ANNUAL
REPORT
2023
FIRSTGRAPHENE.NET
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CONTENTS
Chairman’s Report ................................................................................... 4
CEO Report ............................................................................................
6
Operations/QHSE Report .......................................................................... 10
Common & Emerging Applications.............................................................. 13
R&D Technology Report ............................................................................ 15
CFO Report ............................................................................................. 20
Annual Financial Report ...........................................................................
22
Corporate Directory ................................................................................. 87
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CHAIRMAN’S REPORT
The 2022/23 year was yet another
challenging one for companies
operating in the innovative end of
industry. Continuing geopolitical
uncertainties festered a “risk
averse” mentality in industrial
equity markets while rising interest
rates drained surplus investable
capital in a predictable fashion.
Inflation ran away from many central banks that were
There are a number
tardy in anticipating the return of supply constraints and
of other product lines in
their impact on prices throughout the economy. It has not
testing and design stages;
been a good time for stock market investors with share
any one of which could lead
Warwick Grigor
Chairman
prices falling as funds were redeployed elsewhere. Yet,
to profitability in the foreseeable future. Interestingly, we
real businesses continue to grow.
Notwithstanding the backdrop, First Graphene made
steady progress through the financial year as it
reaffirmed itself as a world leader in the manufacture and
commercialisation of graphene, the wonder nanomaterial
of the future. Among our significant progress was
the advancement of graphene trials in the cement
and concrete sector, with industrial-scale programs
commencing with the largest cement manufacturing
company in the UK. We continue to undertake more
are experiencing more enquiries from companies that
have undertaken their own research on the benefits of
using graphene and have approached us because of
our reputation for high product quality and application
knowhow. They still have to do their test work on our
specific graphene products and go through a period of
product qualification with the benefit of our expertise,
but the trend is positive. Graphene continues to be an
important nanomaterial of the future. Our objective is to
bring the future forward, closer to today.
detailed test work to optimise trial outcomes, working
closely with that company as part of the qualification
In the meantime, we continue to sell PureGRAPH® to
a range of consistent customers with annual sales
process. Success on this front will be a game-changer
exceeding the AUD$1 million mark for the first time. We
for First Graphene, with many other cement companies
continue to expect strong sales growth across a range of
around the world watching closely for corroboration of
product lines.
carbon emission reductions achieved from the use of
graphene.
Everyone wants results yesterday, but that is unrealistic.
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Developing new technology is just the start of it. The
next step is commercialisation by developing a growing
customer base. That is where First Graphene currently
finds itself. We know we have a game-changing, superior
product; we just have to get it out the door and into an
expanding the marketplace, generated by reputation and
expertise. The ball is already rolling, taking us along a
growth curve that I foresee will go on for many decades.
The Board and I are grateful for the continued support
of First Graphene shareholders, and we appreciate your
patience. We are confident that it will be well rewarded.
“First Graphene made
steady progress through
the financial year as it
reaffirmed itself as a world
leader in the manufacture
and commercialisation
of graphene, the wonder
nanomaterial of the future.”
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CEO REPORT
Momentum gains in
strong year for graphene
The 2023 financial year saw First
Graphene gain more traction
with world-leading trials and
commercialisation opportunities in a
range of industries, from cement to
energy storage.
Boosting the market
We also hit a major financial milestone with our revenue
surpassing AUD$1 million for the first time. This positive
momentum will only continue as we solidify our
reputation in global markets as a leading supplier of
graphene and advanced materials technology player.
Our commercialisation strategy is well and truly
underway, with a range of global partnerships in place
to put graphene products into the market. We continue
A milestone order of approximately 1.2 tonnes of
PureGRAPH® was supplied to Breedon Group, the UK’s
largest cement and concrete producer, to supplement
to target high growth and high demand sectors, with
cement used in real world demonstrations by leading
multiple industries realising the benefits graphene
British construction company, Morgan Sindall Group.
provides to sustainable engineering solutions and
achieving decarbonisation goals.
This is an outstanding achievement for the Company, and
for the wider graphene industry. To our knowledge, the
The cement and concrete sector remains the core
quantity of graphene-enhanced cement produced in this
commercial focus for the Company, driven by the major
trial ranks among the largest ever tested globally.
offtake volume opportunity and increasing industry
demand for sustainable material solutions to address the
sector’s significant carbon emissions contribution.
Collaborating with major industry players and facilitating
a trial of this scale highlights the credibility of First
Graphene’s products and underscores our unique
The Company reached a significant milestone with the
commencement of world-leading graphene-enhanced
position to demonstrate the potential of green cement,
powered by PureGRAPH®.
cement trials in the UK. The trial aims to validate industrial
scale manufacturing of graphene-enhanced cement
and impart the environmental and material benefits that
come with adding PureGRAPH® to the cement production
process.
With the green cement market poised for strong growth,
and results of these trials expected soon, First Graphene
is well positioned to become a leading supplier to this
high growth industry.
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patent allowing us to advance research and development
with a view of up-scaling to meet industry demand,
as the supercapacitor market is forecast to grow to
USD$720 million by 2025. Together, these research
opportunities could revolutionise cell-based energy
transfer capabilities, providing an alternative solution
to lithium batteries, which are in high-demand with low
supply.
As Europe and the UK dealt with the ongoing energy
crisis this year, particularly a depletion of natural gas
supplies, we signed a JDA with ZEBCO Heating Ltd to
develop a unique heating device using PureGRAPH®.
The enhanced device can utilise either natural gas or
hydrogen gas fuels and is capable of being retrofitted
to existing heaters as well as new products. It is has
the potential to reduce natural gas usage by up to 30%
and lower nitrogen oxide emissions in hydrogen fuelled
systems. This year, the partnership achieved a proof-of-
concept system compatible with both natural gas and
hydrogen fuel sources, which could be a game-changer
“To our knowledge, the quantity
of graphene-enhanced cement
produced in this trial ranks
among the largest ever tested
globally.”
The Company continues to establish a foothold across
other core commercial segments and attract the
attention of emerging growth opportunities.
As global demand for electric vehicles increases further,
for addressing the energy crisis in Europe.
First Graphene boosted its research capabilities to
investigate graphene-enhanced batteries and energy
storage solutions. We secured an AUD$65,000 grant
with the University of Manchester to further research
commercialising supercapacitors containing graphene-
metal-oxide slurry. This research will contribute to a
separate project looking at the development of low-cost
electrocatalysts for hydrogen production. First Graphene
secured a grant equivalent to more than AUD$169,000
to support this project, which will further expand our
capacity in the energy generation and storage space.
The Company has made headway with the
commercialisation of graphene-enhanced perovskite
solar cell (PSC) technology, to provide a large-scale
renewable energy solution for industry. Thanks to
graphene’s exceptional electrical conductivity and
thermal properties, this development would be
transformational for the solar cell industry, with PSC
being one of the most effective forms of ultra-low cost –
and potentially ultra-low light – solar power generation.
Essentially, this research has the potential to enhance
large-scale solar cell efficiencies and make them more
First Graphene was also granted an exclusive worldwide
affordable.
license for novel supercapacitor technology, with the US
Growth milestones
The 2023 financial year saw remarkable revenue growth
This revenue earnings achievement by First Graphene
performance, with First Graphene recording a Company-
is not just a major step for the Company but also for the
first annual revenue of AUD$1 million. This represents
wider graphene industry. It provides proof of the strong
a 39% increase to the year prior and is testament to
demand for a commercial graphene product, scalable
the hard work of our dedicated team, which continues
in size. While this reinforces First Graphene’s position
to deliver our commercialisation milestones while
as a leader in the graphene industry, it also invokes
accelerating our pre-eminence as a global material
confidence for all companies striving for success in the
technology company.
market.
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Strong growth numbers produced during this financial
Queensland University of Technology to commercialise
year is a result of increasing global demand for graphene
products, positive results from research and trials
ultra-low cost, flexible perovskite solar cells using
PureGRAPH® as a primary enabler.
converting into product commercialisation and sales, and
First Graphene’s ongoing reputation as a leader in the
graphene market.
The company’s forward-looking pipeline is already at a
value of circa $550,000, representing more than 50%
of 2023 financial year sales result. This order pipeline
First Graphene received a number of grants to help fund
places the company in a strong and confident position
research and development this financial year, including
for revenue growth to keep trending north throughout
AUD$900,000 in tax credits from both the Australian and
2024 as the Company continues to maximise commercial
United Kingdom tax authorities.
opportunities on multiple fronts.
Other grants include AUD$2.03 million jointly received
for a collaboration with lead partner Halocell Energy and
“This revenue earnings achievement by First Graphene is not just
a major step for the Company but also for the wider graphene
industry. It provides proof of the strong demand for a commercial
graphene product, scalable in size.”
Big improvements
First Graphene continues to refine our world-leading
distribution profile.
products to provide the most cost-effective solution
for industry, delivered in the shortest timeframe. First
Graphene conducted trials to produce a much cheaper
and less resource intensive grade, called PureGRAPH
7, which will be supplied to downstream customers for
testing and product evaluation. The aim is to provide an
alternative to PureGRAPH 5, the smallest yet highest-
performing grade of graphene we produce.
To reduce the time and cost it takes to produce
PureGraph 5, First Graphene’s Operations and Research
and Development team worked to make subtle changes
to the existing processing conditions to drive down
the cost of this superior product. A trial batch was
made, focusing on optimising process conditions while
maintaining product quality. This successfully achieved
a 45% reduction in processing time and improved some
of the product’s properties, including the particle size
As the Company continues to push graphene technology
into new areas and markets, we are actively investigating
the modification of existing graphene materials to impart
more or new functionalities using in-house expertise. This
research includes determining new, sustainable and safer
methods of creating graphene oxide without the need for
hazardous and harmful chemicals.
The Company continues to strategically invest in refining
our world-class manufacturing facility processes and
procedures, supporting our broader optimisation and cost
reduction objectives.
Towards the end of the 2023 financial year, First Graphene
commissioned a new Retsch mill from Germany,
with preliminary results demonstrating considerable
improvements to our manufacturing process and
efficiencies. The mill reduces labour intensity and can mill
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higher volumes of graphene at faster rates than previous
world-leading processes and technology allows
methods.
The Company also looks forward to reporting on further
results from our second phase of optimisation trials, set
to reduce power consumption and support further cost
reductions to our bottom line. While First Graphene’s
commercial quantities of our product to be aggressively
priced, there is a need to continue reducing costs and
optimising processes to further develop the broader
graphene market.
Strong results on the horizon
The 2024 financial year has already started strongly, with
As more industries seek alternative solutions to emissions
initial results from the world-leading cement trials in the
reduction and energy optimisation capabilities, we are
UK expected to be released soon.
primed with a viable, cost-effective product to meet their
We expect the commercialisation of graphene-enhanced
needs.
cement to grow significantly following the release of
I look forward to releasing further results over the next
these results, as the construction industry embraces the
year, in lockstep with the Company’s growth as a leading
supplier of graphene products to meet rising global
demand.
use of graphene technology. We anticipate this will only
increase the demand for PureGRAPH® as we validate and
showcase the industrial scale adoption and success of
the solution.
As we move through the 2024 financial year, First
Graphene will continue to solidify its position in the
Industrial Materials sector as we expand and validate
the uses of our versatile product portfolio. The Company
is actively exploring strategic partnerships with
organisations best suited to bolster our profile within the
industry and advance our evolution as a global company
specialising in material technology.
Michael Bell
Managing Director and CEO
“As more industries seek alternative solutions
to emissions reduction and energy optimisation
capabilities, we are primed with a viable, cost-
effective product to meet their needs.”
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OPERATIONS/
QHSE REPORT
Health and Safety
The safety and wellbeing of our team is paramount for
taken. As a Company, we immediately implemented the
First Graphene. As a standard, we maintain our focus on
recommended changes to make sure our operations
streamlining and improving the Company’s systems and
continued to have a strong safety record.
procedures, to create and foster a safe environment for
our staff, customers and stakeholders.
