brothers
Level 15
197 St Georges Terrace
Perth WA 6000
AUDITORS:
Nexia Perth Audit Services Pty Ltd
Level 3
88 William Street
Perth WA 6000
SHARE REGISTRY:
Advanced Share Registry Services
110 Stirling Highway
Nedlands WA 6009
STOCK EXCHANGE LISTING:
ASX Code: EDE (ordinary shares)
Quotation has been granted for all the ordinary shares and issued EDEO options of the
company on all Member Exchanges of the Australian Securities Exchange Limited.
3
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyREVIEW OF OPERATIONS
During the year Eden made significant progress
towards achieving its goal of having EdenCrete®,
Eden’s carbon nanotube-enriched concrete admixture,
become a product that is widely used in the concrete
market, particularly the huge US infrastructure market.
Progress was also achieved in Eden’s collaborative
research projects being conducted with the University of
Queensland and Deakin University.
Whilst sales of the Optiblend® dual fuel system remained
slow due to the ongoing low oil prices and the limited oil
and gas exploration taking place as a result, nevertheless
a combined total of 21 Optiblend® dual fuel systems
were sold in India and the USA during the year, having an
aggregate value of US$0.58 million.
EDENCRETE® (Eden 100%)
Expansion of Eden’s Colorado EdenCrete® Production
Capability
The expansion of the EdenCrete® production capability
in Colorado, from 108,000 gallons per annum to a
targeted output of between approximately 2 million - 2.4
million gallons (7.6 - 9.1 million litres) per annum, or
approximately 40,000 gallons (151,000 litres) per week,
was undertaken and the plant is now operational. The new
plant includes two new large-scale carbon nanotube (CNT)
production reactors, and 40,000 gallons of underground
storage capacity (see Figures 1 and 2).
Figure 1. Reactor Being Lifted off Low Loader.
Figure 2. Two 20,000 gallons capacity EdenCrete® underground storage tanks.
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Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyThese new reactors are far larger than the two earlier
reactors, and operating 24 hours per day, are intended to
be able to produce sufficient carbon nanotubes for between
2 million and 2.4 million gallons of EdenCrete® per year.
Eden’s expanded EdenCrete® production capability in
Colorado incorporates:
¬ Two reactors for producing the carbon nanotubes which
were successfully trialled and produced commercial
quantities of carbon;
¬ A carbon silo and the automated pneumatic conveyor
system for the carbon;
¬ A liquid nitrogen gas supply;
¬ A mixing system that is integrated with the rest of the
production process. One of the larger components in the
mixing system:
- is supplied by the same supplier and operates in the
same manner as, but is smaller than, the final mixing
system (“Full Capacity Mixing System”) that is planned
to be used in Colorado, and which is also currently
intended to be used in the future Georgia plant;
- will be replaced in the Colorado manufacturing process
with a Full Capacity Mixing System when justified by
increasing EdenCrete® sales, to provide production
capacity in Colorado up to the currently estimated
maximum production capacity of the Colorado plant of
approximately 2-2.4 million gallons of EdenCrete® per
annum;
- when replaced, the process is seamless and is will
involve simply substituting the larger capacity piece of
equipment for the existing component; and
- is intended to continue to be used, after the Full
Capacity Mixing System is installed, as a second mixing
system for the future production of other variations of
EdenCrete® that are currently being planned;
¬ Current capability of producing, on a 24-hour basis, over
1 million gallons of EdenCrete® per annum which will
be increased to 2-2.4 million gallons of EdenCrete® per
annum as and when sales increase;
¬ A computerized control system for the whole plant which
was trialled and is operational; and
¬ A roadside bulk delivery system for loading the
EdenCrete® into bulk road tankers which was tested and
is operational.
Eden can now confidently commit to supplying greatly
increased quantities of EdenCrete®.
Purchase of Original Colorado Production Facility Completed
During the year the company completed the purchase of
the land and building housing its original Denver based
production facility for approximately US$1.2million, payable
over 5 years and carrying interest to the vendor at the rate
of 2% p.a, giving Eden security over its expanded Colorado
production facility.
New Colorado property purchased to facilitate further
EdenCrete® production expansion
Eden also purchased an adjoining property that shares a
common rear boundary with Eden’s existing Colorado plant,
for US$1.525 million to secure the additional space. The
property comprises a parcel of land with an area of 24,829
square feet (2,306 m2) on which is erected a two storey
building with a total area of 12,599 square feet (1,170 m2)
that was built in 1999.
The building has a number of offices, a large workshop/
warehouse area and loading dock suitable for semi-trailers.
It enabled the administration, the OptiBlend® business and
a greatly expanded research and development facility to be
re-located from Eden’s existing site, freeing up additional
space in the original for the EdenCrete® production.
This added space adds significantly to the company’s
EdenCrete® production capability in Colorado.
Denver Public works commenced EdenCrete® evaluation
in Colorado
During the year, trials commenced with the Denver Public
Works to evaluate EdenCrete® in several locations around
Denver. EdenCrete® is being evaluated for its ability to
improve the durability of concrete placed in Denver where
it is exposed to significant quantities of de-icing salts and
road chemicals. The evaluation period may last for perhaps
up to 12 months.
If the trials are successful, it is hoped that positive results
will translate into the Denver Public Works commencing to
use EdenCrete® on a broad scale in suitable projects across
Denver, and potentially leading to its use in other areas of
Colorado, and perhaps into other States as well, for similar
applications.
To date, two sections of roadways in Denver that are
exposed to high application rates of de-icing salts and road
chemicals to inhibit the formation of ice on the roads, have
been trialled and the results to date have been encouraging
(see Figure 3).
These trials in Colorado by the Denver Public Works
represented the first governmental field trials of
EdenCrete® on road projects in any State outside
of Georgia and compliment the recently addition
of EdenCrete® to the Colorado Department of
Transportation’s Approved Product List.
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Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyFigure 3. EdenCrete® Trial Slabs on in Denver, Colorado.
EdenCrete® - Georgia
EdenCrete® to be used in all state funded, concrete road
repair projects in Georgia over next 12 months
In January 2017 EdenCrete® was added to the Georgia
Department of Transportation (“GDOT”) Approved Product
List, which was followed on 23 January 2017 by the
amendment of the GDOT specifications for its 24-hour
Accelerated Strength Concrete repair mix that required
the addition of EdenCrete® to this repair mix (see Figure 4).
Figure 4. GDOT Twenty-Four Hour Accelerated Strength Concrete
Specifications
GDOT has now confirmed that EdenCrete® is to be
included in the concrete repair mix to be used on all State
funded, full depth concrete slab replacement projects on
highways in Georgia undertaken during the financial year
commencing 1 July 2017.
Around 16 projects over the 12 month period are currently
anticipated, including up to 5 or 6 major repair projects,
with the remainder being likely to be of a smaller scale.
The schedule, including the number and details of
projects that are nominated by each district is not fixed
and may change at any time for various reasons including
changes in priorities of the district.
More details of the schedule, the anticipated size, value
and timing of these projects, are awaited over the coming
months.
The inclusion of EdenCrete® in the GDOT 24 hour concrete
repair mix on all State funded, full depth concrete slab
replacement projects on highway projects in Georgia
during the 2017-2018 financial year represented a major
milestone and a significant advance towards the broad
penetration by EdenCrete® into the US concrete and
infrastructure markets.
First Order for a GDOT road repair project
In February 2017, Eden received and shipped its first order
for US$50,000 worth of EdenCrete® for a GDOT road repair
project, in which EdenCrete® was added at a dosage rate
of 2 gallons (7.57 litres) per cubic yard (0.765 metres3)
and the amount of cement used was reduced by 15%.
The project required approximately 1,000 cubic yards of
concrete, equivalent to approximately 125 standard sized
ready-mix concrete truck loads (8 cubic yards capacity).
EdenCrete® Field Trial in GDOT New Highway Projects
During the year a field trial of EdenCrete® by GDOT, for
possible future use in new concrete road construction in
Georgia commenced. The trial is taking place on a state
highway involved the addition of EdenCrete®, at a dosage
rate of 2 US gallons (7.57 litres) per cubic yard (0.7645
cubic metres) of concrete, to sufficient concrete to lay a
two lane wide section of new highway approximately 80
yards (73.15 metres) in length (see Figure 5).
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Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyFigure 5. Completed section of highway with added EdenCrete
The evaluation period to be undertaken by GDOT of the
field trial is likely to be at least 12 months. A successful
outcome could open the way for the possible future
participation of EdenCrete® in the construction of new
roads and highways in Georgia, the annual budget for
which currently exceeds US$700 million per annum.
This field trial was undertaken pursuant to the decision
of the GDOT New Products Evaluation Committee in
December 2015 that EdenCrete® be allowed to undertake
a Field Test in the applications of Portland cement
for concrete pavements (GDOT Specification Section
430 and/or 439) and concrete whitetopping (GDOT
Specification Section 453) (replacing the surface of an
asphalt pavement with a concrete surface layer).
On 6 December 2016, the Commissioner of GDOT gave
a presentation in which he outlined the projections for
Georgia’s transportation infrastructure programme and
GDOT budget through to the end of 2019.
It included a detailed breakdown of work that is underway
and planned in relation to highways, roads and bridges, as
well as budgeted expenditure of US$1.5 billion dollars for
the 2017 financial year (1 July 2017- 30 June 2018), and
gives a very good picture of Eden’s primary target market
in Georgia for EdenCrete®.
The work planned by GDOT through until June 2018
includes:
¬ Over 2,500 miles of roadway resurfacings;
¬ 118 bridge replacements;
¬ More than 300 bridge rehabilitations; and
¬ Upgrade and improve 109 intersections with signals.
Significant Improvement Achieved in Permeability Test
in MARTA Trial
During the year, permeability tests were also completed
of concrete incorporating EdenCrete® that showed a
significant improvement (reduction) in permeability of
EdenCrete® enriched concrete after immersion in a 3%
chloride brine solution for 90 days, in accordance with the
ASTM C1543 and AASHTO T259 standard test procedures
(see Table 1). AASHTO is the American Association of
State Highway and Transportation Officials.
In this trial EdenCrete® was added at 3 US gallons /
cubic yard (7.43 litres / cubic metre) of concrete, and
was compared with the same concrete mix containing no
EdenCrete®. The tests involved completely submerging
in the 3% chloride brine solution for ninety days, a 12
inch (304.8mm) square block, 4 inches (101.6mm) thick,
of each of the reference concrete and the EdenCrete®
enriched concrete, and after the 90 days immersion:
¬ Removing with a diamond drill a 2 inch (50.8 mm)
diameter, full-depth circular core from the centre of
each test block;
¬ Cutting horizontally 4 cross-sections of each core at
the specified depths shown in Table 1 above, with each
cross section being 10 mm thick (10-20mm, 25-35mm,
40-50mm and 55-65mm) for analysis; and
¬ The 4 cross sections from each core were then
pulverised and the total percentage of chloride (by
weight) (ASTM C1152) in each of these cross sections
was the analysed.
Depth of Cross
Sections Tested
Reference
Concrete
EdenCrete®
Concrete
10-20mm
0.055% chloride
0.006% chloride
25-35mm
0.039% chloride
0.001% chloride
40-50mm
0.001% chloride
0.000% chloride
55-65mm
0.001% chloride
0.000% chloride
Table 1. Chloride Levels (by weight) in each analysed
cross section after 90 days’ immersion
This dramatic reduction in chloride ingress, reflecting a far
lower permeability of the EdenCrete® enriched concrete,
is a further significant step forward in accessing both
repairs and construction of highways and bridges were
salt is spread to retard the formation of ice, and also for
both coastal and marine applications where concrete is
exposed to elevated salinity.