I am pleased to report that our QHSE KPI results for the
year are exceptional, reinforcing our team’s dedication to
During the previous financial year, a comprehensive
best practices in these areas, with no Lost Time Incidents,
third-party assessment of our manufacturing premises
no Medical Treatment Incidents, and no Environmental
determined only minor corrective actions needed to be
Incidents.
Mitigation of Business Risks
First Graphene understands the need to mitigate a range of risks to the
business, which could potentially impact our ability to achieve strategic goals,
and the consistent delivery of value to all stakeholders and shareholders.
Some of the risks identified and recognised by the Company include:
Regulation of Nanomaterials
regulation exists, however this is mitigated through
consistent monitoring and adoption of best practices in
The Company continues to actively monitor any changes
the commercialisation of novel materials.
to the regulations regarding nanomaterials and continues
to be an active REACH consortium member for substance
registration in Europe. Regulations around the safe use
and handling of nanomaterials is widely established and
generally accepted globally. We are in a strong position,
with existing regulatory approvals for PureGRAPH
products in Australia, the EU and the UK, where we have
successfully passed the required occupational health and
environmental testing.
We have also initiated the regulatory approval process
for US markets. The risk of changes to nanomaterial
During the fourth quarter of FY23, optimisation trials
were run to investigate the yield of graphene from the
electro-chemical cells by modifications to both the cell
and electrode design. Initial results are promising, with
both an increase in the rate of graphene production and a
corresponding reduction in electricity usage per kilogram
of graphene produced.
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Consistent commercialisation
Safety and wellbeing of staff
As an early-stage business, First Graphene requires
First Graphene’s people are a priority and maintaining
funding periodically and our key investors remain
a safe and healthy work environment is key to the
majority shareholders. Global demand for the use of
Company’s operations. The Company’s Health, Safety,
next generation materials, including our product, is
and Environmental Policy details how we develop and
increasing, and many industries are realising graphene
continually improve systems to reduce risks to our
has a large role to play in solving key environmental
staff, our facilities, and the environment. We maintain
issues impacting their business. The consistent interest
strict regulatory compliance, with the Henderson
from the cement industry and growing demand from
manufacturing plant complying with occupational health
other sectors mitigates the risk of impacts to ongoing
and safety obligations of WorkSafe WA, as well as Western
liquidity. Management also continues to accelerate the
Australian Government and Australian Government
process of commercialisation of our product, as well as
regulations.
working to increase investor confidence.
Retaining skilled workforce
Environmental risk
The Company has sufficient procedure and controls
First Graphene is a technically advanced and research
in place to manage environmental risks. This includes
driven business, requiring specialist, highly skilled staff
relevant Western Australian Government and Australian
who appreciate the need to develop commercially
Government approvals required for waste and water
relevant solutions for various industrial sectors.
management in our production facility and annual testing
Acknowledging this, the Company has implemented
by authorities to ensure compliance. Correct handling
strong equity-based retention plans to mitigate the risk
of by-products also remains a priority for the Company.
of losing key workers, while also taking steps to protect
Recent optimisation trials were designed to reduce
the Company’s Intellectual Property through robust
the overt reliance on power supply, and we continue
employee contracts. First Graphene’s strong connections
to progress these trials to further enhance production
to research organisations has also helped maintain
efficiencies.
a healthy pipeline of skilled staff to bolster creativity
and innovation along with high levels of employee
engagement.
We are confident in our risk management framework and
First Graphene’s ability to adapt to new and emerging
risks to the business.
Transportation and supply
With a heavy reliance on global supply chains to transport
its product, First Graphene is committed to mitigating
any potential risk posed by disruption or delays to
logistics. The Company ensures sufficient stock of key
raw materials remains on site to maintain consistent
feedstock for the manufacturing plant, should issues
occur with haulage and shipping pathways. We also have
several alternatives available for transporting products via
air, road, and sea. From previous experience with global
events impacting transportation pathways, delays have
not slowed down demand or execution of projects. The
Company also has insurance in place to mitigate any loss
or damage to products or the business.
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The new grinding mill is poised to enhance our
manufacturing capacity and capability, offering
substantial productivity gains by expediting the
processing of larger volumes of PureGRAPH® product.
Providing a more user-friendly system, this new addition
will also reduce labour intensity and material handling,
while vastly accelerating graphene milling rates.
Together with the improvements to our product, this
investment will further solidify First Graphene’s position
as a world-leading graphene supplier, opening new
opportunities for commercial advantage and success.
First Graphene has renegotiated a lease renewal for the
main office and manufacturing facility in Henderson,
Western Australia, supporting our broader growth
strategy and securing our established headquarters in
Perth until mid-2028. Further reducing the Company’s
cash burn, the lease of the second warehouse has been
discontinued. The graphite feedstock stored there will
be relocated to a nearby, more cost-effective storage
solution.
Looking ahead, First Graphene continues to progress
our second phase of Electrochemical Cell optimisation
trials. Building upon the successes of our initial trials,
we anticipate further advancements in production rates
and power efficiency, further solidifying our world leading
capacity and competitive advantage.
Manufacturing
This fiscal year saw First Graphene’s facility in Western
Australia hit a major milestone when we completed
manufacture and shipment of our largest-ever single
order, surpassing one metric tonne of PureGRAPH®
50 product. This was a significant achievement for
the Company, as the order was completed in a short
timeframe and helped validate our manufacturing
process at scale. It also emphasised the substantial
demand volume and further offtake potential from the
cement and concrete sector. The Company efficiently
and effectively fulfilled numerous other substantial orders
for our clients worldwide, across the ever-broadening
number of industries we supply to.
The Company continues to refine and enhance its world-
class manufacturing capability and capacity using readily
scalable technology to cater for growing demand. During
the 2023 financial year, we commenced optimisation
trials at the Henderson facility, which resulted in further
refining of our production processes, improved energy
saving outcomes and overall cost reduction.
First Graphene made a significant investment during the
March quarter to improve our manufacturing processes,
by procuring and commissioning a cutting-edge grinding
mill from world-renowned German manufacturer
Retsch. Initial results show improvements in particle
size distribution for the finer grades of PureGRAPH®
powders, ultimately setting the stage for superior product
performance and enhanced uniform quality. This will also
support specialised material applications, particularly in
the energy storage and power generation sectors that
require increased particle surface area.
David Bennett
General Manager Process Operations
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COMMON &
EMERGING APPLICATIONS
CONSTRUCTION & INFRASTRUCTURE
» Cement and Concrete – lower CO2 emissions
» Cladding - foam panels for insulation, sound and
in cement manufacturing, improved physical and
vibration control products
functional performance with enhanced durability
» Upcycling - enabling use and icnreased
» Asphalt - stronger, more flexible, longer lasting
performance of recycled/secondary raw materials
road and carpark surfaces
(e.g. recycled aggregate)
» Cement and mortar - increased performance in
» Coatings - smart/conductive coatings to detect
harsh conditions (eg wastewater treatment)
leaks in roof panels, storage vessels, pipework; fire-
» Smart coatings - real-time leak detection
retardant coatings
ENERGY & STORAGE
» Battery anode coatings - vastly improved
» Solar thermal roof panels - for energy efficient
storage capacity and performance
internal heating
» Hydrogen production and storage – cleaner,
» Solar panels - improved energy conversion,
low-cost and improved methods
durability and functionality in reduced daylight;
» Wind turbine blades - for greater strength,
and enabling lower cost manufacture
durability and longer functional life
» Battery and supercapacitor technology - better
performance of electric vehicles
INDUSTRIAL MATERIALS
» Thermally conductive polymers – optimised
» Vehicle components - tyres, body panels, wear
heat transfer systems for data processing and
components, reinforcement, protective coatings
automotive applications
» Elastomers – improved fire retardancy, increased
» Fibreglass/resins – improved mechanical
strength, durability, thermal and acoustic
performance, wear resistance and reduced
performance properties
permeability
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INTERIOR FITTINGS & EQUIPMENT
» Perovskite solar cells - to convert ambient light
» Anti-bacterial/anti-microbial foams, coatings
to energy for equipment and appliances
- for mattresses, benchtops
» “Smart” textiles - (e.g. clothing, bedding) to
» Personal protective equipment - anti-puncture
monitor vital health data
gloves, strengthened safety glasses
ENERGY &
STORAGE
INTERIOR FITTINGS &
EQUIPMENT
CONSTRUCTION
INFRASTRUCTURE
TRANSPORT
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R&D TECHNOLOGY REPORT
Research and development
driving commercial success
The primary focus of First Graphene’s
research and development activities
has been on investigating and
more than 20 years’ experience delivering material
science and development projects.
First Graphene UK also extended its Tier 1 membership
with the Graphene Engineering Innovation Centre (GEIC),
creating solutions that present major
reaching a 5-year milestone. This partnership allows us
commercial opportunities, as well as
to continue utilising the unique facilities and leverage the
prominent academic ecosystem to improve our product
supporting the global push for more
offerings.
sustainable processes.
Early in the 2023 financial year, the team welcomed Ian
Martin as Research and Development Manager, taking
on the Company’s research and development pipeline
responsibilities. Based in the UK, Ian brings extensive
scientific and industry knowledge to the Company, with
First Graphene received several grants this year, including
circa AUD 900,000 in tax credits from the Australian and
United Kingdom tax authorities. This funding was used to
fuel research and development opportunities across our
key segments.
Cementing graphene’s potential
in the concrete industry
The Company is actively working with over 30 global
These trials focused on validating at scale graphene-
cement and concrete partners and this segment remains
enhanced cement’s ability to reduce carbon emissions
at the forefront of the Company’s commercial focus, with
by 10 to 20% and increase the longevity and strength of
the in-demand and high-volume green cement market
cement. The results and anticipated success of these
poised for strong growth, reinforcing the upside potential
vanguard trials will solidify First Graphene’s unique
for First Graphene’s worldclass graphene solutions.
position as a world-leading graphene supplier with a
With the cement sector responsible for producing 8% of
global carbon emissions, according to Australian research
proven track record of implementing its solutions at
industrial scale.
body Beyond Zero Emissions, addressing the industry’s
Separately during the financial year, First Graphene
significant carbon footprint has been a major focus for
First Graphene. One of the most significant projects
was a collaboration with Breedon Group, Morgan Sindall
continued to make headway with leading building
materials supplier Cemex. PureGRAPH® additives
were successfully used in trials with Cemex and UK-
Construction and the University of Manchester to conduct
based Manufacturing Technology Centre to improve
world-leading trials of graphene-enhanced cement in the UK.
compressive strength and reduce porosity of concrete-
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using recycled aggregate. The consortium is now aiming
cement and concrete producers that graphene has been
to expand into larger scale trials, supporting Cemex’s
loaded correctly to achieve optimal performance.
pathway to net zero by 2050.
First Graphene also secured AUD$13,000 from Innovate
This financial year also saw advancements in
UK’s Analysis for Innovators (A4I) Competition to develop
measurement techniques to confirm the presence of
similar solutions to measure dispersion of graphene in
graphene in cement products at a commercial scale.
cement without waiting 28 days for results. Development
The National Physical Laboratory - a subset of the
of these tools and methodologies will only strengthen our
UK’s National Metrology Institute - initiated a project to
leadership within the cement and concrete industry.
develop indicators which would provide reassurance to
“The results and anticipated success of these vanguard trials
will solidify First Graphene’s unique position as a world-leading
graphene supplier with a proven track record of implementing its
solutions at industrial scale.”
Creating sustainable energy solutions
Our research and development
and hydrogen as fuel sources.
team joined the global focus to find
alternative solutions for energy
supply, storage, and innovation
across a variety of industries. One
of the problems becoming more
prominent is the UK and Europe
energy crisis, as the war in Ukraine
continues to constrict critical gas
supplies.
First Graphene continued to make progress with joint
development partner, ZEBCO Heating, on researching
and developing unique devices that can provide low-cost
and low-emission domestic heating systems. In the UK,
78% of homes use gas-fired heating, and this graphene-
enhanced device could potentially reduce natural gas
consumption in heating by up to 30%. This collaboration
also achieved a significant milestone in developing a
proof-of-concept system compatible with both natural gas
We were joint beneficiaries of AUD$2.03 million in funding
for research led by Australian solar panel manufacturer
Halocell Energy, which is using First Graphene’s
PureGRAPH® powder as a primary enabler in perovskite
solar cells. The three-year collaborative project aims to
commercialise ultra-low cost, flexible perovskite solar cells.
The Company also continued to work with Senergy
Innovations in the UK to develop a range of thermally
conductive polymers and to test graphene-enhanced
solar roof tiles for their efficacy of harnessing heat from
sunlight. This research aims to not only reduce the weight
of solar heating panels but also deliver low-carbon,
energy efficient heating solutions.
An Innovate UK project looking into metal oxide-doped
graphene for the catalytic production of green hydrogen
through water splitting, received equivalent to more
than AUD$169,000 in funding, also wrapped up this year.
These nanomaterials have the potential to reduce costs
and the dependence on increasingly scarce precious
and rare earth metals, aligning well with Government
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critical minerals strategies both in the UK and Australia.
and 300% improvement to capacitance than typical
Additionally, these materials can also be applied to
carbon cells. Our team also secured an AUD$65,000
supercapacitor technologies for energy storage and the
grant in conjunction with the University of Manchester to
production of enhanced conductive coatings or inks
fund the joint AKT2I Supercapacitor Slurry Optimisation
for flexible electronics or photovoltaics. Results from
Project. Both supercapacitor research opportunities
the project will support future funding applications to
provide exciting developments for industry as results
advance commercialisation of this technology in the
have the potential to revolutionise cell-based energy
energy generation sector.
transfer capabilities.
This year, our team secured an exclusive patent for
As the world demands more sustainable solutions for
our novel technology used to produce metal oxide
electric vehicles (EV), it was timely for First Graphene
decorated products for supercapacitors. Granted in
to be involved in the study of graphene-based
September 2022, the patent complements previous work
electrothermal heaters, conducted by the Queensland
on high-energy, high-power density, commercial-scale
supercapacitor cells using PureGRAPH®-based materials.
Testing showed an 85% improvement in energy density
University of Technology. This partnership allowed us to
better understand graphene-based conductive inks and
how it can be applied to the EV industry.
Endless opportunities for graphene products
Getting back to basics, First Graphene secured additional
Expanding into the housing industry, First Graphene
Analysis for Innovators (A4I) grant funding to map
commenced work with UK residential home developer
the topography and functionalisation of the surface
of PureGRAPH®. The six-month collaborative project
with the National Physics Laboratory and the Welsh
Vector Homes to develop a HDPE masterbatch for use
in structural beams in their modular sustainable smart
homes. The graphene-enhanced material is showing
universities of Cardiff and Swansea will provide valuable
highly beneficial fire retardancy, increased strength,
detailed information about the surface chemistry of our
PureGRAPH® material, which will fundamentally improve
understanding of our products and allow us to develop
customised solutions for our customers across various
commercial sectors.
durability, thermal and acoustic performance properties,
which aims to improve the structural integrity of housing
for the future.
We also continue to make promising headway with
existing clients and partners progressing applications
One of those commercial sectors is footwear, and 2023
and trials for Electrostatic Discharge (ESD) floor
marked the start of discussions with a high-profile
coatings, sustainable cold cure ceramic tiles, and
European brewer that expressed interest in ordering a
high-performance lubricants. Rubber compounders
significant number of graphene-enhanced safety footwear.
have also shown interest in utilising graphene’s thermal
This presented an opportunity to build on established
conductivity and antioxidant behaviour to enhance
commercial partnerships and to capitalise on the high-
thermal management and improve longevity to develop
profile brand of the brewing company. Separately, First
new sustainable products.
Graphene was engaged by a branded golf shoe partner to
help develop a range of next-generation designs.
ASX: FGR l
18
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Alternative solutions
for a sustainable future
In both Australia and abroad, the appetite for alternative
solutions to meet emission reduction targets and
increase energy optimisation is gaining momentum.
This has resulted in more approaches to First Graphene
from industry, universities, and potential customers to
work hand-in-glove to create, test and deliver viable,
cost-effective, market-ready products. This collaborative
approach to research also provides a strong foundation
for additional, sustained growth in product volume orders
in the future.
Andy Goodwin
Non-Executive Director
“By continually reviewing our
research and development
opportunities through a
commercial lens, we are
ensuring graphene-enhanced
products are fast-tracked from
scientific theory and curiosity
to practical reality, and to make
a real positive societal impact
on the global stage.”
Ian Martin
R&D Manager
FGR ANN UAL R EPO RT F Y20 23/24
19
ASX: FGR l
20
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
CFO REPORT
First Graphene has powered through the 2022/23 financial year to deliver a full year revenue of AUD$1 million for the
first time in the Company’s history.
The growing cement and concrete segment enabled First Graphene to achieve this commercial milestone, as well as
the expanding project services section of the business.
Some of the key highlights for FY23 include:
+39%
SALES
REVENUE:
+9%
OPERATING
PROFIT:
FY23: AUD 1.00m
FY22: AUD 0.72m
FY23: AUD - 4.18m
FY22: AUD - 4.61m
+23%
OPERATING &
INVESTING CASHFLOW
FY23: -3.54m
FY22: -4.50m
Commercial momentum
gathers speed
Coming off the back of a strong FY22, First Graphene has
seen revenue grow 39% during FY23. This steady increase
is largely due to growth in the cement and concrete
segment and the uptake of new customers across
the globe. The continual purchasing power from early
adopters of the Company’s product in Western Australia
has also helped maintain a rise in revenue.
As depicted in the adjacent graphs, First Graphene’s sales
trajectory continues in a positive direction, while cash
“The fiscal performance during
FY23 has placed the Company
in a confident position as it
ventures into FY24.”
FGR ANN UAL R EPO RT F Y20 23/24
outflow has decreased for a consecutive year. This
is a direct result of the Company’s responsible fiscal
management, with a primary focus on cost reduction
methods. These include consolidation of storage and
manufacturing facilities in WA, reduction in spend on
third party consultants and ongoing non-cash long
term incentives for First Graphene’s employees.
Supplying Performance Rights to the Company’s
hard-working staff as an incentive not only drives
further commercial success but also invokes
commitment from First Graphene’s employees.
Together, this helps the business develop as it
expands into new and emerging markets.
These measures have allowed First Graphene to
become more effective with its spending while
continuing to reward its employees. The reduction
in spend will also help the Company move closer to
breakeven, via revenue increase and responsible cost
management.
21
$1.00
Sales
($million)
$0.72
$0.29
$0.34
$0.02
2019
2020
2021
2022
2023
Operating & Investing Cash-Outflow
($million)
$8.60
$6.40
$6.10
$4.50
$3.54
2024 outlook
2019
2020
2021
2022
2023
First Graphene continues to go from financial
strength to strength, and the 2024 financial year is
expected to be no different. The fiscal performance
during FY23 has placed the Company in a confident
position as it ventures into FY24.
The Company’s forward-looking order book already
has a pipeline of work adding to approximately
AUD$550,000, accounting for more than 50% of the
FY23 sales figures. This robust order pipeline sets the
stage for even greater achievements in FY24, building
upon our established track record of success.
With strong ongoing interest in the concrete and cement
segment, and expansion of sales into other high growth
and in-demand sectors, First Graphene will continue to
accelerate its commercialisation strategy and position as
a global material technology company.
Aditya Asthana
CFO and Company Secretary
ASX: FGR l
22
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
ANNUAL
FINANCIAL
REPORT
FOR THE YEAR ENDED 30 JUNE 2023
(INCORPORATING INFORMATION
PURSUANT TO ASX LISTING RULE 4.3A)
FGR ANN UAL R EPO RT F Y20 23/24
23
Directors’ Report
The directors present their report together with the financial report of First Graphene Limited (‘First
Graphene” or ‘Company’) and the entities it controlled (‘Consolidated Entity’ or ‘Group’) for the year
ended 30 June 2023.
Directors
The names and details of the Company’s Directors in office during the financial year and until the
date of this report are as follows. The Directors were in office for this entire period unless otherwise
stated.
Warwick Grigor BEc. LLB, MAusIMM, FAICD
NNoonn--EExxeeccuuttiivvee CChhaaiirrmmaann
Mr Grigor is a highly respected and experienced mining analyst, with an intimate knowledge of all
market related aspects of the mining industry. He is a graduate of the Australian National University
having completed degrees in law and economics. His association with mining commenced with a
position in the finance department of Hamersley Iron, and from there he moved to Sydney to
become a mining analyst with institutional stockbrokers. Mr Grigor left County NatWest Securities
in 1991 to establish Far East Capital Limited which was founded as a specialist mining company
financier and corporate adviser, together with Andrew "Twiggy" Forrest.
In 2008, Far East Capital Limited sponsored the formation of a stockbroking company, BGF Equities,
and Mr Grigor assumed the position of Executive Chairman. This was re-badged as Canaccord
Genuity Australia Limited when a 50% stake was sold to Canaccord Genuity Group Inc. Mr Grigor
retired from Canaccord in October 2014, returning to Far East Capital Limited.
OOtthheerr CCuurrrreenntt
DDiirreeccttoorrsshhiippss
FFoorrmmeerr ddiirreeccttoorrsshhiippss
IInntteerreessttss iinn sshhaarreess
iinn tthhee llaasstt 33 yyeeaarrss
aanndd ooppttiioonnss
West Wits Mining Limited
Nagambie Resources
Aguia Resources Limited
None
Ordinary shares 19,083,772
Options
3,000,000
Performance Rights 400,000
Dr Andy Goodwin Ph.D. (Polymer Chemistry)
NNoonn--EExxeeccuuttiivvee DDiirreeccttoorr
Andy has a successful track record in innovation and technology development roles within the
speciality chemicals industry. Andy has extensive leadership experience with Sanofi, Dow Corning
Corporation and Thomas Swan & Co. Ltd. He has a PhD in polymer chemistry and an MTE Diploma
from the IMD Business School in Lausanne, Switzerland.
Andy has been actively involved in the development of the graphene materials industry since 2012.
He joined First Graphene in 2017 and is based in Manchester, UK.
OOtthheerr CCuurrrreenntt
DDiirreeccttoorrsshhiippss
None
Michael Quinert
NNoonn--EExxeeccuuttiivvee DDiirreeccttoorr
FFoorrmmeerr ddiirreeccttoorrsshhiippss
IInntteerreessttss iinn sshhaarreess
iinn tthhee llaasstt 33 yyeeaarrss
aanndd ooppttiioonnss iinn FFGGRR
None
Ordinary shares 2,008,993
Options
1,000,000
Performance Rights 450,000
Mr Quinert is a founding partner of QR Lawyers which was established in July 2009. He has over 30-
years’ experience as a commercial and corporate lawyer, including three years with ASX and over 21
years as a partner in a Melbourne law firms.
ASX: FGR l
24
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Mr Quinert has extensive experience assisting and advising companies on IPO’s, capital raising,
cross border transactions, regulatory compliance and has regularly advised publicly listed mining
companies.
Michael is a Non-Executive Chairman of West Wits Mining Limited
OOtthheerr CCuurrrreenntt
DDiirreeccttoorrsshhiippss
FFoorrmmeerr ddiirreeccttoorrsshhiippss
IInntteerreessttss iinn sshhaarreess
iinn tthhee llaasstt 33 yyeeaarrss
aanndd ooppttiioonnss iinn FFGGRR
West Wits Mining Limited
First Au Limited
Ordinary shares 80,000
Options
Performance Rights 200,000
-
Michael Bell
MMaannaaggiinngg DDiirreeccttoorr aanndd CChhiieeff EExxeeccuuttiivvee OOffffiicceerr
Mr Bell has over 21 years’ experience in engineering and business management and significant
international experience driving business growth.