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Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
REVIEW OF OPERATIONS (Continued)
EdenCrete® - Texas
During the year, the Texas Department of Transportation
(“TxDOT”) approved the use of EdenCrete® in two
proprietary concrete mixes developed by a significant
Texas based manufacturer of pre-stressed concrete
beams which are used in the construction of bridges in
Texas. Following this approval, Eden entered into a three
year, bulk supply agreement with this manufacturer to
supply it with the required EdenCrete®.
Whilst there are no minimum sales requirements in the
contract, and it is not certain what will be the aggregate
sales of EdenCrete® to be supplied on an annual basis,
based on the current throughput at the plant, Eden
anticipates that it could be in the order of US $1million
per annum and EdenCrete® is now being added by the
manufacturer to the concrete used for bridge beams in
Texas (see Figure 6).
Eden had been trialling EdenCrete® with the manufacturer
to develop alternative, better concrete mixes that also
meet all current and proposed standards required
by TxDOT that require a significant reduction in the
aggregated quantity of cementitious material that is used
to make the concrete.
After nearly six months of work with the support of Eden,
the manufacturer developed the two concrete mixes that
each includes EdenCrete®, added at a dosage rate of
0.5 US gallon/ cubic/yard (2.476 litres/ cubic metre) of
concrete respectively that have been approved by TXDOT
for use in pre-cast / pre-stressed bridge applications.
Each of these two new concrete mixes:
¬ Reduce the total cost of the concrete;
¬ Achieve a more workable and less sticky concrete
mix that achieves all the required break strengths for
the particular applications for which they will use the
concrete;
¬ Result in a smoother finish with fewer bug holes, that
looks better and is anticipated will require less patching
and/or repairs;
¬ Will enable the manufacturer to reduce the
cementitious content of the mixes which in turn will
lower the cost of production of the products; and
¬ Will enable the manufacturer to meet the new standards
that TxDOT has announced will commence at the end of
September 2017, partly driven by an emerging shortage
of fly ash, requiring a lower cementitious content in the
concrete used in bridge construction.
Figure 6. Typical prestressed bridge beam being fabricated at Valley Prestress Products
8
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyOther benefits may also potentially be achieved when the
mixes are used commercially.
Under the terms of the three year contract, Eden will
supply and deliver EdenCrete®, using a road tanker, in bulk
into a 5,000 US gallon dispensing tank (supplied by Eden)
at the manufacturer’s plant in Texas, and that will then be
added into the concrete batching process in the same way
that other admixtures are added to concrete.
The first order of EdenCrete® for the Texas market was
received in early April 2017 under this contract and was
for more than US$100,000 worth of EdenCrete®, and was
shipped on 9th April 2017 in a bulk tanker (see Figure 7)
and a second order was delivered in July 2017. Eden has
been advised that EdenCrete® is now being included by
the manufacturer in the concrete they are using to make
bridge beams for TxDOT at the plant where the trials were
carried out.
The manufacturer also has three other plants, at least
one of which is also involved in production of products for
bridges in Texas and which may also commence to use
EdenCrete® once a successful operation at the first plant
has been established.
Additionally there are over ten other precast
manufacturers in Texas who are approved by TxDOT for
precast/ prestressed bridge components and Eden has
trials underway or planned with a number of them and
plans to progressively approach all the TxDOT approved
precast manufacturers in due course.
The precast concrete market represents a large portion
of the total US concrete market. In particular, in addition
to precast building products for low and high rise
construction, the use of precast products is particularly
common in the construction and maintenance of bridges.
The US bridge market is a primary target for the possible
future use of EdenCrete®, with a growing emphasis on
using more durable concrete to produce much longer
lasting structures.
In July 2015, the US Federal Department of Transportation
published a State-by-State analysis of the condition of
Federal roads and bridges in the USA (1), and concluded
that of the 604,000 bridges, over 124,000 were
functionally obsolete or structurally deficient.
Relevantly, Texas has both the most bridges (52,561) of
any State, representing 8.68% of all the bridges in the
USA, and the highest number, being 9,998 (or 19% of
all the bridges in Texas) that were determined by the US
Federal Department of Transportation in July 2015 to be
functionally obsolete or structurally deficient.
Figure 7. Loading tanker with first bulk delivery of EdenCrete® to Texas
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Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyREVIEW OF OPERATIONS (Continued)
EdenCrete® - Sales and Marketing Progress
Sales Team Appointed
During the year, Eden appointed an experienced sales
team with more than 200 years collective experience in
selling concrete admixtures to sell EdenCrete®. The team
is spread out across the USA.
First European Order
During the year, Eden received and shipped its first
European order for EdenCrete® worth US$25,000.
The order was received from a significant European
construction company that specialises in pre-cast and
prefabricated construction and that operates widely
throughout Eastern Europe. At the date of this report,
the trials by the European construction company are
continuing.
The future plan is to export EdenCrete® that is proposed
to be produced at Eden’s proposed production facility in
Augusta, Georgia, through the Port of Savannah, 130 miles
away and open up the global market for EdenCrete®.
Various Trials Commenced
Trials of EdenCrete® by a number of possible customers
for a range of applications commenced in various parts of
the US during the year. A number of them that have been
completed and it is hoped some will translate into sales.
Trials with new customers, which can take an extended
time to complete, are almost always required and are
expected to continue to occur on an ongoing basis as an
integral part of the process of securing new customers.
At the date of this report there are a number of trials
scheduled to commence over the next few months.
Approval to Use EdenCrete® in Seven State Departments
of Transport
As at the date of this report, Eden has received approval
for the use of EdenCrete® in concrete for one or more
applications, from the Departments of Transportation in
Arkansas, Colorado, Georgia, Mississippi, North Carolina,
Tennessee, Texas and Virginia. Additionally, EdenCrete®
has also been successfully field trialled in both Georgia
and Texas, and is now in commercial use in both of these
States. Eden has also commenced discussions with the
Federal Highways Administration in relation to whether
it may be possible at some stage in the future to obtain
approval for the use of EdenCrete® in Federal funded
projects in Georgia.
Eden intends to progressively increase the number of
States where EdenCrete® is approved for use. Each State
has its own procedures and timetables for considering
applications. Eden has also initiated the national highways
(NTPEP) certification process that will take at least 12
months to complete from when the trials actually begin
which are anticipated to commence in the next few
months. The NTPEP certification is similar to the ASTM
certification process that Eden has completed, but unlike
the NTPEP certification that is only relevant to US roads
and bridges, the ASTM certification is widely accepted
around the world, such as in Korea.
Obtaining DOT approvals in the various States is proving to
be a reasonably slow process, and if approved, field trials
are still likely to be required. Initial steps are underway to
seek field trials of EdenCrete® with the DOTs in several
States where EdenCrete® has been added to the Approved
Product List but not yet field trialled.
Memorandum of Understanding Executed for Possible
Korean EdenCrete® Distributorship
In June 2017, Eden signed a Memorandum of
Understanding (“MOU”) with Korea Consultants
International Co., Ltd. (“KCI”), a Seoul-based engineering
consulting firm, to jointly review the feasibility of KCI
being appointed as the sole distributor in the Republic
of Korea (“Korea”) for EdenCrete®. Initial meetings
were held with both with the Korean Government testing
authority, and the Korean Government owned corporation
that constructs, maintains and operates an expressway
network in Korea on behalf of both the Government and
Public Private Partnerships and provided EdenCrete®
was positively received. In late July 2017, the Korean
Government testing authority agreed to proceed with the
laboratory testing of EdenCrete® and this is planned to
commence by early September 2017.
Whilst the MOU that has been signed is non-binding and
preliminary, depending on outcomes from these tests
which may take 6 months or more to complete, Eden and
KCI intend to negotiate the possible appointment of KCI as
the exclusive distributor of EdenCrete® in Korea.
KCI, an innovative, integrated engineering consultancy
company that approached Eden, provides planning, design,
supervision, project management and construction
management services for a broad range of infrastructure
and construction projects, including for roads, bridges,
railways, ports, airports, water supply and sewerage
projects. Since 1982, KCI has been involved in hundreds of
significant projects in Korea, including the construction of
some of the longest bridges and tunnels in the world, for a
range of clients including the Korean Government, Public
Private Partnerships and other companies.
With its head office in Seoul, KCI also maintains 9
overseas offices. Over the years it has participated in
over 140 significant engineering projects in 23 other
countries, spread across Asia, Africa, the Middle East,
South America and Oceania, including a number of
major infrastructure projects that were funded through
international aid programmes. Out of these 140 projects,
10
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlythe majority of these were undertaken in the Asian/Pacific
region, in which KCI has been involved in 123 projects in
13 countries.
The potential size of the Asian/ Pacific market was
detailed in a 2015 report on the potential global spending
on transport infrastructure around the world between
2015 and 2025, published by PricewaterhouseCoopers*,
in which the cumulative global expenditure in trillions of
dollars, by regions, was estimated (see Figure 8 below).
*Assessing the global transport infrastructure market:
Outlook to 2025
www.pwc.com/gx/en/transportation-logistics/pdf/
assessing-global-transport-infrastructure-market.pdf
ASTM Test Programme
Completion of ASTM C494 “S” Test Programme
In December 2016, Eden completed the 12 months long
testing programme for EdenCrete® enriched concrete
that was undertaken in Colorado, to test EdenCrete® in
accordance with the standards and the procedures of the
American Society for Testing and Materials (“ASTM”) for
ASTM C494 “S” certification of EdenCrete®, the industry
standard certification procedure for specific performance
concrete admixtures.
The details of the positive results achieved during the 12
month trial period are set out in Figure 9.
Figure 8. (Source: PricewaterhouseCoopers and Oxford Economics)
Figure 9: Completed ASTM C494 Results
11
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyREVIEW OF OPERATIONS (Continued)
The completion of the ASTM C494 “S” trial programme is
another major milestone and will facilitate:
¬ The continuation of the approval process towards a
future approval to use EdenCrete® on highways by other
State Departments of Transportation in the USA to which
Eden has already applied for approval, but which first
require the completion of the ASTM C494 Programme, in
addition to satisfaction of other later conditions; and
¬ Assessment of the performance of EdenCrete® for
its possible future use by a range of groups including
engineers and architects both in the USA and also in
other countries.
The ASTM C494 “S” trial results were all based on a dosage
rate of 3.5 US gallons of EdenCrete® per cubic yard of
concrete, 12.5% lower dosage than that trialled by GDOT.
EdenCrete® US Patent Application
At the date of this report, Eden has lodged an application
for a US patent in relation to methods and systems for
producing admixtures for concrete that contain nano-
carbon particles (including carbon nanotubes), and
methods and systems for making concrete using the
admixtures.
The patent application includes methods and systems of
manufacturing admixtures that contain one or more of a
broad range of nano-carbon materials including carbon
nanotubes, and including EdenCrete®.
Applications for similar patents, based on the US patent
application are intended to be lodged in due course in
Europe and a number of other strategic countries, in
which, under the Patent Convention Treaty, Eden’s priority
will operate from the date of lodgement of the application
in the US.
Proposed Georgia based EdenCrete®
Production Facility
In 2015-2016, Eden’s wholly owned subsidiary, EdenCrete
Industries Inc. (“ECI”) secured an attractive financial
assistance and incentives package worth an aggregate
of US$24.76 million to assist it establish its large scale
global manufacturing plant in Augusta, Georgia on 45
hectares (112 acres) of industrial land and with an option
over a further 31.5 acres. The area of land that will be the
subject of the grant that ECI will receive, was during the
year increased to 143.5 acres, and includes the additional
area that was originally subject to the option.