He was with ST Engineering Group where he served as Senior Vice-President.
Mike has also held roles as Director for Navman Wireless, a global Telematics company, and as
General Manager with Singapore-based shipbuilder Strategic Marine.
OOtthheerr CCuurrrreenntt
DDiirreeccttoorrsshhiippss
None
FFoorrmmeerr ddiirreeccttoorrsshhiippss
IInntteerreessttss iinn sshhaarreess
iinn tthhee llaasstt 33 yyeeaarrss
aanndd ooppttiioonnss iinn FFGGRR
None
Ordinary shares 1,163,979
Options
5,000,000
Performance Rights -
Results and Dividends
The Group result for the year was a loss of $5,422,321 (2022: loss of $$5,033,108).
No final dividend has been declared or recommended as at 30 June 2023 or as at the date of this
report (2022: $ nil).
No interim dividends have been paid (2022: nil).
Principal Activities
During the financial year the principal continuing activities of the Consolidated Entity was as the
leading supplier of high-performing graphene products with a robust manufacturing platform and
an established 100 tonne/year graphene production capacity. PureGRAPH® graphene is easy to use
and is enhancing the properties of customers’ products and materials across industries and
applications worldwide.
First Graphene Limited has a primary manufacturing base in Henderson, near Perth, WA. The
Company is incorporated in the UK as First Graphene (UK) Ltd. and is a Tier 1 partner at the
Graphene Engineering and Innovation Centre (GEIC), Manchester, UK.
Events Since the End of the Financial Year
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 subsequent financial years.
FGR ANN UAL R EPO RT F Y20 23/24
25
Significant Changes in State of Affairs
There were no significant changes in the state of affairs of the consolidated entity during the
financial year.
Likely Developments and expected results of operations
The Directors have excluded from this report any further information on the likely developments in
the operations of the Group and the expected results of those operations in future financial years,
other than as mentioned in the Chairman’s Statement and Review of Operations, as the Directors
have reasonable grounds to believe the nascent nature of the graphene market makes it
impractical to forecast future profitability and other material financial events.
Directors’ and other officers’ emoluments
Details of the remuneration policy for Directors and other officers are included in the Remuneration
Report (page 10) and the Corporate Governance Report lodged separately on ASX on the same day
as this report is lodged.
Details of the nature and amounts of emoluments for each Director of the Company and Executive
Officers are included in the Remuneration Report.
Environmental Regulations
The Group’s graphene production and sales operations are subject to regulation In Australia by the
Australian Industrial Chemicals Introduction Scheme (AICIS) and by the Registration, Evaluation,
Authorisation and Restriction of Chemicals (REACH) in the European Union and United Kingdom.
The Company’s Commercial Graphene Production facility has been approved as meeting the
environmental standards set down by the Government of Western Australia’s Department of
Environment Regulation.
Mitigation of Business Risks
First Graphene understands the need to mitigate a range of risks to the business, which could
potentially impact our ability to achieve strategic goals, and the consistent delivery of value to all
stakeholders and shareholders. Some of the risks identified and recognised by the Company
include:
RReegguullaattiioonn ooff NNaannoommaatteerriiaallss
The Company continues to actively monitor the development of regulatory requirements for new
nanomaterials in our target markets. We are in a strong position, with existing regulatory approvals
for PureGRAPH products in Australia, the EU and the UK where we have successfully passed the
required occupational health and environmental testing. We have also initiated the regulatory
approval process for USA markets. The risk of changes to nanomaterial regulations exists but is
mitigated through consistent monitoring and adoption of best practices in the commercialisation
of novel materials.
CCoonnssiisstteenntt ccoommmmeerrcciiaalliissaattiioonn
As an early-stage business, First Graphene requires funding periodically and our key investors
remain majority shareholders. Global demand for the use of next generation materials, including
our product, is increasing, and many industries are realising graphene has a large role to play in
solving key environmental issues impacting their business. The consistent interest from the cement
industry and growing demand from other sectors mitigates the risk of impacts to ongoing liquidity.
ASX: FGR l
26
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Management also continues to accelerate the process of commercialisation of our product, as well
as working to increase investor confidence.
RReettaaiinniinngg sskkiilllleedd wwoorrkkffoorrccee
First Graphene is a technically advanced and research driven business, requiring specialist, highly
skilled staff that appreciate the need to develop commercially relevant solutions for various
industrial sectors. Acknowledging this, the Company has implemented strong equity-based
retention plans to mitigate the risk of losing key workers, while also taking steps to protect the
Company’s Intellectual Property through robust employee contracts. First Graphene’s strong
connections to research organisations has also helped maintain a healthy pipeline of skilled staff to
bolster creativity and innovation along with high levels of employee engagement.
TTrraannssppoorrttaattiioonn aanndd ssuuppppllyy
With a heavy reliance on global supply chains to transport its product, First Graphene is committed
to mitigating any potential risk posed by disruption or delays to logistics. The Company ensures
sufficient stock of key raw materials remains on site to maintain consistent feedstock for the
manufacturing plant, should issues occur with haulage and shipping pathways. We also have
several alternatives available for transporting products via air, road, and sea. From previous
experience with global events impacting transportation pathways, delays have not slowed down
demand or execution of projects. The Company also has insurance in place to mitigate any loss or
damage to products or the business.
SSaaffeettyy aanndd wweellllbbeeiinngg ooff ssttaaffff
First Graphene’s people are a priority and maintaining a safe and healthy work environment is key
to the Company’s operations. The Company’s Health, Safety, and Environmental Policy details how
we develop and continually improve systems to reduce risks to our staff, our facilities, and the
environment. We maintain strict regulatory compliance, with the Henderson manufacturing plant
complying with occupational health and safety obligations of WorkSafe WA, as well as Western
Australian Government and Australian Government regulations.
EEnnvviirroonnmmeennttaall rriisskk
The Company has sufficient procedure and controls in place to manage environmental risks. This
includes relevant Western Australian Government and Australian Government approvals required
for waste and water management in the production facility and biannual testing to ensure
consistency. Correct handling of by-products also remains a priority for the Company. Recent
optimisation trials were designed to reduce the overt reliance on power supply, and we continue to
progress these trials to further enhance production efficiencies.
We are confident in our risk management framework and First Graphene’s ability to adapt to new
and emerging risks to the business.
Proceedings on behalf of company
No person has applied to the Court under section 237 of the Corporations Act for leave 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.
FGR ANN UAL R EPO RT F Y20 23/24
27
Share Options
At the date of this report, First Graphene Limited has the following options exercisable into
ordinary shares in First Graphene Limited.
Unlisted
Grant Date
Date of
Expiry
Exercise Price
Share option
8 November
2019
8
November
2023
$0.25 each, if exercised on
or before 8 November
2023
Number
under
option
15,000,000
Directors’ meetings
The number of meetings of Directors held during the year and the number attended by
each Director was as follows:
Warwick Grigor
Dr Andy Goodwin
Michael Quinert
Michael Bell
Directors’ Meetings
Meetings Attended
Entitled to Attend
8
8
8
8
8
8
8
8
Indemnification and insurance of officers and auditors
Under the Company’s constitution and subject to section 199A of the Corporations Act 2001,
the Company indemnifies each of the directors, the company secretary and every other
person who is an officer of the Company and its wholly-owned subsidiaries. The above
indemnity is a continuing indemnity and applies in respect of all acts done by a person while
an officer of the Company or its wholly-owned subsidiaries even though the person is not an
officer at the time the claim is made.
The Company has entered into a Deed of Indemnity, Access and Insurance (“Deed”) with
each current and former officer of the Company and its subsidiaries, including each director
and company secretary and persons who previously held those roles.
During the financial year, the Company has paid a premium in respect of insuring the
directors and officers of the Company and the Group. The insurance contract prohibits
disclosure of the premium or the nature of liabilities insured against under the policy.
No indemnity or insurance is in place in respect of the auditor.
ASX: FGR l
28
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Remuneration report (audited)
The information provided in this Remuneration Report has been audited as required by
section 308(3C) of the Corporations Act 2001.
This report outlines the remuneration arrangements in place for Directors of First Graphene
Limited and Executives of the Group.
Key Management Personnel (‘KMP’) disclosed in this report:
Mr Warwick Grigor
Dr Andy Goodwin
Mr Michael Bell
Mr Aditya Asthana
Mr Michael Quinert
Remuneration Policy
Emoluments of Directors and Senior Executives are set by reference to payments made by
other companies of similar size and industry, and by reference to the skills and experience
of the Directors and Executives. Details of the nature and amounts of emoluments of each
Director of the Company are disclosed annually in the Company's annual report.
Directors and Senior Executives are prohibited from entering into transactions or
arrangements which limit the economic risk of participating in unvested entitlements.
There has been no direct relationship between the Group’s financial performance and
remuneration of key management personnel over the previous 5 years.
Executive Director Remuneration
Executive pay and reward consist of a base fee and short-term performance incentives. Long
term performance incentives may include options granted at the discretion of the Board
and subject to obtaining the relevant approvals. The grant of options is designed to
recognise and reward efforts as well as to provide additional incentive and may be subject
to the successful completion of performance hurdles.
Executives are offered a competitive level of base pay at market rates (for comparable
companies) and are reviewed annually to ensure market competitiveness.
The remuneration policy is designed to encourage superior performance and long-term
commitment to First Graphene. At this stage of the Company’s development there is no
contractual performance-based remuneration.
Executive Directors do not receive any fees for being Directors of First Graphene or for
attending Board meetings.
All Executive Directors, Non-Executive Directors and responsible executives of First
Graphene are entitled to an Indemnity and Access Agreement under which, inter alia, they
are indemnified as far as possible under the law for their actions as Directors and officers of
First Graphene.
Non-Executive Director Remuneration
The Company's policy is to remunerate non-executive Directors at a fixed fee for time,
commitment and responsibilities. Remuneration for Non-Executive Directors is not linked
to individual performance. Given the Company is at its early stage of development and the
financial restrictions placed on it, the Company may consider it appropriate to issue unlisted
options to Non-Executive Directors, subject to obtaining the relevant approvals. This Policy
is subject to annual review. All of the Directors' option holdings are fully disclosed. From time
FGR ANN UAL R EPO RT F Y20 23/24
29
to time the Company may grant options to non-executive Directors. The grant of options is
designed to recognise and reward efforts as well as to provide Non-Executive Directors with
additional incentive to continue those efforts for the benefit of the Company.
Non-Executive Directors are remunerated for their services from the maximum aggregate
amount (currently $300,000 per annum) approved by shareholders for this purpose. They
receive a base fee which is currently set at $35,000 per annum per non-executive Director
and $30,000 per annum for the non-executive Chairman. There are no termination
payments to non-executive Directors on their retirement from office.
The Company’s policy for determining the nature and amounts of emoluments of Board
members and Senior Executives of the Company is set out below:
Setting Remuneration Arrangements
The Company does not have a separate Remuneration Committee. Given the current size
and composition of the Board, the Board believes there would be no efficiencies gained by
establishing a separate Remuneration Committee. Accordingly, the Board performs the role
of the Remuneration Committee. When the Board convenes as the Remuneration
Committee it carries out those functions which are delegated to it in the Company’s
Remuneration Committee Charter.
Executive Officer Remuneration, including Executive Directors
The remuneration structure for Executive Officers, including Executive Directors, is based on
a number of factors, including length of service, the particular experience of the individual
concerned, and the overall performance of the Company. The contracts for service between
the Company and specified Directors and Executives are on a continuing basis, the terms of
which are not expected to change in the immediate future. Upon retirement Executive
Directors and Executives are paid employee benefit entitlements accrued to the date of
retirement.
As an incentive, the Company has adopted an employee share option plan. The purpose of
the plan is to give employees, directors and officers of the Company an opportunity, in the
form of options, to subscribe for shares. The Directors consider the plan will enable the
Company to retain and attract skilled and experienced employees, board members and
officers, and provide them with the motivation to make the Company more successful.
ASX: FGR l
30
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
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ASX: FGR l
32
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
The remuneration policy has been tailored to increase goal congruence between
shareholders, directors and executives. The Group is in the early development phase of its
operations, and due consideration is made of developing long term shareholder value. The
Board has regard to the following indices in respect of the current financial year to facilitate
the long-term growth of the Consolidated Group:
Item
22002233
22002222
22002211
2020
2019
Sales revenue $
1,003,424
723,323
341,869
289,773
22,771
Loss before tax $
(5,422,321)
(5,033,108)
(6,284,757)
(5,366,149)
(6,986,738)
Basic loss per shares
(cents)
Increase/(decrease) in
share price %
(0.96)
(0.91)
(1.19)
(1.11)
(1.78)
(40.0)
(60.34)
133.1
(45.1)
134.2
Relationship between Remuneration and Company Performance
There is not a connection between the profitability of the Company and remuneration as
the Company is not generating profits.
Name
Warwick Grigor
Dr Andy Goodwin
Michael Quinert
Michael Bell
Aditya Asthana
% Fixed
remuneration
% Short Term
Incentive
% Long Term
Incentive
91%
50%
85%
64%
87%
-
-
-
-
-
9%
50%
15%
36%
13%
Contractual Arrangements with KMP
Remuneration and other terms of employment for Key Management Personnel are
formalised in service agreements. These agreements specify the components of
remuneration benefits and notice periods. The material terms of service agreements with
the Key Management Personnel are noted as follows:
Name
Base Salary
Michael Bell
350,000
Duration of
Service
Agreement
Ongoing
Notice Period
By Executive By Company
3 months
3 months
Aditya
Asthana
260,000
Ongoing
3 months
3 months
There are no other service agreements in place.
Severance
Payment
Entitlement
No
entitlement
No
entitlement
FGR ANN UAL R EPO RT F Y20 23/24
33
Share-based compensation
Shares issued as part of remuneration for the year ended 30 June 2023
2,395,490 performance rights were issued to key management personnel, of which
1,795,490 of the performance have vested in FY 23. 1,345,490 Performance Rights were
converted to shares.
Options issued as part of remuneration for the year ended 30 June 2023
No options were issued to key management personnel as part of compensation during the
year.
Options issued as part of remuneration in prior years
Using the Black Scholes option pricing model and based on the assumptions set out
below, the CEO Options were ascribed the following value:
AAssssuummppttiioonnss::
Valuation date
Market price of shares
Exercise price
Expiry date (length of time from issue)
Risk free interest rate
Volatility
Indicative Value of CEO Option (cents)
Total Value of CEO Options
17 December 2020
$0.245
$0.250
8 November 2023 – 2.89 years
0.25%
75%
0.1158
$579,069
Options holdings held by key management personnel
Directors
Balance
01.07.22
Granted
Exercised
Other
Balance
30.06.23
Total
vested
30.06.23
Vested &
exercisable
30.06.23
Vested &
un-
exercisable
30.06.22
Warwick
Grigor
Dr Andy
Goodwin
Michael
Quinert
Michael
Bell
Aditya
Asthana
3,000,000
1,000,000
-
5,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
3,000,000
1,000,000
-
5,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
ASX: FGR l
3 4
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Performance rights issued as part of remuneration for the year ended 30 June 2023
Performance rights holdings held by key management personnel
Directors
Warwick
Grigor
Dr Andy
Goodwin
Michael
Quinert
Michael
Bell
Aditya
Asthana
i.
Balance
01.07.22
Granted
Vested
Other
(i)
Balance
30.06.23
Grant Date
Share Price
A$
-
-
-
-
-
400,000
100,000
450,000
300,000
200,000
50,000
-
-
-
400,000
01/08/2023
0.13
450,000
01/08/2023
0.13
200,000
01/08/2023
0.13
1,029,979
1,029,979
(1,029,979)
315,511
315,511
(315,511)
-
-
01/08/2023
0.13
01/08/2023
0.13
Performance Rights converted to shares by KMP
Under the Company’s Incentive Award Plan, Performance Rights (PR) are granted to
employees following the release of the Company’s full financial year results starting
October 2022 till December 2024. The employees have an option to convert each right to a
fully paid ordinary share in the company, up to 2 years following the allocation. At the time
of allotment of the PRs the Company recognises an employee expense, with a
corresponding increase in reserves. When the employee chooses to convert the rights to
ordinary shares the company recognises an increase in equity with a corresponding
decrease in reserves previously recognised. Over financial year ended 30 June 2023, the
company has issued 3,682,784 PRs to Directors, employees and Key Management
Personnel.
The above includes 1,050,000 Performance Rights issued to its Non-Executive Directors as
announced to the ASX in the Company’s Notice of Meeting for its 2022 Annual General
Meeting. 450,000 of these 1,050,000 PRs have already vested, for which the Company has
recognised an employee expense, with a corresponding increase in reserve.
PPeerrffoorrmmaannccee rriigghhttss iissssuueedd ttoo NNoonn--EExxeeccuuttiivvee DDiirreeccttoorrss
VVeessttiinngg CCoonnddiittiioonnss
Share Price1
Sales (AUD)2
NED Name
Andrew Goodwin
Michael Quinert
Warwick Grigor
TToottaall
Notes:
Tranche 1
Tranche 2
Tranche 3
Vested Unvested Unvested
$0.45
$0.35
$2 million
$5 million
Number of
Number of
Rights
Rights
100,000
50,000
100,000
50,000
200,000
100,000
440000,,000000
220000,,000000
Nil
Nil
Number of
Rights
300,000
50,000
100,000
445500,,000000
Total
450,000
200,000
400,000
11,,005500,,000000
1. 25% of the Performance Rights will be measured against the 20 day VWAP Share price
at 30 June of the applicable financial year (Tranche 2: FY23; Tranche 3: FY24). These rights
were valued using a hybrid share option pricing model with the following inputs:
Grant date
Spot price
Tranche 2
Tranche 3
17/10/22
17/10/22
$0.110
$0.110
Expiry
date
17/10/26
17/10/27
Volatility
75%
75%
Risk free
rate
3.35%
3.35%
Value per
right
$0.021
$0.035
2. 40% of the Performance Rights will be measured against the sales revenue received
FGR ANN UAL R EPO RT F Y20 23/24
35
during the applicable financial year (Tranche 2: FY23; Tranche 3: FY24) based on audited
accounts. These rights have been valued at the share price on the grant date. These
rights were valued using a hybrid share option pricing model with the same inputs used
above in Note 1.
In addition, vesting of each Tranche (excluding Tranche 1) is subject to:
• 10% of the Performance Rights will be subject to the achievement by a Director of their
personal KPI for an applicable financial year as determined by the Board; and
• 25% of the Performance Rights will be subject to the Director remaining a director of
the Company.
• No valuation assumptions required as these are non-financial targets
The Performance Rights have expiry dates as follows: Tranche 1: 3 years from grant;
Tranche 2: 4 years from grant; Tranche 3: 5 years from grant. Management have
determined the probability of the rights vesting to be 100%.
PPeerrffoorrmmaannccee rriigghhttss iissssuueedd ttoo EEmmppllooyyeeeess && KKMMPPss ((eexxcclluuddiinngg NNoonn--EExxeeccuuttiivvee DDiirreeccttoorrss))
The following performance rights were granted to employees & KMP:
Number of
Performance
Rights
Date of Grant
Share Price
A$
Vesting Date
Employees
KMP *
1,287,294
1,345,490
01/08/2022
01/08/2022
0.13
0.13
02/09/2022
02/09/2022
22,,663322,,778844
*These KMP rights have been converted to shares during the period.
- Michael Bell – 1,029,979
- Aditya Asthana – 315,511
VVeessttiinngg ccoonnddiittiioonnss ffoorr PPeerrffoorrmmaannccee RRiigghhttss iissssuueedd ttoo eemmppllooyyeeeess ((eexxcclluuddiinngg NNoonn--EExxeeccuuttiivvee
DDiirreeccttoorrss))::
1. Share Price Target: $0.30
2. Total Revenue Target: $1 million
3. Continued employment with the company on date of issue of Performance
Rights
4. Completion of personal KPIs
5.
If the Share Price or Total Revenue Vesting Condition is partially met, a
proportionate percentage of Performance Rights in the applicable Tranche will
vest. For example, if FY22 Sales Revenue was $500,000, 20% of the Performance
Rights in Tranche 1 will vest (being 50% of 40%).
The weighting applied to each KPI for individual employees is dependent on their role and
their impact on the KPIs.
ASX: FGR l
36
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Shareholdings held by key management personnel
Directors
Warwick
Grigor
Dr Andy
Goodwin
Michael
Quinert
Michael
Bell
Aditya
Asthana
i.
Balance
01.07.22
19,083,772
2,008,993
80,000
134,000
60,000
Granted
Exercise of
options
Acquired
Other
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Balance
30.06.23
19,083,772
2,008,993
80,000
-
-
-
1,029,979 (i)
1,163,979
315,511 (i)
375,511
Shares issued upon vesting of performance rights in the year.
Transactions with other related parties
There were no
remuneration consultants were utilised at this point in the Company’s development.
loans or other transactions with key management personnel. No
Voting Rights
At the 2022 Annual General Meeting held on 17 October 2022 there were 6.4% of the votes
against the adoption of the remuneration report.
End of audited Remuneration Report
FGR ANN UAL R EPO RT F Y20 23/24
37
Auditor’s independence
The Directors received the independence declaration from the auditor of First Graphene
Limited as stated on page 19.
Non-audit services
During the period BDO Corporate Tax (WA) Pty Ltd was paid $56,873 for the provision of
taxation services (2022: $50,668). BDO Corporate Tax (WA) Pty Ltd is an affiliate member of
BDO Audit (WA) Pty Ltd. Refer to Note 22 for further details
The board of directors has considered the position and is satisfied the provision of the non-
audit services is compatible with the general standard of independence for auditors
imposed by the Corporations Act 2001. The directors are satisfied the provision of non-audit
services by the auditor, as set out in Note 22, did not compromise the auditor independence
requirements of the Corporations Act 2001 for the following reasons:
• all non-audit services have been reviewed by the board to ensure they do not impact
the impartiality and objectivity of the auditor
• none of the services undermine the general principles relating to auditor
independence as set out in APES 110 Code of Ethics for Professional Accountants
Signed in accordance with a Resolution of the Directors.
Michael Bell
Managing Director and Chief Executive Officer
Dated at Perth this 22nd day of September 2023
Corporate Governance Statement
The Company's full Corporate Governance Statement is available on the Company's website,
www.firstgraphene.net/corporate/corporate-governance.html.
A completed Appendix 4G and the full Corporate Governance Statement have been lodged
with the Australian Securities Exchange as required under Listing Rules 4.7.3 and 4.7.4.
Annual General Meeting
The Company’s Annual General Meeting will be held on 20th November 2023.
Details will be included in the Annual report and the Notice of Meeting, which will be issued
in due course.