ECI proposes to establish its large-scale global
EdenCrete® production facility in Augusta over the next
seven years at an estimated cost of US$67 million to
create 251 jobs, and upon which the incentive package is
conditional.
The 2 miles of new roadway has now been cleared down
to the proposed EdenCrete® plant site and engineers have
been commissioned to commence the preliminary site
plans for the proposed Eden plant.
The facility that is being planned be built in up to 7-8
separate buildings, each with four production lines with a
total planned annual production capacity of approximately
189 million litres (50 million gallons) of EdenCrete®
concrete admixture per building. A concept plan for the
total developed site has now been prepared, and the latest
version is attached as Figure 10.
Figure 10. Concept Plan for Future
Augusta EdenCrete® Production
Plant
12
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyHigh strength CNT enriched concrete requiring little or
no reinforcing steel
The research project with Deakin University (“Deakin”),
partly funded by an Australian Research Council (“ARC”)
Linkage Grant into ultra-high strength carbon nanotube
enriched concrete requiring little or even no reinforcing
steel, continued during the year. A range of different
formulations of EdenCrete® have been produced and
during the period, a reasonably large consignment of
these formulations of EdenCrete® was shipped to Deakin
to enable the trials and research to begin.
This project offers Eden an opportunity to collaborate in
world-leading, high level research into how its EdenCrete®
carbon nanotube enriched concrete admixture affects
concrete at a nano-scale in delivering increased flexural
and compressive strength, increased abrasion resistance
and reduced permeability, amongst other benefits.
This research could potentially lead to both the
improvement of EdenCrete® and the development of
ultra-high strength concrete that requires little or no
steel re-enforcing. Quite apart from the enormous
environmental and financial implications, such an outcome
would have major implications for the global construction
industry. Eden has already made significant advances with
EdenCrete® towards ultimately achieving this goal, and this
new project could assist in accelerating this progress.
EdenPlast™ / CNT Enriched Polymers and Plastics
Work continued on the 2014 collaborative research
project, partially funded by the Australian Research
Council (“ARC”) (to the extent of A$255,000), that Eden
and the University of Queensland have been undertaking
into carbon nanotubes in plastics. Additionally, an
application for further ARC grant funding was lodged to
enable the work to continue past the end of the current
program, and a grant of $310,000 payable over 3 years
was approved in February 2017.
The following conclusions from the preliminary result
have been achieved to date with Eden’s new product
(EdenPlast™):
¬ Excellent combination of high modulus (stiffness) and
outstanding ductility (elongation-at-break) achieved
for Nylon containing <1% Eden’s CNTs compared to
commercial grades of nano Nylon 6.
¬ Superior ductility with comparable tensile strength
(> 75 MPa, 50% Relative Humidity (“RH”) conditions)
compared to super-tough commercial Nylons
containing higher levels (4wt%) of nanoclays.
¬ Higher tensile strength than comparable Nylon based
materials with similar ductility.
¬ Excellent dispersion of the Eden’s CNTs in EdenPlast™.
¬ Visual clarity and transparency suggests suitability for a
super-tough-film grade.
¬ The relatively low-cost processing method of
EdenPlast™ could potentially result in production of
cost-effective, high-stiffness and/or high-toughness
grades of nano Nylon 6.
¬ Possible suitable future markets for EdenPlast™,
indicated by the results to date, are the automotive and
packaging markets.
¬ Whilst fundamental studies (XRD, rheology, thermal
and electrical analysis) and further standard
characterization (ASTM, ISO) need to be carried out
(impact, flexural, tensile, dynamical, fatigue) before
possible commercialisation could be considered,
these preliminary results from extruded filaments are
considered very encouraging.
At the date of this report, Eden has lodged an application
for a US patent in relation to methods for making
nanostructured materials using intercalation of carbon
nanoparticles.
OPTIBLEND® DUAL FUEL SYSTEM (EDEN 100%)
During the year, despite the continued lower price of oil
and the on-going slow-down in oil and gas exploration,
Eden Innovations LLC, Eden’s wholly owned U.S. subsidiary,
received purchase orders for 18 OptiBlend® systems
worth US$530,000 and Eden Innovations India Pvt Ltd
received orders for 3 units worth US$50,000.
Eden developed OptiBlend®, an efficient dual fuel system
that is capable of operating on diesel, and displacing up
to 70% of the diesel fuel with natural gas The use of the
natural gas not only reduces the greenhouse gas emissions
from the engine but, where natural gas is cheaper than
diesel, it can also reduce fuel costs. It has significant
market potential particularly in both the back-up power
market and also the oil and gas drilling market where
diesel-powered generator sets (“gensets”) are used.
CORPORATE
Successful A$15 million capital raising
During the year Eden completed an A$15m placement to
Australian institutional and sophisticated investors.
Re-branding of “Eden Energy” to “Eden Innovations”
In order to reflect more accurately the ongoing focus
of the Group as a clean technology innovator that is
now engaged exclusively in developing and marketing a
range of new technologies, a resolution to change the
name of the company from “Eden Energy Ltd” to “Eden
Innovations Ltd” was approved at the company’s Annual
General Meeting on 28 October 2016, and this has been
implemented.
13
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyFinancial Position
The net assets of the consolidated group have increased
from $15,041,421 at 30 June 2016 to $19,565,322 in
2017. This increase is largely the result of capital raisings
during the year. The group’s working capital, being
current assets less current liabilities, has decreased
from $11,234,511 in 2016 to $6,544,901 in 2017.
Significant Changes in State of Affairs
There have been no significant changes in the state of
affairs that occurred during the financial year.
After Balance Date Events
No matters or circumstances have arisen since the
end of the financial year which significantly affected or
may significantly affect the operations of the group, the
results of those operations, or the state of affairs of the
group in future financial years.
Future Developments, Prospects and Business
Strategies
The Group proposes to continue developing and
marketing its technologies, including EdenCrete® and
OptiBlend® as detailed in the Review of Operations.
Environmental Issues
The Group is subject to environmental regulation and
complies fully with all requirements.
DIRECTORS’ REPORT
Your directors present their report on the Company and
its controlled entities for the financial year ended 30
June 2017.
Directors
The names of directors in office at any time during or
since the end of the year are:
Gregory H Solomon
Guy T Le Page
Douglas H Solomon
Richard J Beresford
Directors have been in office since the start of the
financial year to the date of this report unless otherwise
stated.
Company Secretary
The following person held the position of company
secretary at the end of the financial year:
Mr Aaron P Gates has worked for Eden Innovations Ltd
for the past 9 years. He is a Chartered Accountant and
Chartered Secretary. He has completed a Bachelor of
Commerce (Curtin University) with majors in accounting
and business law and completed a Diploma of Corporate
Governance. Prior to joining Eden he worked in public
practice in audit and corporate finance roles.
Principal Activities
Eden Innovations Ltd produces and sells a high
performance concrete admixture, EdenCrete® and
retrofit dual fuel technology, OptiBlend®, developed for
diesel generator sets.
There were no other significant changes in the nature of
the consolidated group’s principal activities during the
financial year.
Operating Results
The consolidated loss of the group after providing
for income tax amounted to $11,263,770 (2016:
$3,340,533).
Dividends Paid or Recommended
No dividends were paid or declared for payment during
the year.
Review of Operations
A review of the operations of the Group during the
year ended 30 June 2017 is set out in the Review of
Operations on Page 4.
14
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyDIRECTORS’ REPORT
Information on Directors
Gregory H SolomonExecutive Chairman
Qualifications
LLB
Appointed Executive Chairman 2004. A qualified lawyer with more than 30
Experience
years’ Australian and international experience in a wide range of areas including
commercial negotiation and corporate law. Following 15 years’ experience as a
director on a number of ASX listed companies, for the past 13 years in his role as
Executive Chairman he has been responsible for initiating and managing the entire
business development of all companies in the Group since its incorporation.
27,652,546 Ordinary Shares, 13,092,309 EDEO options
Tasman Resources Limited (ASX:TAS)
Conico Limited (ASX:CNJ)
Interest in Shares and Options
Directorships held in other
listed entities
Douglas H Solomon
Qualifications
Experience
Interest in Shares and Options
Directorships held in other
listed entities
Guy T Le Page
Qualifications
Experience
Interest in Shares and Options
Directorships held in other
listed entities
Richard J Beresford
Qualifications
Experience
Interest in Shares and Options
Directorships held in other
listed entities
Non-Executive
BJuris LLB (Hons)
Board member since May 2004. A Barrister and Solicitor with more than 20 years’
experience in the areas of mining, corporate, commercial and property law. He is a
partner in the legal firm, Solomon Brothers.
23,868,198 Ordinary Shares, 11,264,416 EDEO options
Tasman Resources Limited (ASX:TAS)
Conico Limited (ASX:CNJ)
Non-Executive
B.A., B.Sc. (Hons).,M.B.A., F.FIN., MAusIMM
Board member since May 2004. Currently a corporate adviser specialising in
resources. He is actively involved in a range of corporate initiatives from mergers
and acquisitions, initial public offerings to valuations, consulting and corporate
advisory roles. He previously spent 10 years as an exploration and mining geologist
in Australia, Canada and the United States. His experience spans gold and base
metal exploration and mining geology and he has acted as a consultant to private
and public companies. This professional experience included the production of both
technical and valuation reports for resource companies.
1,350,405 Ordinary Shares, 2,013,321 EDEO Options
Tasman Resources Limited (ASX:TAS)
Conico Limited (ASX:CNJ)
Mt Ridley Mines Ltd (ASX: MRD)
Red Sky Energy Ltd (ASX: ROG)
Non-Executive
FAICD FAIE
Board member since May 2007. Mr Beresford has an engineering background and has
in excess of 30 years’ experience in renewable energy and natural gas. This includes
corporate experience with British Gas (now BG) in the UK and Indonesia, Woodside
in Australia and China Light and Power (CLP) in Hong Kong. Mr Beresford has been a
director and company chairman of several listed and unlisted companies.
3,150,000 Ordinary Shares, 700,000 EDEO Options
Liquefied Natural Gas Limited (ASX:LNG)
15
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED)
This report details the nature and amount of remuneration
for each director of Eden Innovations Ltd, and for the
executives receiving the highest remuneration.
Remuneration policy
The remuneration policy of Eden Innovations Ltd has been
designed to align director and executive objectives with
shareholder and business objectives by providing a fixed
remuneration component and offering specific long-term
incentives based on key performance areas affecting the
consolidated Group’s financial results. The board of Eden
Innovations Ltd believes the remuneration policy to be
appropriate and effective in its ability to attract and retain
the best executives and directors to run and manage the
consolidated group, as well as create goal congruence
between directors, executives and shareholders.
The board’s policy for determining the nature and amount
of remuneration for board members and senior executives
of the economic entity is as follows:
¬ All executives receive a base salary (which is based
on factors such as length of service and experience),
superannuation, fringe benefits and options.
Executives are also entitled to participate in the employee
share and option arrangements.
The executive directors and executives receive a
superannuation guarantee contribution required by the
government, which is currently 9.5%, and do not receive
any other retirement benefits. Some individuals, however,
have chosen to sacrifice part of their salary to increase
payments towards superannuation.