ASX: FGR l
3 8
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Auditor’s Independence Declaration
19 | P a g e
FGR ANN UAL R EPO RT F Y20 23/24
39
Consolidated Statement of Profit or Loss and Other
Comprehensive Income
For the year ended 30 June 2023
Continuing operations
Revenue from contracts with
customers
Cost of goods sold
Gross profit/(loss)
Other Operating Income
Research & development
Selling & marketing
Mineral lease maintenance
General & administrative
Loss from continuing operations
before tax expense and finance
Non-Operating Income/Expense
Other Non-Operating income
Share Based Payment expense
Finance income
Finance expense
Note
2023
$
2022
$
3
1,003,424
723,323
(561,990)
441,434
(555,648)
167,675
934,947
900,116
(1,598,159)
(568,952)
(126,237)
(3,264,231)
(1,599,816)
(875,857)
(98,902)
(3,098,274)
(4,181,199)
(4,605,059)
-
(477,673)
39,755
(803,204)
341,825
(463,839)
2,377
(308,413)
4(a)
4(b)
4(c)
4(d)
4(e)
16
5(a)
5(b)
Loss before tax expense
Income tax (expense)/benefit
6
(5,422,321)
-
(5,033,108)
-
Loss after tax
(5,422,321)
(5,033,108)
Other comprehensive income
Items which may be reclassified to
profit or loss
Foreign currency translation
difference on foreign operations
TToottaall ccoommpprreehheennssiivvee lloossss ffoorr tthhee yyeeaarr
AAttttrriibbuuttaabbllee ttoo tthhee oowwnneerrss ooff FFiirrsstt
GGrraapphheennee LLiimmiitteedd
14,438
(102,940)
(5,407,883)
(5,136,048)
ASX: FGR l
4 0
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Consolidated Statement of Profit or Loss and Other Comprehensive Income
(continued)
Note
2023
$
2022
T$
For the year ended 30 June 2023
Loss for the year attributable to:
Owners of First Graphene Limited
Non-Controlling interests
Total comprehensive loss for the year attributable
to:
Owners of First Graphene Limited
Non-Controlling interests
Loss per share for the year attributable
to the owners of First Graphene Limited:
Basic (loss) per share (cents per share)
Diluted Loss per share (cents per share)
7
7
(5,421,710)
(611)
(5,017,487)
(15,621)
(5,422,321)
(5,033,108)
(5,407,272)
(611)
(5,120,427)
(15,621)
(5,407,883)
(5,136,048)
(0.94)
(0.94)
(0.91)
(0.91)
The above consolidated statement of profit or loss and other comprehensive income should be read in
conjunction with the accompanying notes
FGR ANN UAL R EPO RT F Y20 23/24
41
Consolidated Statement of Financial Position
At 30 June 2023
Note
2023
$
2022
$
Assets
Current assets
Cash and cash equivalents
Inventories
Trade and other receivables
Other current assets
Total current assets
Non-current assets
Property, plant and equipment
Right of use asset
Inventories
Intangible assets
Other assets
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Employee liabilities
Financial liabilities
Lease liabilities
Total current liabilities
Non-current liabilities
Lease liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Capital and reserves attributable to owners
of First Graphene Limited
Non-controlling interest
Total equity
8
9
10
11
24
9
12
13
24
3,225,954
1,759,014
346,495
726,064
7,004,724
1,821,713
167,744
225,801
6,057,527
9,219,982
2,479,526
579,151
2,215,237
151,701
229,244
5,654,
859
2,854,654
162,179
2,851,875
118,155
211,908
6,198,
770
11,712,386
15,418,752
435,832
276,118
3,622,000
530,656
4,864,606
585,702
139,189
6,135,251
178,489
7,038,631
-
-
-
-
4,864,608
7,038,631
6,847,780
8,380,121
15
16
106,378,130
6,095,513
102,845,907
5,738,367
(105,811,650)
(100,389,940)
6,661,993
8,194,334
185,787
185,787
6,847,780
8,380,121
The above consolidated statement of financial position should be read in conjunction with the accompanying notes
ASX: FGR l
4 2
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
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T
FGR ANN UAL R EPO RT F Y20 23/24
43
Consolidated Statement of Cash Flows
For the year ended 30 June 2023
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Interest paid
R&D and grant funding received
Other income
Note
2023
$
2022
$
726,673
(5,070,777)
40,195
-
606,947
(6,250,674)
2,377
-
901,609
1,241,941
-
-
Net cash outflows from operating activities
19
(3,402,301)
(4,399,409)
Cash flows from investing activities
Payments for property, plant and equipment
(94,291)
(44,576)
Proceeds from sale of property, plant and
equipment
Payments for intellectual property
-
-
(45,512)
(46,000)
Net cash outflows from investing activities
(139,803)
(90,576)
Cash flow from financing activities
Proceeds from placement of shares
Proceeds from the exercise of options
Payment of share issue/capital raising costs
Proceeds from convertible note
Finance lease payments
Net cash inflows / (outflows) from financing
activities
-
-
(37,804)
-
(198,862)
(236,666)
-
1,617,372
(18,923)
3,000,000
(180,808)
4,417,641
Net decrease in cash and cash equivalents
(3,778,770)
(72,344)
Cash and cash equivalents at beginning of the
year
Effect of exchange rate fluctuations on cash held
7,004,724
7,076,580
-
488
Cash and cash equivalents at end of the year
8
3,225,954
7,004,724
The above consolidated statement of cash flows should be read in conjunction with the
accompanying note
ASX: FGR l
44
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
1. Basis of Preparation
First Graphene Limited (“First Graphene” or the “Company”) is a for-profit company limited
by shares, incorporated and domiciled in Australia, whose shares are publicly traded on the
Australian Securities Exchange. Its registered office and principal place of business is:
First Graphene Limited
1 Sepia Close
Henderson WA 6166
A description of the nature of operations and principal activities of FGR and its subsidiaries
(collectively, the “Group”) is included in the Chief Executive Officer’s Report, which is not part
of these financial statements.
The financial statements were authorised for issue in accordance with a resolution of the
directors on 22 September 2023
The financial report is a general-purpose financial report which:
• has been prepared in accordance with the requirements of the Corporations Act
2001, Australian Accounting Standards and other authoritative pronouncements of
the Australian Accounting Standards Board (AASB) and complies with International
Financial Reporting Standards (IFRS) as issued by the International Accounting
Standards Board (IASB);
• has been prepared on a historical cost basis except for assets and liabilities and share-
based payments which are required to be measured at fair value. The basis of
measurement is discussed further in the individual notes;
•
is presented in Australian dollars;
Accounting policies
New standards, interpretation and amendments adopted by the Group
The accounting policies adopted in the preparation of the consolidated financial statements
are consistent with those followed in the preparation of the Group’s annual consolidated
financial statements for the year ended 30 June 2023, except for the adoption of new
accounting standards and interpretations effective for annual periods beginning 1 July 2022
The effect of the adoption of these new accounting standards and interpretations did not
have a material impact on the annual consolidated financial statements of the Group, the
nature and effect of which is discussed below.
The Group has not early adopted any other standard, interpretation or amendment that has
been issued but is not yet effective.
FGR ANN UAL R EPO RT F Y20 23/24
45
Notes to the Consolidated Financial Statements
Going Concern
For the year ended 30 June 2023 the entity recorded a loss of $5,422,321 (2022: $5,033,108)
and had net cash outflows from operating activities of $3,402,301 (2022: $4,399,409).
The ability of the entity to continue as a going concern is dependent on securing additional
funding through the sale of equity securities to either existing or new shareholders to
continue to fund its operational and marketing activities.
These conditions indicate a material uncertainty which may cast a significant doubt about
the entity’s ability to continue as a going concern and, therefore, it may be unable to realise
its assets and discharge its liabilities in the normal course of business.
The financial statements have been prepared on the basis the entity is a going concern,
which contemplates the continuity of normal business activity, realisation of assets and
settlement of liabilities in the normal course of business for the following reasons:
• The entity expects to receive additional funds via the issue of equity securities to either
existing or new shareholders; and
• In the event of further funds not being raised, the entity’s activities would be wound back
to a sustainable level.
Should the entity not be able to continue as a going concern, it may be required to realise
its assets and discharge its liabilities other than in the ordinary course of business, and at
amounts which differ from those stated in the financial statements and the financial report
does not include any adjustments relating to the recoverability and classification of recorded
asset amounts or liabilities which might be necessary should the entity not continue as a
going concern.
Statement of compliance
The financial report complies with Australian Accounting Standards as issued by the
financial report also complies with
Australian Accounting Standards Board. The
International Financial Reporting Standards (“IFRS”) as
issued by the International
Accounting Standards Board.
The following Standards and Interpretations have been issued by the AASB, are relevant to
the Group, but are not yet effective and have not been adopted by the Group for the period
ending 30 June 2023. Unless otherwise stated, the Group has yet to fully assess the impact
of these Standards and Interpretations when applied in future periods.
Basis of consolidation
The consolidated financial statements comprise the financial statements of First Graphene
Limited and its subsidiaries as at 30 June 2023 (the Group).
Control is achieved when the Group is exposed, or has rights, to variable returns from its
involvement with the investee and has the ability to affect those returns through its power
over the investee. Specifically, the Group controls an investee if and only if the Group has:
• Power over the investee (i.e. existing rights that give the current ability to direct the
relevant activities of the investee);
• Exposure, or rights, to variable returns from its involvement with the investee; and
• The ability to use its power over the investee to affect its returns.
ASX: FGR l
4 6
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
When the Group has less than a majority of the voting or similar rights of an investee, the
Group considers all relevant facts and circumstances in assessing whether it has power over
an investee, including:
• The contractual arrangement with the other voting holders of the investee
• Rights arising from other contractual arrangements
• The Group’s voting rights and potential voting rights
The Group re-assesses whether or not it controls an investee if facts and circumstances
indicate that there are changes to one or more of the three elements of control.
Consolidation of a subsidiary begins when the Group obtains control over the subsidiary and
ceases when the Group loses control of the subsidiary. Assets, liabilities, income and
expenses of a subsidiary acquired or disposed of during the year are included in the
statement of comprehensive income from the date the Group gains control until the date
the Group ceases to control the subsidiary.
Profit or loss and each component of other comprehensive income (OCI) are attributed to
the equity holders of the parent of the Group and to the non-controlling interests, even if
this results in the non-controlling interests having a deficit balance. When necessary,
adjustments are made to the financial statements of subsidiaries to bring their accounting
policies into line with the Group’s accounting policies. All intra-group assets and liabilities,
equity, income, expenses and cash flows relating to transactions between members of the
Group are eliminated in full on consolidation.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for
as an equity transaction. If the Group loses control over a subsidiary, it:
• De-recognises the assets (including goodwill) and liabilities of the subsidiary
• De-recognises the carrying amount of any non-controlling interests
• De-recognises the cumulative translation differences recorded in equity
• Recognises the fair value of the consideration received
• Recognises the fair value of any investment retained’
• Recognises any surplus or deficit in profit or loss
• Reclassifies the parent’s share of components previously recognised in OCI to profit
or loss or retained earnings, as appropriate, as would be required if the Group had
directly disposed of the related assets or liabilities
Foreign currency translation
The financial report is presented in Australian dollars, which is First Graphene Limited’s
functional and presentation currency.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates
prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from
the settlement of such transactions and from the translation at financial year-end exchange
rates of monetary assets and liabilities denominated in foreign currencies are recognised in
profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the
exchange rates at the reporting date. The revenues and expenses of foreign operations are
translated into Australian dollars using the average exchange rates, which approximate the
FGR ANN UAL R EPO RT F Y20 23/24
47
Notes to the Consolidated Financial Statements
rate at the date of the transaction, for the period. All resulting foreign exchange differences
are recognised in other comprehensive income through the foreign currency reserve in
equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net
investment is disposed of.
OTHER ACCOUNTING POLICIES
Significant and other accounting policies that summarise the measurement basis used and
are relevant to an understanding of the financial statements are provided throughout the
notes to the financial statements. Where possible, wording has been simplified to provide
clearer commentary on the financial report of the Group. Accounting policies determined
non-significant are not included in the financial statements. There have been no changes to
the Group’s accounting policies that are no longer disclosed in the financial statements.
The Notes To The Financial Statements
The notes include information which is required to understand the financial statements and
is material and relevant to the operations and the financial position and performance of the
Group. Information is considered relevant and material if, for example:
•
•
•
•
the amount is significant due to its size or nature;
the amount is important for understanding the results of the Group;
it helps to explain the impact of significant changes in the Group’s business; or
it relates to an aspect of the Group’s operations that is important to its future
performance.
The notes are organised into the following sections:
• Performance for the year;
• Operating assets and liabilities;
• Capital structure and risk;
• Other disclosures.
A brief explanation is included under each section.
Performance For the Year
This section focuses on the results and performance of the Group. This covers both
profitability and the resultant return to shareholders via earnings per share combined with
cash generation.
KEY ESTIMATES AND JUDGEMENTS
In the process of applying the Group’s accounting policies, management has made a
number of judgements and applied estimates of future events. Judgements and estimates
which are material to the financial report are found in the following notes.
Share Based Payments Estimates
The consolidated entity measures the cost of equity-settled transactions with employees by
reference to the fair value of the equity instruments at the date at which they are granted.
The fair value is determined by using either the binomial or black-scholes model taking into
account the terms and conditions upon which the instruments were granted. The
ASX: FGR l
48
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
accounting estimates and assumptions relating to equity-settled share-based payments
would have no impact on the carrying amounts of assets and liabilities within the next
annual reporting period but may impact profit or loss and equity. Refer to note 16 or further
information.
Services Revenue
Judgement has been exercised in calculating and recognition of Service Revenue. This
applies to estimating percentage of work completed on each project that is being under
taken.
Convertible notes carried at fair value
On initial recognition, the value of the convertible notes was calculated based on the
proceeds received. At the reporting date, the fair value of the conversion options within the
convertible loan has been assessed to be nil and credit risk has not changed from inception
of the loan.
Inventories
Net realisable value tests are performed at each reporting date and represent the estimated
future sales price of the product based on prevailing spot metals process at the reporting
date, less estimated costs to complete production and bring the product to sale. Inventory
held at 30 June 2023 relates to raw material, work in progress and finished goods and is held
at net realisable value.
The provision for impairment of inventories assessment requires a degree of estimation and
judgement. The level of any provision is assessed by considering recent sales experience, the
ageing of inventories, damaged, obsolete, slow moving inventories and other factors that
affect inventory obsolescence.
FGR ANN UAL R EPO RT F Y20 23/24
49
Notes to the Consolidated Financial Statements
2. Segment reporting
Identification of reportable segments
The Group has identified its operating segments based on the internal reports which are
reviewed and used by the Board (the chief operating decision makers) in assessing
performance and in determining the allocation of resources.
The existing operating segments are identified by management based on the way the
Group’s operations were carried out during the financial year. Discrete financial information
about each of these operating businesses is reported to the Board on a monthly basis.
The reportable segments are based on aggregated operating segments determined by the
similarity of the asset base and revenue or income streams, as these are the sources of the
Group’s major risks and have the most effect on the rates of return. The Group’s segment
information for the current reporting period is reported based on the following segments:
Graphene production
As the Company expands its graphene production and inventory, the Board monitors the
Company based on actual verses budgeted expenditure incurred.
Research and development
As the Company expands its research inhouse and in conjunction with third parties, the
Board monitors the Company based on actual verses budgeted expenditure incurred.
Corporate services
This segment reflects the overheads associated with maintaining the ASX listed FGR
corporate structure, identification of new assets and general management of an ASX listed
entity.
Mining Asset Maintenance
Although the Company has suspended its mineral exploration and development in Sri
Lanka the Board monitors the Company based on actual verses budgeted expenditure
incurred.
ASX: FGR l
5 0
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
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FGR ANN UAL R EPO RT F Y20 23/24
51
Notes to the Consolidated Financial Statements
Geographical areas
In presenting the information on the basis of geographical areas, segment revenue is
based on the geographical location of operations. Segment assets are based on the
geographical location of the assets.
Geographical segments
Australia
United Kingdom
Sri Lanka
Total
2023
$
Revenue
1,003,424
-
-
1,003,424
Total Assets
10,660,460
1,021,932
29,994
11,712,386
2022
$
Revenue
723,323
-
-
723,323
Total Assets
14,856,052
558,232
4,467
15,418,751
Reconciliation of segment assets and liabilities to the Statement of financial Position
Reconciliation of segment assets to the Statement of Financial Position
Total segments assets
Inter-segment elimination
Total assets per statement of financial position
2023
$
17,905,755
(6,193,369)
11,712,386
2022
$
20,787,048
(5,368,297)
15,418,751
Reconciliation of segment liabilities to the Statement of Financial Position
Total segments liabilities
Inter-segment elimination
Total liabilities per statement of financial position
2023
$
23,418,468
(18,553,852)
4,864,606
2022
$
23,086,033
(16,047,402)
7,038,631
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
3. Revenue from contracts with customers
Accounting Policy
The Group accounts for a contract when it has approval and commitment from both
parties, the rights of the parties are identified, payment terms are identified, the contract
has commercial substance and collectability of the consideration is probable.
Revenues from product sales are recognised when an identified performance
obligation is satisfied, and the customer obtains and accepts control of the Company’s
product. Sales of product generally occur at a point in time, typically upon delivery to
the customer.
Revenue from Services is based on contracts signed customers / development partners.
The transaction price is allocated across each performance obligation based on
contracted prices. The performance obligation is fulfilled over time as the Group
enhances the assets which the customer controls, for which the Group has no
alternative use and has a right to payment for performance earned to date. Revenue is
recognised in the accounting period in which services are rendered. Customers are in
general invoiced for an amount that is calculated based on agreed contract terms in
accordance with stand-alone selling prices for each performance obligation.
Taxes collected from customers relating to product and service sales and remitted to
governmental authorities are excluded from revenues. The Company expenses
incremental costs of obtaining a contract as and when incurred because the expected
amortisation period of the asset that the Company would have recognised is one year
or less.
Types of goods
Sale of Goods
Sales of Services
Total revenue from contracts with customers
Notes
2023
$
2022
$
598,966
404,459
1,003,424
503,126
220,197
723,323
4. Operating expenses and other income
Accounting Policy
All revenue is stated net of the amount of goods and services tax (GST).
Other revenue includes R&D credits received from the Australian & UK tax government.
Government Grants
Grants from the government are recognised at their fair value where there is a reasonable
assurance that the grant will be received and the Group satisfies all attached conditions.
When the grant relates to an expense item, it is recognised as income over the periods
necessary to match the grant on a systematic basis to the costs that it is intended to
compensate.
FGR ANN UAL R EPO RT F Y20 23/24
53
Notes to the Consolidated Financial Statements
When the grant relates to an asset, the fair value is credited against the asset and is released
to the Statement of Profit or Loss and Other Comprehensive Income over the expected
useful life of the relevant asset by equal annual instalments.
Where a grant is received in relation to the tax benefit of research and development costs,
the grant shall be credited to other income in the Statement of Profit or Loss and Other
Comprehensive Income in the year of receipt.
Depreciation
Depreciation is calculated on a straight-line basis to write off the net cost of each item of
property, plant and equipment (excluding land) over their expected useful lives as follows:
Plant and equipment 3-15 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if
appropriate, at each reporting date.
Other revenue and expenses from continuing operations:
Not
es
(a) Other income
R&D and grant income
(b)
Research & development
Employee expenses
Consultant and research programs
Legal and taxation expenses
Depreciation
Amortisation
Impairment of inventory
Other
(c)
Selling & marketing
Employee expenses
Advertising & promotion
Depreciation
Other
(d) Mining lease maintenance
Employee expenses
Rent of premises
Other
2023
$
934,947
934,947
658,993
457,140
20,426
31,544
3,126
-
447,356
1,598,159
419,862
-
2,880
146,210
568,952
36,915
54,107
35,215
126,237
2022
$
900,116
900,116
,
535,053
707,202
9,531
31,709
27,550
-
288,770
1,599,816
562,780
139,554
2,437
171,087
875,857
32,842
41,279
24,781
98,902
(e)
General & administrative
Employee expenses
Director, finance & company secretarial fees
Legal & other professional fees
Share registry, listing and other corporate costs
Depreciation
Amortisation
Rent of premises
Insurances
Other
1,616,123
56,698
301,636
108,041
51,386
83,446
-
51,541
988,405
3,264,231
1,543,352
47,189
505,377
148,510
42,830
112,930
-
79,270
618,817
3,098,274
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Notes to the Consolidated Financial Statements
5. Finance income and expense
Accounting Policy
Interest revenue is recognised on a proportional basis taking into account the interest rates
applicable to the financial assets.
Dividend revenue is recognised when the right to receive a dividend has been established.
Dividends received from associates and joint venture entities are accounted for in
accordance with the equity method of accounting.
Finance income
(a)
Interest income on bank deposits
Finance expense
((bb))
Finance Cost (i)
Interest – Right of use Asset
Foreign exchange (loss)/gain - unrealised
Notes
2023
$
39,755
39,755
(819,130)
(9,230)
25,157
(803,204)
2022
$
2,377
2,377
(282,934)
(13,817)
(11,662)
(308,413)
(i) Finance Cost noted above is in accordance to the terms of the Share Placement Agreement
with Specialty Materials Investments, LLC that the Company entered into on the 27th of May
2021 (Note 13). The expense recognises the value of the additional shares to be issued ($480,000
over the life of the contract) and the issuance shares at a discount to the prevailing market price
per the terms of the agreement.
Additional Shares to be issued
4,761,905 shares issued @ 10.5c
9,523,810 shared issued @ 10.5c
5,000,000 shared issued @ 10c
2,222,222 shared issued @ 9c
6,666,667 shared issued @ 7.5c
Share price on
issue date
14c
13.5c
12c
9.9c
8.4c
2023
$
186,749
166,667
285,714
100,000
20,000
60,000
819,130
2022
$
282,934
-
-
-
-
-
282,934
FGR ANN UAL R EPO RT F Y20 23/24
55
Notes to the Consolidated Financial Statements
6.
Income tax
Accounting Policy
Current tax is the expected tax payable on the taxable income for the year, using tax rates
enacted or substantially enacted at the reporting date, and any adjustment to tax payable
in respect of previous years. The major components of income tax expense are:
A reconciliation between tax expense and the product of accounting profit before income
tax multiplied by the Group’s applicable income tax rate is as follows:
Income Tax Expense
Income tax expense/(benefit)
(a)
Current tax
Deferred tax
Under/(over) provision in prior years
Total income tax expense
((bb)) Amounts recognised directly in equity
Aggregate current and deferred tax arising in the
reporting period and not recognised in net profit or
loss or other comprehensive income but directly
debited or credited in equity
Current tax
Deferred tax
(c) Reconciliation of income tax expense to
prima facie tax payable
Loss before income tax from all activities
-
- Prima facie income tax benefit on loss before
income tax at 30% (2022:30%)
- Entertainment
- Share based payments
- Non-assessable income
- Other permanent differences
- Deferred tax assets not brought to account
Income tax expense/(benefit)
The applicable weighted average effective tax rates
(d) Deferred tax liability
Prepaid expenditure
PPE
Other temporary differences
Off-set of deferred tax assets
Net deferred tax liability recognised
2023
$
-
-
-
-
-
-
-
-
2022
$
-
-
-
-
-
-
-
-
(5,409,046)
(5,017,488)
(1,352,261)
(1,254,372)
2,206
117,581
(228,525)
54,299
1,308,164
-
0%
4,553
115,960
(211,978)
40,830
85,518
-
0%
-
-
-
-
-
-
-
-
-
-
-
-
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
Income Tax Expense
(e) Unrecognised deferred tax asset
Tax losses
Capital losses
PPE & Leases
Other temporary differences
Off-set of deferred tax liabilities
Net deferred tax assets unrecognised
2023
$
2022
$
7,683,730
7,310,519
(12,124)
105,997
15,088,122
(42,703)
15,045,419
6,734,869
7,310,519
4,078
127,569
14,177,034
(110,890)
14,066,145
The Group has Australian revenue losses from previous years for which no deferred tax
assets have been recognised. The availability to utilise these losses in future periods is
subject to review in the relevant jurisdictions.
7. Loss per share
Accounting Policy
Loss per share (“LPS”) is the amount of post-tax profit attributable to each share. The group
presents basic and diluted LPS data for ordinary shares. Basic LPS is calculated by dividing
the profit or loss attributable to ordinary shareholders of the Company by the weighted
average number of ordinary shares outstanding during the period.
Diluted LPS takes into account the dilutive effect of all potential ordinary shares, being
unlisted employee share options on issue.