All remuneration paid to directors and executives is valued
at the cost to the Company and expensed. Shares issued
to directors and executives are valued as the difference
between the market price of those shares and the amount
paid by the director or executive. Options are valued using
the Black-Scholes methodology. The Group does not have
a policy on directors hedging their shares.
The maximum aggregate amount of fees that can be
paid to non-executive directors is subject to approval
by shareholders at the Annual General Meeting. Fees for
non-executive directors are not linked to the performance
of the consolidated group. However, to align directors’
interests with shareholder interests, the directors are
encouraged to hold shares in the Company and are able to
participate in the employee option plan.
Performance-based remuneration
No performance based remuneration was paid during the
year.
Key Management Personnel Remuneration Policy
The Board's policy for determining the nature and amount
of remuneration of management for the Group is as follows:
The remuneration structure for key management
personnel is based on a number of factors, including
length of service, particular experience of the individual
concerned, and overall performance of the Company.
The contracts for service between the Company and
key management personnel are on a continuing basis,
the terms of which are not expected to change in the
immediate future. Upon retirement key management
personnel are paid employee benefit entitlements accrued
to date of retirement. Any options not exercised before or
on the date of termination lapse.
Key Management Personnel Remuneration
Key Management
Short-term Benefits
Person
Post-
Employ-
ment
Benefits
Other
Long Term
Benefits
Termi-
nation
Benefits
Share- based
Payment
Total
Perfor-
mance
Related
Salary and
Fees
Cash
profit
share
$
2017
Gregory H Solomon
300,000
Douglas H Solomon
Guy T Le Page
Richard J Beresford
46,800
46,800
46,800
Roger W Marmaro
609,409
Aaron P Gates
(a)
1,049,809
Non-cash
benefit
Super-
annuation
Other
Other
Equity
Options
$
-
-
-
-
-
-
-
$
-
-
-
-
$
28,500
4,446
4,446
4,446
32,425
20,006
-
-
32,425
61,844
$
-
-
-
-
-
-
-
$
-
-
-
-
-
-
-
$
-
-
-
-
-
-
-
$
-
-
-
-
328,500
51,246
51,246
51,246
419,203
1,081,043
18,864
18,864
438,067
1,582,145
$
%
-
-
-
-
-
-
-
16
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyDIRECTORS’ REPORT
Key Management Personnel Remuneration Continued
Key Management
Person
Short-term Benefits
Post-
Employ-
ment
Benefits
Other
Long Term
Benefits
Termi-
nation
Benefits
Share-based
Payment
Total
Perfor-
mance
Related
Salary and
Fees
Cash
Profit
Share
Non-cash
benefit
Super-
annuation
Other
Other
Equity
Options
$
$
$
$
$
$
$
$
$
%
2016
Gregory H Solomon
172,500
Douglas H Solomon
Guy T Le Page
Richard J Beresford
36,000
36,000
36,000
Roger W Marmaro
408,854
Aaron P Gates
(a)
689,354
-
-
-
-
-
-
-
-
-
-
-
16,387
3,420
3,420
3,420
32,467
19,014
-
-
32,467
45,661
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
188,887
39,420
39,420
39,420
16,000
476,335
16,000
16,000
32,000
799,482
-
-
-
-
-
-
-
(a) This officer is provided by Princebrook Pty Ltd (a
company in which Mr Gregory H Solomon and Mr
Douglas H Solomon have an interest) under the
Management services Agreement with the Company.
During the year the Company paid $300,000 (2016:
$194,670) to Princebrook Pty Ltd for management
services.
(b) The appointment of Roger Marmaro may be
terminated by giving not less than two months’
written notice.
Options issued as part of remuneration for the year
ended 30 June 2017
27,861,269 ESOP options were issued as part of
remuneration during the year, of which 10,450,000 ESOP
options were issued to key management personnel.
Meetings of Directors
During the financial year, 4 meetings of directors were held.
Attendances by each director during the year were as follows:
Number eligible
to attend
Number attended
Gregory H Solomon
Douglas H Solomon
Guy T Le Page
Richard J Beresford
4
4
4
4
4
4
4
4
Options
Options granted to directors and officers of the Company
During the year no options were issued to directors and
450,000 ESOP options were issued to officers of the
Company.
17
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyDIRECTORS’ REPORT
Unissued shares under options
At the date of this report, the unissued ordinary shares of Eden Innovations Ltd under option are as follows:
Issue Date
Various
16 March 2016
8 March 2017
8 March 2017
20 May 2016
20 May 2016
20 May 2016
Various
9 May 2017
Date of Expiry
Exercise Price
Number under Option
30 September 2018
28 February 2019
1 March 2019
1 March 2019
19 May 2019
19 May 2019
19 May 2019
28 February 2020
30 November 2020
$0.03
$0.095
$0.40
$0.48
$0.31
$0.2875
$0.3875
$0.27
$0.25
204,810,242
5,900,000
5,000,000
5,000,000
22,490,000
2,250,000
1,125,000
26,452,022
330,000
275,357,264
The Options expiring on 28 February 2019, 28 February
2020 and 30 November 2020 are all held, pursuant to
the Company’s Employee Share Option Plan, by overseas
employees or directors of subsidiaries of the Company or
key consultants. No person entitled to exercise the option
has any right by virtue of the option to participate in any
share issue of any other body corporate.
Indemnifying Officers or Auditor
The Company has arranged for an insurance policy to
insure the directors against liabilities for costs and
expenses incurred by them in defending any legal
proceedings arising out of their conduct while acting
in the capacity of director of the Company, other than
conduct involving a wilful breach of duty in relation to the
Company. The total premium payable was approximately
$33,220.
Proceedings on Behalf of Company
No person has applied for leave of Court to bring
proceedings on behalf of the Company or intervene in
any proceedings to which the Company is a party for the
purpose of taking responsibility on behalf of the Company
for all or any part of those proceedings.
The Company was not a party to any such proceedings
during the year.
Non-audit Services
The Board of Directors is satisfied that the provision of
non-audit services during the year is compatible with the
general standard of independence for auditors imposed by
the Corporations Act 2001.
The directors are satisfied that the services disclosed
below did not compromise the external auditor’s
independence for the following reasons:
¬ the nature of the services provided do not compromise
the general principles relating to auditor independence
in accordance with APES 110: Code of Ethics for
Professional Accountants set by the Accounting
Professional and Ethical Standards Board.
No fees for non-audit services were paid / payable to the
external auditors during the year ended 30 June 2017.
Auditor’s Independence Declaration
The lead auditor’s independence declaration for the year
ended 30 June 2017 has been received and can be found
on page 19.
Rounding of amounts
Eden Innovations Ltd is a type of Company referred to
in ASIC Corporations (Rounding in Financial/Directors’
Reports) Instrument 2016/191 and therefore the amounts
contained in this report and in the financial report have
been rounded to the nearest $1.
Signed in accordance with a resolution of the Board of
Directors.
________________________________________
Gregory H Solomon
Chairman
Dated this 28th day of September 2017
18
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyLead auditor’s independence declaration under section 307C of the Corporations Act 2001
To the directors of Eden Innovations Ltd
I declare that, to the best of my knowledge and belief, in relation to the audit for the financial
year ended 30 June 2017 there have been:
(i) no contraventions of the auditor’s 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.
Nexia Perth Audit Services Pty Ltd
TJ Spooner
Director
Perth
28 September 2017
19
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME FOR YEAR ENDED 30 JUNE 2017
Revenue
Other income
Changes in inventories
Raw materials and consumables used
Depreciation and amortisation expense
Employee benefits expense
Finance costs
Other financial items
Other expenses
Loss before income tax
Income tax (expense)/benefit
Loss from continuing operations
Loss after tax from discontinued operations
Loss for the year
Other Comprehensive Income / (Loss)
Items that may be reclassified subsequently to profit or loss
Foreign currency translation reserve
Income tax relating to comprehensive income
Items reclassified to profit or loss
Foreign currency translation reserve
Total Other Comprehensive Income / (Loss), net of tax
Note
Consolidated
Group
Consolidated
Group
2
3
4
7
2017
$
949,467
7,093
121,859
(419,782)
(479,997)
2016
$
1,206,849
6,821
(64,464)
(491,284)
(196,830)
(6,770,049)
(2,328,056)
(19,941)
(390,483)
(64,586)
197,061
(4,305,276)
(1,719,292)
(11,307,109)
(3,453,781)
43,339
139,842
(11,263,770)
(3,313,939)
-
(26,594)
(11,263,770)
(3,340,533)
(31,083)
(125,048)
-
-
(31,083)
-
(519,189)
(644,237)
Total Comprehensive Income / (Loss) attributable to
members of the parent
(11,294,853)
(3,984,770)
Basic/Diluted loss per share (cents per share)
6
(0.9138)
(0.3226)
The accompanying notes form part of these financial statements.
20
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyCONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017
ASSETS
CURRENT ASSETS
Cash and cash equivalents
Trade and other receivables
Inventories
Other current assets
TOTAL CURRENT ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
Intangible assets
Deposits
TOTAL NON-CURRENT ASSETS
TOTAL ASSETS
CURRENT LIABILITIES
Trade and other payables
Interest bearing liabilities
Provisions
TOTAL CURRENT LIABILITIES
NON-CURRENT LIABILITIES
Interest bearing liabilities
TOTAL NON-CURRENT LIABILITIES
TOTAL LIABILITIES
NET ASSETS
EQUITY
Issued capital
Reserves
Accumulated losses
TOTAL EQUITY
The accompanying notes form part of these financial statements.
Note
Consolidated
Group
Consolidated
Group
2017
$
2016
$
10
11
12
13
14
15
16
15
17
21
7,984,726
11,249,445
103,421
613,192
104,844
189,024
491,333
75,392
8,806,183
12,005,194
10,463,280
3,711,401
-
14,174,681
22,980,864
690,659
3,009,306
106,945
3,806,910
15,812,104
1,939,047
622,130
217,452
104,783
2,261,282
1,154,260
1,154,260
3,415,542
-
148,553
770,683
-
770,683
770,683
19,565,322
15,041,421
83,385,716
68,890,525
6,689,278
5,396,798
(70,509,672)
(59,245,902)
19,565,322
15,041,421
21
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyCONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR YEAR ENDED 30 JUNE 2017
Ordinary
Shares
Option
Reserve
Foreign
Currency
Translation
Reserve
Accumulated
Losses
Total
$
$
$
$
$
Balance at 30 June 2015
55,567,452
2,046,258
452,966 (55,905,369)
2,161,307
Shares issued during the year, net of issue costs 13,323,073
Shares issued during the year, net of issue costs 14,495,191
68,890,525
5,588,069
(191,271)
(59,245,902)
15,041,421
Options issued during the year
Loss for year
Other comprehensive loss
Total comprehensive loss
Balance at 30 June 2016
Options issued during the year
Loss for year
Other comprehensive loss
Total comprehensive loss
Balance at 30 June 2017
-
-
-
-
-
-
-
-
-
3,541,811
-
-
-
-
-
-
-
-
13,323,073
3,541,811
(3,340,533)
(3,340,533)
(644,237)
-
(644,237)
(644,237)
(3,340,533)
(3,984,770)
-
1,323,563
-
-
-
-
14,495,191
1,323,563
-
-
-
- (11,263,770)
(11,263,770)
(31,083)
-
(31,083)
(31,083)
(11,263,770)
(11,294,853)
83,385,716
6,911,632
(222,354)
(70,509,672)
19,565,322
The accompanying notes form part of these financial statements.
22
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
CONSOLIDATED STATEMENT OF CASH FLOWS FOR YEAR ENDED 30 JUNE 2017
Note
Consolidated
Group
Consolidated
Group
CASH FLOWS FROM OPERATING ACTIVITIES
Receipts from customers
Payments to suppliers and employees
Income taxes paid / (received)
Interest paid
Interest received
Net cash used in continuing operations
Net cash used in discontinued operations
Net cash used in operating activities
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment
Payment for research and development
Proceeds on sale of subsidiary, net of cash
Net cash provided by (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issue of shares, net of issue costs
Proceeds from borrowings
Repayment of borrowings
Net cash provided by financing activities
Net increase (decrease) in cash held
Net increase (decrease) due to foreign exchange movements
Cash at beginning of financial year
Cash at end of financial year
The accompanying notes form part of these financial statements.
19
12
13
2017
$
2016
$
1,164,991
1,183,680
(9,646,695)
(4,323,411)
43,339
(19,941)
7,093
139,842
(71,431)
6,783
(8,451,213)
(3,064,537)
-
(30,297)
(8,451,213)
(3,094,834)
(7,943,781)
(510,588)
(949,884)
(1,329,650)
-
(34,189)
(8,893,665)
(1,874,427)
14,513,859
16,278,186
-
-
14,513,859
(2,831,019)
(433,700)
11,249,445
1,745,968
(1,931,074)
16,093,080
11,123,819
(381,878)
507,504
10
7,984,726
11,249,445
23
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyNOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING
POLICIES
The financial report is a general purpose financial report
that has been prepared in accordance with Australian
Accounting Standards, other authoritative pronouncements
of the Australian Accounting Standards Board and the
Corporations Act 2001. The financial report complies with
all International Financial Reporting Standards (IFRS)
issued by the International Accounting Standards Board in
their entirety.
The financial report covers the consolidated group of Eden
Innovations Ltd and controlled entities as at and for the
year ended 30 June 2017. Eden Innovations Ltd is a listed
public company, incorporated and domiciled in Australia.
The Group is a for-profit entity and primarily is involved in
clean technology solutions.
The financial report was authorised for issue on 28
September 2017 by the Board of Directors.
The following is a summary of the material accounting
policies adopted by the consolidated group in the
preparation of the financial report. The accounting policies
have been consistently applied, unless otherwise stated.
Basis of Preparation
The accounting policies set out below have been
consistently applied to all years presented.
Reporting Basis and Conventions
The financial report has been prepared on an accruals
basis and is based on historical costs modified by the
revaluation of selected non-current assets, financial assets
and financial liabilities for which the fair value basis of
accounting has been applied. These consolidated financial
statements are presented in Australian dollars, which is the
Parent’s functional currency. The subsidiaries’ functional
currencies are USD and INR.
Financial Position
These financial statements have been prepared on a
going concern basis, which contemplates continuity of
normal business activities, the realisation of assets and
extinguishment of liabilities in the ordinary course of
business. The Group reported a working capital surplus of
$6,544,901 (2016: $11,234,511) at 30 June 2017 and a
loss of $11,263,770 (2016: $3,340,533) and a cash outflow
from operating activities of $8,451,213 (2016: $3,064,537)
for the year then ended. Management have prepared a cash
flow forecast for 15 months from the commencement of
the 2018 financial year. Based on the cash flow forecast
and the historic ability of the Group to raise equity funding
if needed, the directors are confident that the Group will be
able to continue its operations as a going concern.
Accounting Policies
a. Principles of Consolidation
A controlled entity is any entity Eden Innovations Ltd is
exposed to, or has rights to, variable returns from its
involvement with the entity and has the ability to affect
those returns through its power to direct the activities of
the entity. A list of controlled entities is contained in Note
22 to the financial statements. All controlled entities have
a June year-end.
All inter-company balances and transactions between
entities in the consolidated group, including any
unrealised profits or losses, have been eliminated on
consolidation. Accounting policies of subsidiaries have
been changed where necessary to ensure consistencies
with those policies applied by the parent entity.
b. Income Tax
The charge for current income tax expense is based on
the profit for the year adjusted for any non-assessable or
disallowed items. It is calculated using the tax rates that
have been enacted or are substantially enacted by the
balance sheet date.
Deferred tax is accounted for using the balance sheet
liability method in respect of temporary differences
arising between the tax bases of assets and liabilities
and their carrying amounts in the financial statements.
No deferred income tax will be recognised from the initial
recognition of an asset or liability, excluding a business
combination, where there is no effect on accounting or
taxable profit or loss. Deferred income tax assets are
recognised to the extent that it is probable that future
tax profits will be available against which deductible
temporary differences can be utilised.
Eden Innovations Ltd, Adamo Energy Ltd and Eden Energy
Holdings Pty Ltd, its wholly-owned Australian subsidiaries,
have formed an income tax consolidated group under
the tax consolidation regime. The Group notified the
Australian Tax Office that it had formed an income tax
consolidated group to apply from 1 July 2005. The tax
consolidated group has entered a tax sharing agreement
whereby each company in the group contributes to the
income tax payable in proportion to their contribution to
the net profit before tax of the tax consolidated group.
The R&D tax rebate is recognised as income tax benefit
upon receipt.
c. Inventories
Inventories are measured at the lower of cost and net
realisable value. The cost of manufactured products
includes direct materials, direct labour and an
appropriate portion of variable and fixed overheads. Costs
are assigned on the basis of first-in, first-out.
24
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
d. Segment reporting
Segment results that are reported to the Group’s board
of directors (the chief operating decision maker) include
items directly attributable to a segment as well as those
that can be allocated on a reasonable basis.
e. Employee Benefits
Provision is made for the company’s liability for
employee benefits arising from services rendered by
employees to balance date. Employee benefits that
are expected to be settled within one year have been
measured at the amounts expected to be paid when the
liability is settled, plus related on-costs.
f. Revenue
Revenue from the sale of goods is recognised upon
delivery of goods to customers. Interest revenue is
recognised on a proportional basis taking into account
the interest rates applicable to the financial assets.
g. Property, Plant and Equipment
Each class of property, plant and equipment is carried
at cost less, where applicable, any accumulated
depreciation and impairment losses.
Plant and equipment
Plant and equipment are initially recognised at
acquisition cost or manufacturing cost, including any
costs directly attributable to bringing the assets to the
location and condition necessary for it to be capable
of operating in the manner intended by the Group’s
management.
The carrying amount of plant and equipment is reviewed
annually by directors to ensure it is not in excess of the
recoverable amount of these assets. The recoverable
amount is assessed on the basis of the expected
net cash flows that will be received from the asset’s
employment and subsequent disposal. The expected net
cash flows have been discounted to their present values
in determining recoverable amounts.
The depreciation rates used for each class of
depreciable assets are:
Class of Fixed Asset
Depreciation Rate
Plant and equipment
15 – 50% straight line
Buildings
4% straight line
Gains and losses on disposals are determined by
comparing proceeds with the carrying amount. These
gains and losses are included in the income statement.
When revalued assets are sold, amounts included in the
revaluation reserve relating to that asset are transferred
to retained earnings.
h. Financial Instruments
Recognition
Financial instruments are initially measured at cost on
trade date, which includes transaction costs, when the
related contractual rights or obligations exist.
Subsequent to initial recognition these instruments are
measured as set out below.
Available-for-sale financial assets
Available-for-sale financial assets are non-derivative
financial assets that are either designated as such or
that are not classified in any of the other categories.
They comprise investments in the equity of other
entities where there is neither a fixed maturity nor fixed
or determinable payments.
Loans and receivables
Loans and receivables are non-derivative financial
assets with fixed or determinable payments that are not
quoted in an active market and are stated at amortised
cost using the effective interest rate method.
Financial liabilities
Non-derivative financial liabilities are recognised at
amortised cost, comprising original debt less principal
payments and amortisation.
Fair value
Fair value is determined based on current bid prices for
all quoted investments. Valuation techniques are applied
to determine the fair value for all unlisted securities,
including recent arm’s length transactions, reference to
similar instruments and option pricing models.
Impairment
At each reporting date, the group assesses whether
there is objective evidence that a financial instrument
has been impaired. In the case of available-for-sale
financial instruments, a prolonged decline in the value
of the instrument is considered to determine whether
an asset is impaired. Impairment losses are recognised
in the income statement.
25
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING
POLICIES (CONTINUED)
k. Foreign Currency Transactions and Balances
Functional and presentation currency
i. Impairment of Assets
At each reporting date, the group reviews the carrying
values of its tangible and intangible assets to determine
whether there is any indication that those assets
have been impaired. If such an indication exists, the
recoverable amount of the asset, being the higher of
the asset’s fair value less costs to sell and value in use,
is compared to the asset’s carrying value. Any excess of
the asset’s carrying value over its recoverable amount is
expensed to the income statement.
Impairment testing is performed annually for goodwill
and intangible assets with indefinite lives.
Where it is not possible to estimate the recoverable
amount of an individual asset, the group estimates
the recoverable amount of the cash-generating unit to
which the asset belongs.
j. Intangibles
Research and development
Expenditure during the research phase of a project is
recognised as an expense when incurred. Development
costs are capitalised only when technical feasibility
studies identify that the project will deliver future
economic benefits and these benefits can be measured
reliably.
Development costs have a finite life and are amortised
on a systematic basis matched to the future economic
benefits over the useful life of the project.
Intellectual Property
Intellectual property, which includes trademarks and
engineering knowledge, is included in the financial
statements at cost, being their fair value on acquisition.
Intellectual property and trademarks are only amortised
or written down where the useful lives are limited or
impaired by specific circumstances, in such cases
amortisation is charged on a straight line basis over
their useful lives and write downs are charged fully when
incurred. The directors have assessed the useful life
of the intellectual property and have determined that it
has a finite useful life of 10 to 20 years. The intellectual
property is amortised on a systematic basis matched to
the expected future economic benefits over the useful
life of the project.
Intellectual property is amortised over 10-20 years in
line with its useful life.
The functional currency of each of the group’s entities
is measured using the currency of the primary
economic environment in which that entity operates.
The consolidated financial statements are presented in
Australian dollars which is the parent entity’s functional
and presentation currency.
Transaction and balances
Foreign currency transactions are translated into
functional currency using the exchange rates
prevailing at the date of the transaction. Foreign
currency monetary items are translated at the year-
end exchange rate. Non-monetary items measured at
historical cost continue to be carried at the exchange
rate at the date of the transaction. Non-monetary items
measured at fair value are reported at the exchange
rate at the date when fair values were determined.
Exchange differences arising on the translation of
monetary items are recognised in the income statement.
Group companies
The financial results and position of foreign operations
whose functional currency is different from the group’s
presentation currency are translated as follows:
- assets and liabilities are translated at year-end
exchange rates prevailing at that reporting date;
- income and expenses are translated at average
exchange rates for the period; and
- retained earnings are translated at the exchange rates
prevailing at the date of the transaction.
Exchange differences arising on translation of foreign
operations are transferred directly to the group’s foreign
currency translation reserve in the balance sheet. These
differences are recognised in the income statement
in the period in which the operation is disposed.
Intercompany loans are treated as investments for
foreign currency translation purposes.
l. Equity-settled compensation
The group operates a number of share-based
compensation plans. These include both a share option
arrangement and an employee share scheme. The
bonus element over the exercise price of the employee
services rendered in exchange for the grant of shares
and options is recognised as an expense in the income
statement. The total amount to be expensed over the
vesting period is determined by reference to the fair
value of the shares of the options granted.
26
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
m. Comparative Figures
Critical Accounting Estimates and Judgments
The directors evaluate estimates and judgments
incorporated into the financial report based on historical
knowledge and best available current information.
Estimates assume a reasonable expectation of future
events and are based on current trends and economic
data, obtained both externally and within the group.
Key Estimates — Impairment
The group assesses impairment of intangible assets at
each reporting date by evaluating conditions specific to
the group that may lead to impairment of assets. At the
date of this report the Group has sufficient reason to
believe that no impairment triggers exist for intangible
assets.
There is a significant risk of actual outcomes being
different from those forecasted due to changes in
economic or market conditions and events.
Key Estimates — Share-based payment transactions
The consolidated entity measures the cost of equity
settled transactions with suppliers and employees by
reference to the fair value of the equity instruments as
at the date at which they are granted. The fair value is
determined using a Black-Scholes model. Refer to Note
24 for the inputs to the Black-Scholes model.
When required by Accounting Standards, comparative
figures have been adjusted to conform to changes in
presentation for the current financial year.
n. 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.
o. New accounting standards and interpretations
A number of new and revised standards became
effective for the first time to annual periods beginning
on or after 1 July 2017. The adoption of these new
standards and amendments has not had a material
impact on the Group.
p. New accounting standards and interpretations not yet
adopted
A number of new standards and amendments to
standards are effective for annual periods beginning
after 1 July 2017, and have not been applied in
preparing these consolidated financial statements.
Significant new standards include:
AASB 9 Financial Instruments - Refer to Note 27 for
the Group’s financial instruments at reporting date:
the Group’s financial instruments primarily comprise
cash and cash equivalents and trade payables.
Management are of the view that the standard will not
have a significant impact on these types of financial
instruments.
AASB 15 Revenue from Contracts with Customers –
Based on current revenue for the year ended 30 June
2017, the application of this Standard is not expected to
be significant.
AASB 16 Leases - Based on current operating leases
for the year ended 30 June 2017, the application of this
Standard is not expected to be significant.
27
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyNOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 2: REVENUE
Operating activities
— sale of goods or services
Total Revenue
NOTE 3: EMPLOYEE BENEFITS
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Termination benefits
Share based payments
Total
NOTE 4: OTHER FINANCIAL ITEMS
Foreign exchange realisation on disposal of subsidiary
Foreign exchange gain / (loss)
Total
NOTE 5: AUDITORS’ REMUNERATION
Remuneration of the auditor of the parent entity for:
— auditing or reviewing the financial report
— other services
Remuneration of other auditors of subsidiaries for:
— auditing or reviewing the financial report
— other services
NOTE 6: EARNINGS PER SHARE
a. Reconciliation of earnings to profit or loss
Profit/(loss)
Earnings used to calculate basic EPS
b. Weighted average number of ordinary shares outstanding during
the year used in calculating basic EPS
The options on issue are not potentially dilutive shares.
2017
$
2016
$
949,467
949,467
1,206,849
1,206,849
(5,366,605)
(1,981,388)
(206,628)
(130,668)
-
(115,753)
-
-
(1,081,063)
(216,000)
(6,770,049)
(2,328,056)
-
(390,483)
(390,483)
519,188
(322,127)
197,061
44,250
-
35,022
3,490
2017
$
43,850
1,200
33,129
4,636
2016
$
(11,263,770)
(3,340,533)
(11,263,770)
(3,340,533)
1,232,634,131
1,035,442,691
28
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017
NOTE 7: INCOME TAX BENEFIT
a.
The prima facie tax on loss from ordinary activities before income tax is reconciled to the income tax as follows:
Prima facie tax payable on loss from ordinary activities before income tax
at 27.5% (2016: 30%)
(3,109,455)
(1,036,134)
2017
$
2016
$
Add tax effect of:
— Non-deductible expenses
— Current year tax losses not recognised
Less tax effect of:
— Non-assessable gains
— Effect of change in tax rate
— Current year temporary differences not recognised
Income tax expense / (benefit)
b. Components of deferred tax
135,741
2,358,362
161,438
2,564,056
-
(155,756)
(1,697,411)
-
2,269,424
(1,673,446)
(43,339)
(139,842)
— Unrecognised deferred tax asset – losses
19,260,036
18,436,695
— Property, Plant & Equipment
— Capital raising costs
— Provisions and accruals
— Interest Bearing liabilities (intercompany)
— Intangibles
Total unrecognised deferred tax asset
(854,096)
201,316
28,815
1,004,527
(969,073)
-
216,894
44,566
-
(846,542)
18,671,525
17,851,613
Deferred tax assets have not been brought to account as it is not probable within the immediate future that tax profits will
be available against which deductible temporary differences and tax losses can be utilised. The benefit of the tax losses
will only be obtained if the Group complies with conditions imposed by the relevant tax legislation.
NOTE 8: RELATED PARTY TRANSACTIONS
Transactions between related parties are on normal commercial terms and conditions
no more favourable than those available to other parties unless otherwise stated.
Key Management Personnel
Management fees paid/payable to Princebrook Pty Ltd, a company in which Mr GH
Solomon and Mr DH Solomon have an interest.
Legal fees paid/payable to Solomon Brothers, a firm in which Mr GH Solomon and Mr
DH Solomon are partners.
Capital raising fees paid to RM Corporate Finance Pty Ltd, a company in which Mr G T
Le Page has an interest.
Capital raising fees paid to RM Capital Pty Ltd, a company in which Mr G T Le Page has
an interest.
Consulting fees paid to Orequest Pty Ltd, a company in which Mr G T Le Page has an
interest.
Associated Companies
Noble Energy Pty Ltd, a company which has a 39% (2016: 42%) interest in Eden, pur-
chased fully paid ordinary shares in Eden by taking up its entitlement in a rights issue.
300,000
194,670
17,343
91,506
-
-
-
-
14,610
10,000
3,400
2,415,641
29
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 9: KEY MANAGEMENT PERSONNEL COMPENSATION
a. Names and positions held of economic and parent entity key management personnel in office at any time during
the financial year are:
Key Management Person Position
Gregory H Solomon
Douglas H Solomon
Guy T Le Page
Richard J Beresford
Roger W Marmaro
Aaron P Gates
Executive Chairman
Non-Executive Director
Non-Executive Director
Non-Executive Director
President Eden Innovations LLC
Company Secretary / Chief Financial Officer
Key management personnel remuneration is included in the Remuneration Report of the Directors’ Report.
b. Options and Rights Holdings
Number of Options Held by Key Management Personnel
Balance
30.6.2016
Granted as
Compensation
Options
Exercised
Net Change*
Other
Balance
30.6.2017
Total Vested
30.6.2017
Total
Exercisable
30.6.2017
Total
Unexercisable
30.6.2017
Gregory Solomon
Douglas Solomon
Guy Le Page
Richard Beresford
Roger Marmaro
Aaron Gates
Total
13,092,309
11,499,542
2,013,321
700,000
-
-
-
-
500,000
10,000,000
575,000
450,000
-
(235,126)
-
-
-
-
28,380,172
10,450,000
(235,126)
-
-
-
-
-
-
-
13,092,309
13,092,309
13,092,309
11,264,416
11,264,416
11,264,416
2,013,321
2,013,321
2,013,321
700,000
10,500,000
1,025,000
700,000
500,000
575,000
700,000
500,000
10,000,000
575,000
450,000
38,595,046
28,145,046
28,145,046
10,450,000
Balance
30.6.2015
Granted as
Compensation
Options
Exercised
Net Change*
Other
Balance
30.6.2016
Total Vested
30.6.2016
Total
Exercisable
30.6.2016
Total
Unexercisable
30.6.2016
-
-
-
-
9,766,482
2,764,826
3,325,827
13,092,309
Gregory Solomon
Douglas Solomon
Guy Le Page
Richard Beresford
Roger Marmaro
Aaron Gates
Total
* Net Change Other refers to options that have been purchased, sold, lapsed or issued during the year.
13,092,309
11,499,542
11,499,542
20,514,519
28,380,172
28,380,172
8,734,716
2,013,321
2,013,321
2,013,321
1,000,000
(500,000)
(500,000)
7,365,653
700,000
700,000
500,000
500,000
575,000
575,000
500,000
700,000
500,000
500,000
75,000
-
-
-
-
-
-
-
-
13,092,309
11,499,542
2,013,321
700,000
500,000
575,000
28,380,172
c. Shareholdings
Number of Shares held by Key Management Personnel
Gregory Solomon
Douglas Solomon
Guy Le Page
Richard Beresford
Roger Marmaro
Aaron Gates
Total
Balance
30.6.2016
Received as
Compensation
Options Exer-
cised
Net Change*
Other
Balance
30.6.2017
27,652,546
23,633,072
1,971,570
3,150,000
2,478,648
100,000
58,985,836
-
-
-
-
-
-
-
-
235,126
-
-
27,652,546
23,868,198
-
-
-
-
(621,165)
1,350,405
-
-
-
3,150,000
2,478,648
100,000
235,126
(621,165)
58,599,797
30
-
-
-
-
-
-
-
-
-
-
-
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017
NOTE 9: KEY MANAGEMENT PERSONNEL COMPENSATION (CONTINUED)
c. Shareholdings (continued)
Number of Shares held by Key Management Personnel
Gregory H Solomon
Douglas H Solomon
Guy T Le Page
Richard J Beresford
Roger W Marmaro
Aaron P Gates
Total
Balance
30.6.2015
Received as
Compensation
Options
Exercised
Net Change*
Other
Balance
30.6.2016
16,629,130
13,824,126
-
3,500,000
2,478,648
100,000
36,531,904
-
-
-
-
-
-
-
-
-
-
-
500,000
-
11,023,416
9,808,946
1,971,570
(350,000)
(500,000)
-
27,652,546
23,633,072
1,971,570
3,150,000
2,478,648
100,000
500,000
21,953,932
58,985,836
* Net Change Other refers to shares purchased or sold during the financial year.
d. Remuneration
Refer to disclosures contained in the Remuneration Report section of the Directors’ Report.
The totals of remuneration paid to key management personnel of the Group during the year are as follows:
Short-term employee benefits
Post-employment benefits
Other long-term benefits
Termination benefits
Share based payments
Total
NOTE 10: CASH AND CASH EQUIVALENTS
Cash at bank and in hand
Reconciliation of cash
2017
$
1,082,234
56,920
-
-
438,067
1,577,221
2016
$
721,821
45,661
-
-
32,000
799,482
2017
$
7,984,726
7,984,726
2016
$
11,249,445
11,249,445
Cash at the end of the financial year as shown in the statement of cash flows is reconciled to the consolidated statement
of financial position as follows:
Cash and cash equivalents
NOTE 11: INVENTORIES
At cost
7,984,726
7,984,726
11,249,445
11,249,445
613,192
613,192
491,333
491,333
31
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 12: PROPERTY, PLANT AND EQUIPMENT
Cost
Balance 1 July 2016
Additions
Disposals
Net exchange differences
Balance 30 June 2017
Depreciation and impairment
Balance 1 July 2016
Depreciation
Disposals
Net exchange differences
Balance 30 June 2017
Carrying amount at 30 June 2017
Cost
Balance 1 July 2015
Additions
Disposals
Net exchange differences
Balance 30 June 2016
Land and
buildings
Plant and
equipment
Total
-
3,957,702
-
(76,285)
3,881,417
-
(68,778)
-
1,326
(67,452)
3,813,965
-
-
-
-
1,363,614
6,270,088
(146,493)
(173,412)
7,313,797
(672,955)
(172,281)
146,493
34,261
(664,482)
6,649,315
791,514
584,609
(1,464)
(11,045)
1,363,614
1,363,614
10,227,790
(146,493)
(249,697)
11,195,214
(672,955)
(241,059)
146,493
35,587
(731,934)
10,463,280
791,514
584,609
(1,464)
(11,045)
1,363,614
Depreciation and impairment
(606,639)
Balance 1 July 2015
(71,664)
Depreciation
5,348
Net exchange differences
(672,955)
Balance 30 June 2016
Carrying amount at 30 June 2016
690,659
Capitalised costs amounting to $7,943,781 (2016: $510,588) have been included in cash flows from investing activities in
the statement of cash flows for the Consolidated Group. As at 30 June 2017 the Group had outstanding purchase orders
for equipment totalling $131,680.
(606,639)
(71,664)
5,348
(672,955)
690,659
-
-
-
-
-
NOTE 13: INTANGIBLE ASSETS
Intellectual property
Accumulated amortisation
Accumulated impairment expenses
Net carrying value
Balance at the beginning of the year
Additions
Amortisation expense
Carrying amount at the end of the year
13,594,842
(481,962)
(9,401,479)
3,711,401
3,009,306
949,884
(247,789)
3,711,401
12,644,958
(234,173)
(9,401,479)
3,009,306
1,804,923
1,329,650
(125,267)
3,009,306
Intellectual property relates to pyrolysis technology, EdenCrete® and OptiBlend®. Capitalised costs amounting to $949,884
(2016: $1,329,650) have been included in cash flows from investing activities in the statement of cash flows.
32
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyNOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 14: TRADE AND OTHER PAYABLES
Trade payables and other payables
2017
$
1,939,047
1,939,047
2016
$
622,130
622,130
NOTE 15: INTEREST BEARING LIABILITIES
Relates to the loan for the purchase of the Dumont Way property. It is secured over the property, repayable in six equal
annual instalments, carries an interest rate of 2% and is denominated in US dollars.
Current portion
Non-current portion
NOTE 16: PROVISIONS
Provisions for staff entitlements and warranties
NOTE 17: ISSUED CAPITAL
a. Ordinary shares
2017
No.
2016
No.
217,452
1,154,260
1,371,712
104,783
104,783
2017
$
-
-
-
148,553
148,553
2016
$
At the beginning of reporting period
1,163,937,561
945,861,754
Shares issued during the year
98,235,239
218,075,807
At reporting date
1,262,172,800
1,163,937,561
68,890,525
14,495,191
83,385,716
55,567,452
13,323,073
68,890,525
i.
The ordinary shares on issue have no par value and there is no limited amount of authorised share capital.
ii. Ordinary shares participate in dividends and in the proceeds on winding up of the parent entity in proportion to the
number of shares held. At the shareholders meetings each ordinary share is entitled to one vote when a poll is called,
otherwise each shareholder has one vote on a show of hands.
b. Options
At the beginning of reporting period
Options issued
Options exercised
Options lapsed
At reporting date
2017
No.
2016
No.
253,663,345
190,035,716
37,861,269
110,763,412
(14,901,906)
(46,860,783)
(1,354,426)
(275,000)
275,268,282
253,663,345
For information relating to the Eden Innovations Ltd employee option plan, refer to Note 24 Share-based Payments.
c. Capital Management
Management controls the working capital of the Group in order to maximise the return to shareholders and ensure
that the Group can fund its operations and continue as a going concern. Management effectively manages the
Group’s capital by assessing the Group’s financial risks and adjusting its capital structure in response to changes in
these risks and in the market. These responses include the management of expenditure and share issues. There have
been no changes in the strategy adopted by management to control the capital of the Group since the prior year.
NOTE 18: CONTINGENT LIABILITIES AND CONTINGENT ASSETS
The Directors are not aware of any contingent assets or contingent liabilities at 30 June 2017.
33
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 19: CASH FLOW INFORMATION
Reconciliation of Cash Flow from Operations with Loss after Income Tax
2017
$
(11,263,770)
Loss after income tax
Non-cash flows in loss
Depreciation and amortisation
Impairment expense
Options Expense
Other financial items
Changes in assets and liabilities, net of the effects of purchase and disposal of subsidiaries
(Increase)/decrease in trade and other receivables
(Increase)/decrease in inventories
Increase/(decrease) in trade payables and accruals*
Increase/(decrease) in provisions
Cash flow from operations
* - Net of non-operating movements
479,997
-
1,323,563
390,483
85,603
(121,859)
611,000
43,770
(8,451,213)
2016
$
(3,340,533)
196,830
25,000
216,000
(197,061)
(117,167)
61,464
52,592
8,041
(3,094,834)
NOTE 20: CAPITAL AND LEASING COMMITMENTS
a. Capital Expenditure Commitments
— not later than 12 months
— greater than 12 months
b. Other Commitments
131,680
-
131,680
1,191,123
-
1,191,123
On 29 March 2016, Eden accepted an offer from AEDA to support construction of a manufacturing facility at Augusta
Corporate Park. The agreement provides that for the first phase, within 4 years of receiving a Certificate of Occupancy,
Eden must invest at least $67 million and create 251 jobs. If the goals are less than 80% complete at that time, it
must purchase the Phase 1 property of 143 acres for $25,000 per acre.
NOTE 21: RESERVES
a. Option Reserve
The option reserve records items recognised as expenses on valuation of share options.
b. Foreign Currency Translation Reserve
The foreign currency translation reserve records exchange differences arising on the translation of foreign subsidiaries.
NOTE 22: CONTROLLED ENTITIES
a. Controlled Entities
Adamo Energy Ltd
Eden Innovations (India) Pvt Ltd
Eden Energy Holdings Pty Ltd
Eden Innovations LLC
EdenCrete Industries Inc.
* Percentage of voting power is in proportion to ownership
b. Acquisition of Controlled Entities
No entities were acquired during the year.
c. Disposal of Controlled Entities
No entities were disposed of during the year.
Country of
Incorporation
Australia
India
Australia
USA
USA
Percentage
Owned (%)*
2017
100
100
100
100
100
Percentage
Owned (%)*
2016
100
100
100
100
100
34
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 23: PARENT COMPANY INFORMATION
a. Parent Entity
Assets
Current assets
Non-current assets (includes intercompany receivables of $39,225,942) *
Total Assets
Liabilities
Current liabilities
Total liabilities
Equity
Issued Capital
Retained Earnings
Reserves
Option reserve
Total reserves
Financial performance
Profit / (Loss) for the year
Other comprehensive income, net of tax
Total comprehensive income / (Loss)
2017
$
2016
$
5,811,253
44,389,119
50,200,372
10,567,109
26,732,586
37,299,695
207,485
207,485
199,953
199,953
83,385,716
68,890,525
(40,304,461)
(37,374,112)
6,911,632
6,911,632
5,583,329
5,583,329
(2,925,609)
(1,116,559)
-
-
(2,925,609)
(1,116,559)
* - The intercompany receivables have been assessed for impairment and management do not consider a provision for
impairment against these receivables is required. It is anticipated that these receivables will be recovered through the
successful commercialisation of EdenCrete® and OptiBlend® by the subsidiary companies.
NOTE 24: SHARE-BASED PAYMENTS
The following share-based payment arrangements existed at 30 June 2017:
All options granted to personnel are over ordinary shares in Eden Innovations Limited, which confer a right of one ordinary
share for every option held. When issued, the shares carry full dividend and voting rights.
Outstanding at the beginning of the year
Granted
Exercised
Lapsed
Outstanding at year-end
Exercisable at year-end
2017
Number of Options
2017
Weighted Average
Exercise Price
$
2016
Number of Options
2016
Weighted Average
Exercise Price
$
6,550,000
27,861,269
-
(1,354,426)
33,056,843
6,150,000
0.095
0.27
0.218
0.238
0.095
3,375,000
6,750,000
(3,300,000)
(275,000)
6,550,000
6,550,000
0.025
0.095
0.025
0.076
0.095
0.095
The options outstanding at 30 June 2017 had a weighted average exercise price of $0.238 and a weighted average
remaining contractual life of 2.48 years.
Historical volatility has been the basis for determining expected share price volatility as it is assumed that this is indicative
of future tender, which may not eventuate. Volatility of 52-69% and a risk free rate of 1.5-1.9% were used in the Black-
Scholes model. The life of the options is based on the historical exercise patterns, which may not eventuate in the future.
No options were exercised during the year ended 30 June 2017. Included under employee benefits expense in the income
statement is $1,081,063 (2016: $216,000) and relates, in full, to equity settled share-based payment transactions.
35
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 25: SEGMENT REPORTING
The Group has identified its operating segments based on internal reports that are reviewed and used by the Board of
Directors (chief operating decision maker) in assessing performance and determining allocation of resources. Activities of
the Group are managed on Group structure basis and operating segments are therefore determined on the same basis. In
this regard the following list of reportable segments has been identified.
¬ Eden Innovations LLC – EdenCrete® sales and development and Optiblend® sales, service and manufacturing.
¬ Eden Innovations (India) Pvt Ltd – Optiblend® sales, service and manufacturing in India.
Eden Innovations
LLC
Eden Innovations
India Pvt Ltd
Eliminations
$
$
$
Economic Entity
(continuing
operations)
$
Discontinued
Operations
$
2017
External sales
Internal sales
Total segment revenue
Segment Result
Unallocated expenses
Result from operating activities
Finance costs
Loss before income tax
Income tax benefit
Loss after income tax
Segment assets
Unallocated assets
Total assets
Segment liabilities
Unallocated liabilities
Total liabilities
Capital expenditure
Depreciation and amortisation
Impairment expense
2016
External sales
Internal sales
Total segment revenue
Segment Result
Unallocated expenses
Result from operating activities
Finance costs
Loss before income tax
Income tax expense
Loss after income tax
Segment assets
Unallocated assets
Total assets
Segment liabilities
Unallocated liabilities
Total liabilities
Capital expenditure
Depreciation and amortisation
Impairment expense
813,961
874,071
1,688,032
(8,972,224)
135,505
-
135,505
(78,273)
-
(874,071)
(874,071)
(901,881)
13,314,940
143,270
-
41,454,988
750,416
(38,997,347)
10,073,783
232,208
-
940,274
1,493,056
2,433,330
(2,132,866)
-
-
-
266,575
-
266,575
(70,172)
-
247,789
-
-
(1,493,056)
(1,493,056)
639,945
2,037,609
198,080
-
22,060,547
723,625
(22,213,443)
584,609
70,283
-
-
1,381
-
1,329,650
125,166
25,000
949,466
-
949,466
(9,952,378)
(1,334,790)
(11,287,168)
(19,941)
(11,307,109)
43,339
(11,263,770)
13,458,210
9,522,654
22,980,864
3,208,057
207,485
3,415,542
10,073,783
479,997
-
1,206,849
-
1,206,849
(1,563,093)
(1,826,102)
(3,389,195)
(64,586)
(3,453,781)
139,842
(3,313,939)
2,235,689
13,576,415
15,812,104
570,729
199,954
770,683
1,914,259
196,830
25,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(26,594)
-
(26,594)
-
(26,594)
-
(26,594)
-
-
-
-
-
-
-
-
-
36
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 26: EVENTS AFTER THE BALANCE SHEET DATE
There were no material events occurring after the reporting date.
NOTE 27: FINANCIAL INSTRUMENTS
a. Financial Risk Exposures and Management
The main risks the company is exposed to through its financial instruments are liquidity risk and credit risk.
i.
Liquidity Risk
The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate funding is
maintained.
The remaining contractual maturities of the Group financial liabilities are:
12 months or less
1 year or more
Total
ii. Credit risk
2017
$
2,156,499
1,154,260
3,310,759
2016
$
622,130
-
622,130
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in
a financial loss to the company. The company has adopted a policy of only dealing with credit worthy
counterparties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating
the risk of financial loss from defaults.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to
recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as
disclosed in the balance sheet and notes to the financial statements.
The company does not have any material credit risk exposure to any single receivable or group of receivables
under financial instruments entered into by the company.
iii. Foreign currency risk
The Group is exposed to fluctuations in foreign currencies arising from the sale and purchase of goods and
services in currencies other than the group’s measurement currency. At 30 June 2017, the effect on the loss
and equity as a result of a 10% increase in the exchange rates, with all other variables remaining constant would
be an decrease in loss by $300,000 (2016: increase of loss of $717,000) and an decrease in equity by $300,000
(2016: $717,000).
iv.
Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because
of changes in market interest rates. The group’s minimal exposure to interest rate risk, the only asset / liability
affected by changes in market interest rates is Cash and cash equivalents.
b. Financial Instruments
Net Fair Values
The aggregate net fair values of financial assets and financial liabilities, at the balance date, are approximated by
their carrying values.
NOTE 28: COMPANY DETAILS
The registered office of the company is:
Eden Innovations Limited
Level 15
197 St Georges Terrace
Perth Western Australia 6000
The principal place of business is:
Eden Innovations Limited
Level 15
197 St Georges Terrace
Perth Western Australia 6000
37
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyDIRECTORS’ DECLARATION
In the opinion of the directors of Eden Innovations Ltd:
a.
the financial statements and notes set out on pages 20 to 37, and the Remuneration disclosures that are contained
in pages 16 to 17 of the Remuneration Report in the Directors’ Report, are in accordance with the Corporations Act
2001, including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its performance, for the
financial year ended on that date; and
(ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the
Corporations Regulations 2001; and
(iii) complying with International Financial Reporting Standards as disclosed in Note 1.
b.
c.
the remuneration disclosures that are contained in pages 16 to 17 of the Remuneration Report in the Directors’
Report comply with Australian Accounting Standard AASB 124 Related Party Disclosures and
there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due
and payable.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Executive
Chairman and Chief Financial Officer for the financial year ended 30 June 2017.
This declaration is made in accordance with a resolution of the Board of Directors.
Gregory H Solomon
Chairman
Dated this 28th day of September 2017
38
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlyIndependent Auditor’s Report to the Members of Eden Innovations Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Eden Innovations Ltd (the Company and its subsidiaries (the
Group)), which comprises the consolidated statement of financial position as at 30 June 2017, the
consolidated statement of comprehensive income, the consolidated statement of changes in equity and
the consolidated statement of cash flows for the year then ended, and notes to the financial statements,
including a summary of significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations
Act 2001, including:
giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its
(i)
performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial
Report section of our report. We are independent of the Group in accordance with the auditor
independence requirements of the Corporations Act 2001 and the ethical requirements of the
Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also
fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
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.
39
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
Key audit matter
Funding and liquidity
Refer to note 1
Eden Innovations Ltd is a company with
investments in clean technology solutions and
innovative materials. The Group earns revenue
from the sale of its products. At the end of the
financial year, the size of the Group’s activities
had not yet grown to a scale where it is able to
rely on the revenue it generates to support its
operations.
Accordingly, the Group is reliant on funding
from external sources to support its operations.
The adequacy of funding and liquidity as well
as the relevant impact on the going concern
assessment is a key audit matter which needs
to be evaluated.
Share-based payments
Share options were issued to employees and
consultants as detailed in Note 24.
Management performed calculations to record
the related share-based payment expense in
the consolidated statement of comprehensive
income. Due to the complex and judgmental
estimates used in determining the valuation of
the share-based payments, we consider
management’s calculation of the share-based
payment expense to be a key audit matter.
How our audit addressed the key audit
matter
We evaluated the Group’s funding and liquidity
position at 30 June 2017 and its ability to fund its
strategic plan for the 12 month period from the
date of this report. In doing so, we:
• obtained management’s cash flow forecast for
the 15 months from the commencement of the
2018 financial year;
• assessed the reliability and completeness of
management’s assumptions by comparing the
forecast cash flows to those of current and
previous years as well as our understanding of
future events and conditions;
• assessed the Group’s capacity to raise capital
through the issue of shares under its placement
capacity and the conversion of options; and
• considered events subsequent to year end to
determine whether any additional facts or
information have become available since the
date on which management made
its
assessment.
Our procedures included, amongst others:
• obtaining management’s expert’s valuation of
the fair value of the share options issued during
the financial year;
• assessing the competence, capabilities and
objectivity of management’s expert;
• obtaining an understanding and evaluating the
appropriateness of the valuation model used by
management’s expert; and
• obtaining evidence as to the assumptions and
the valuation model used by
inputs
management’s expert.
to
We also assessed the disclosures included in Note
23 comply with the requirements of AASB 2
Share-Based Payment.
Other information
The directors are responsible for the other information. The other information comprises the information
in Eden Innovations Limited’s annual report for the year ended 30 June 2017, but does not include the
consolidated financial report and the auditor’s report thereon.
Our opinion on the consolidated financial report does not cover the other information and we do not
express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial report, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the
financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
40
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
If, based on the work we have performed, we conclude that there is a material misstatement of the
other information we are required to report that fact. We have nothing to report in this regard.
Directors’ responsibility for the financial report
The directors of the Company are responsible for the preparation of the consolidated financial report
that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations
Act 2001 and for such internal control as the directors determine is necessary to enable the preparation
of the financial report that gives a true and fair view and is free from material misstatement, whether
due to fraud or error.
In preparing the consolidated financial report, the directors are responsible for assessing the Group’s
ability to continue as a going concern, disclosing, as applicable, matters related to going concern and
using the going concern basis of accounting unless the directors either intend to liquidate the entity or
to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibility for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes
our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit
conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at The
Australian
at:
www.auasb.gov.au/auditors_responsibilities/ar2.pdf. This description forms part of our auditor’s report.
Assurance
Standards
Auditing
website
Board
and
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 17 to 18 of the Directors’ Report for the
year ended 30 June 2017.
In our opinion, the Remuneration Report of Eden Innovations Limited for the year ended 30 June 2017,
complies with Section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express
an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian
Auditing Standards.
Nexia Perth Audit Services Pty Ltd
TJ SPOONER FCA, FCA(UK), ACIS, AGIA
Director
Perth
28 September 2017
41
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use only
ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES
The following additional information is required by the Australian Securities Exchange Ltd.
1.
Shareholding as at 14 September 2017
a.
Distribution of Shareholders
Category (size of holding)
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Number
Ordinary
197
1,326
1,244
3,951
1,120
7,838
b.
c.
The number of shareholdings held in less than marketable parcels is 678.
The names of the substantial shareholders listed in the holding company’s register as at 14 September 2017 are:
Shareholder
Noble Energy Pty Ltd
d.
Voting Rights
Number
Ordinary
493,198,298
The voting rights attached to each class of equity security are as follows:
Ordinary shares - Each ordinary share is entitled to one vote when a poll is called, otherwise each member
present at a meeting or by proxy has one vote on a show of hands.
e.
20 Largest Shareholders — Ordinary Shares
Name
1.
2.
3.
Noble Energy Pty Ltd
Noble Energy Pty Ltd
HSBC Custody Nominees (Australia) Limited
4. Mr & Mrs Rogerson & Miss C Rogerson
5.
6.
Citicorp Nominees Pty Ltd
Arkenstone Pty Ltd
7. March Bells Pty Ltd
8. Mr Wayne Kearney & Mrs Robyn Kearney
9.
Kalsie Holdings Pty Ltd
10. J P Morgan Nominees Australia Limited
11. Ultimate Site Development Pty Ltd
12. BNP Paribas Noms Pty Ltd
13. Mr Boris Duka & Mrs Elizabeth Ann Duka
14. Paddocks Superannuation Pty Ltd
15. Mr Norman Vincent Maher
16. Miss Michelle Hawksley
17. Mr Douglas Solomon
18. Mr Gregory Solomon
19. Top Energy Pty Ltd
20. Mr Eric Poulter & Mrs Susan Poulter
Number of Shares % Issued Capital
456,751,518
36.14%
36,446,780
31,059,090
24,229,750
22,802,474
22,107,593
18,881,661
12,205,516
9,230,610
8,544,378
7,532,284
7,489,601
6,550,000
6,158,000
5,405,717
5,321,344
4,505,089
4,364,661
4,352,846
4,000,000
2.88%
2.46%
1.92%
1.80%
1.75%
1.49%
0.97%
0.73%
0.68%
0.60%
0.59%
0.52%
0.49%
0.43%
0.42%
0.36%
0.34%
0.34%
0.32%
697,938,912
55.23%
42
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlye.
20 Largest Optionholders — EDEO
Name
1.
2.
3.
4.
Noble Energy Pty Ltd
Arkenstone Pty Ltd
Noble Energy Pty Ltd
Kalsie Holdings Pty Ltd
5. March Bells Pty Ltd
6.
Christopher Stephen Williams
7. Miss Michelle Hawksley
8. Mr Duncan Gowans & Mrs Jodie Gowans
9. Mr Douglas Howard Solomon
10. Elysian Islands Pty Ltd
11. Mr Gregory Howard Solomon
12. Mr Duncan Gerard Gowans
13. Mr Boris Duka & Mrs Elizabeth Ann Duka
14. Mr Norman Vincent Maher
15. Mr Guy Le Page
16. Mr Robert Taylor & Mrs Margaret Taylor
17. Mr Daniel Robert Palin
18. Ultimate Site Development Pty Ltd
19. Mr Michael Wilmot
20. Arkenstone Pty Ltd
Number of Options
% of Issued
93,187,329
45.50%
8,789,413
8,169,450
7,800,000
6,964,104
5,205,591
5,139,525
4,500,000
4,300,312
3,800,000
3,176,254
3,000,000
2,530,819
1,841,144
1,789,392
1,592,466
1,572,059
1,253,741
1,139,157
1,126,642
4.29%
3.99%
3.81%
3.40%
2.54%
2.51%
2.20%
2.10%
1.86%
1.55%
1.46%
1.24%
0.90%
0.87%
0.78%
0.77%
0.60%
0.56%
0.55%
2. Unquoted Securities – Options as at 14 September 2017
Holder Name
Date of Expiry
Exercise
Price
Number on
issue
Number of
holders
169,237,858
81.48%
Employee Share Options
Employee Share Options
28 February 2019
28 February 2020
Employee Share Options
30 November 2020
Odeon Capital Group LLC
Odeon Capital Group LLC
Maxim Partners LLC
Maxim Partners LLC
Hudson Bay Master Fund Ltd
CVI Investments Inc
1 March 2019
1 March 2019
19 May 2019
19 May 2019
19 May 2019
19 May 2019
$0.095
$0.27
$0.25
$0.40
$0.48
$0.2875
$0.3875
$0.31
$0.31
5,900,000
26,452,022
330,000
5,000,000
5,000,000
2,250,000
1,125,000
10,865,000
11,625,000
68,547,022
16
30
1
1
1
1
1
1
1
53
43
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900Annual Report 2017ASX Code: EDEFor personal use onlywww.edeninnovations.com
Annual Report
for the Year Ended 30 June 2017
For personal use only
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