Weighted average ordinary shares used in
calculating basic earnings per share
Weighted average ordinary shares used in
calculating diluted earnings per share
Basic loss per share - cents per share
Diluted loss per share - cents per share
Loss attributable to the owners of First
Graphene used in calculating basic loss per
share
Loss attributable to the owners of First
Graphene used in calculating diluted loss per
share
Number of
shares
2023
Number of
shares
2022
579,228,053
552,630,533
579,228,053
552,630,533
(0.94)
(0.94)
2023
$
(0.91)
(0.91)
2022
$
(5,421,710)
(5,017,487)
(5,421,710)
(5,017,487)
FGR ANN UAL R EPO RT F Y20 23/24
57
Notes to the Consolidated Financial Statements
There have been no transactions involving ordinary shares between the reporting date
and the date of completion of these financial statements which would impact on the
above EPS calculations.
8. Cash and cash equivalents
Accounting Policy
Cash and cash equivalents in the Statement of Financial Position comprise cash at bank and
in hand. Cash at bank earns interest at floating rates based on daily bank deposit rates.
For the purposes of the Statement of Cash Flows, cash and cash equivalents comprise the
following at the end of the reporting period:
Cash at bank and in hand
2023
$
3,225,954
3,225,954
2022
$
7,004,724
7,004,724
The Group’s maximum exposure to financial risk is disclosed in note 15.
OPERATING ASSETS AND LIABILITIES
This section shows the assets used to generate the Group’s trading performance and the
liabilities incurred as a result. Liabilities relating to the Group’s financing activities are
addressed in the capital structure and finance costs section on page 41.
9.
Inventories
Accounting Policy
Raw material, work in progress, finished goods and consumables are stated at the lower of
cost and net realisable value. Cost comprises direct materials, direct labour and an
appropriate proportion of variable and fixed overhead expenditure, the latter being allocated
on the basis of normal operating capacity. Costs are assigned to individual items of inventory
on the basis of weighted average costs. Net realisable value is the estimated selling price in
the ordinary course of business less the estimated costs of completion and the estimated
costs necessary to make the sale.
Inventories expected to be sold (or consumed in the case of stores) within 12 months after
the Statement of financial position date are classified as current assets, all other inventories
are classified as non-current.
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
Inventories (continued)
Total Inventories
Raw materials
Work in progress
Finished goods
Inventories Gross
Less: Provision for impairment
Carrying amount
Disclosed as:
Current
Non-current
Total inventory
10. Other assets
Prepayments
Total other assets
2023
$
2,057,681
99,159
1,859,532
4,016,371
(42,120)
3,974,251
1,759,014
2,215,237
3,974,251
2023
$
726,064
726,064
2022
$
1,987,200
316,598
2,411,910
4,715,708
(42,120)
4,673,588
1,821,713
2,851,875
4,673,588
2022
$
225,801
225,801
11. Property, plant and equipment
Accounting Policy
Plant and equipment is stated at historical cost less accumulated depreciation and
impairment. Historical cost includes expenditure which is directly attributable to the
acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of
property, plant and equipment (excluding land) over their expected useful lives as follows:
Plant and equipment 3-15 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if
appropriate, at each reporting date.
Leasehold improvements and plant and equipment under lease are depreciated over the
unexpired period of the lease or the estimated useful life of the assets, whichever is shorter.
An item of property, plant and equipment is derecognised upon disposal or when there is
no future economic benefit to the consolidated entity. Gains and losses between the
carrying amount and the disposal proceeds are taken to the profit or loss. Any revaluation
surplus reserve relating to the item disposed of is transferred directly to retained profits.
FGR ANN UAL R EPO RT F Y20 23/24
59
Notes to the Consolidated Financial Statements
Property, plant and equipment (continued)
Key estimates and assumptions
Useful Life of Assets
The estimation of useful lives, residual values and depreciation methods require significant
management judgements and are regularly reviewed. If they need to be modified, the
depreciation and amortisation expense is accounted for prospectively from the date of the
assessment until the end of the revised useful life (for both the current and future years).
“Capital work in progress is projects of a capital nature which usually relates to the
construction/installation of buildings, plant or equipment. Upon completion (when ready for
use) capital work in progress is transferred to the relevant asset category. Capital work in
progress is not depreciated.”
Reconciliations of the carrying value for each class of property, plant and equipment is set
out below:
Capital Work
in Progress
625,125
Plant and
equipmen
t
2,176,724
Office
equipmen
t
45,050
Motor
vehicles
Total
7,756
2,854,655
68,467
111,245
-
-
-
(453,250)
(16,645)
(1,760)
Transfers
(542,702)
542,702
-
(83,258)
-
72
-
-
179,172
(471,655)
-
(83,186)
30 June 2023
Carrying amount
at beginning of
year
Additions
Depreciation
Movement due to
foreign exchange
Carrying amount
at end of year
30 June 2022
Carrying amount
at beginning of
year
Additions
Depreciation
Movement due to
foreign exchange
Carrying amount
at end of year
150,890
2,294,163
28,477
5,996
2,479,526
Capital Work
in Progress
-
Plant and
equipmen
t
2,600,832
Office
equipmen
t
56,442
Motor
vehicles
Total
9,369
2,666,643
625,125
17,543
5,031
-
(440,181)
(16,320)
(1,613)
647,699
(458,114)
-
-
(1,471)
625,125
2,176,724
(103)
45,050
-
7,756
(1,573)
2,854,655
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
12. Trade and other payables
Accounting Policy
Trade and other payables represent the liabilities for goods and services received by the
entity which remain unpaid at the end of the reporting period. The balance is recognised as
a current liability with the amounts normally paid within 30 days of recognition of the
liability.
Current
Trade and other payables
Customer deposits
13. Financial liabilities
Accounting Policy
2023
$
261,622
174,210
435,832
2022
$
411,492
174,210
585,702
Convertible notes were issued by the Group which include embedded derivatives.
Convertible notes are initially recognised as financial liabilities at fair value.
On initial recognition the fair value of the convertible notes equated to the proceeds received
and subsequently the convertible note is measured at fair value. The movements are
recognised in profit and loss as finance costs except to the extent the movement is
attributed to changes in the group’s own credit risk status in which case, it is recognised in
Other Comprehensive Income.
Terms and Conditions
The Company entered into a Share Placement Agreement with Specialty Materials
Investments, LLC (the Investor) on the 27th of May 2021.
Initial deposit shares issued: 2,800,000 shares at $0.235 per share
• Total AUD amount that can be drawn down: $8,000,000
•
• Fee paid: 1,021,276 shares at $0.235 per share
• Final AUD value of shares to be issued: $8,480,000 (“subscription amount”)
• Other Terms:
• The final number of shares to be issued by the Company will be determined by
applying the Purchase Price (as set out below) to the subscription amount. The
Purchase Price will initially be equal to $0.30 per share and will reset after 10 August
2021 to the average of the five daily volume-weighted average prices selected by the
Investor during the 20 consecutive trading days immediately prior to the date of the
Investor’s notice to issue shares, rounded down to the next half a cent if the share
price is at below 50 cents and whole cent if the share price is at above 50 cents, with
no discount applicable to this formula. To the extent that Placement Shares are
issued after six months, or 12 months, the Investor will receive a discount of,
respectively, 3% or 6% to the foregoing Purchase Price formula.
• The Purchase Price will be the subject of a Floor Price of $0.16. If the Purchase Price
formula were to result in a purchase price that is less than the Floor Price, the
Company may refuse to issue shares and instead opt to repay the relevant
subscription amount in cash (with a 5% premium), subject to the Investor’s right to
FGR ANN UAL R EPO RT F Y20 23/24
61
Notes to the Consolidated Financial Statements
receive Placement Shares at the Floor Price in lieu of such cash repayment. The
Purchase Price will not be the subject of a cap.
• The Company will issue the Placement Shares in relation to all or part of each of the
above investments on the Investor’s request, during the period ending 24 months
after the date of the investment.
• The Company has retained the right (but has no obligation) to repay the subscription
amount in cash in lieu of issuing shares by way of a repayment of the subscription
amount together with the difference between the market price of the shares and the
Purchase Price (if any) in relation to the shares that would otherwise have been
issued.
In October 2022, the agreement was varied thereby extending the term over which
the shares are to be issued by another 12 months.
•
Current
Convertible liabilities
Opening Balance at 1st Jul 21
Finance Charge
Funds Received - Placement 2
2,941,176 Shares at an issue price of $0.17 per Share on 10 February 2022
3,225,807 Shares at an issue price of $0.155 per Share on 25 March 2022
3,225,807 Shares at an issue price of $0.155 per Share on 8 April 2022
Closing Balance at 30th Jun 2022 / Opening Balance 1 July 2022
Finance Charge
4,761,905 Shares at an issue price of $0.105 per Share on 25 July 2022
9,523,810 Shares at an issue price of $0.105 per Share on 29 July 2022
5,000,000 Shares at an issue price of $0.10 per Share on 22 November 2022
2,222,222 Shares at an issue price of $0.09 per Share on 2 March 2023
6,666,667 Shares at an issue price of $0.075 per Share on 24 May 2023
Closing Balance at 30 June 2023
2023
$
3,622,000
3,622,000
2022
$
6,135,251
6,135,251
4,342,000
293,251
3,000,000
(500,000)
(500,000)
(500,000)
6,135,251
186,749
(500,000)
(1,000,000)
(500,000)
(200,000)
(500,000)
3,622,000
CAPITAL STRUCTURE, FINANCIAL INSTRUMENTS AND RISK
This section outlines how the Group manages its capital, related financing costs and its
exposure to various financial risks. It explains how these risks affect the Group’s financial
position and performance and what the Group does to manage these risks.
The Group’s objectives when managing capital are to safeguard its ability to continue as a
going concern, so that it can continue to provide returns to shareholders and benefits for
other stakeholders and to maintain an efficient capital structure to reduce the cost of capital.
The Board’s policy in relation to capital management is to regularly and consistently monitor
future cash flows against expected expenditures for a rolling period of up to 12 months in
advance. The Board determines the Group’s need for additional funding by way of either
share issues or loan funds depending on market conditions at the time. The Board defines
ASX: FGR l
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
working capital in such circumstances as its excess liquid funds over liabilities and defines
capital as being the ordinary share capital of the Company, plus retained earnings, reserves
and net debt. In order to maintain or adjust the capital structure, the Board may adjust the
amount of dividends paid to shareholders, return capital to shareholders, issue new shares
or reduce debt.
There were no changes in the Group’s approach to capital management during the year.
Neither the Company nor any of its subsidiaries are subject to externally imposed capital
requirement.
14. Financial Risk Management
(a)
Financial risk management
The Group’s activities expose it to a variety of financial risks: credit risk, liquidity risk and
market risk (currency risk and interest rate risk). The Group’s principal financial liabilities
comprise trade and other payables. The main purpose of these financial liabilities is to raise
finance for the Group’s operations. The Group has various financial assets such as trade and
other receivables, deposits with banks, local money market instruments and short-term
investments. The accounting policy with respect to these financial instruments is described
in note 1.
Financial risk management structure:
Board of Directors
The Board is ultimately responsible for ensuring there are adequate policies in relation to
risk oversight and management and internal control systems. The Group’s policies are
designed to ensure financial risks are identified, assessed, addressed and monitored to
enable achievement of the Group’s business objectives.
(b)
Financial risks
Credit risk
Credit risk refers to the risk a counterparty will default on its contractual obligation resulting
in financial loss to the Group. Credit risk is managed on a group basis and structures the
levels of credit risk it accepts by placing limits on its exposure to a single counterparty or
group of counterparties. The Group has no significant concentrations of credit risk.
It is the Group’s policy to place funds generated internally and from deposits with clients
with high quality financial institutions. The Group does not employ a formalised internal
ratings system for the assessment of credit exposures. Amounts due from and to clients and
dealers represents receivables sold and payables for securities purchased which have been
contracted for but not yet settled on the reporting date, respectively. The majority of these
transactions are carried out on a delivery versus payment basis, which results in securities
and cash being exchanged within a very close timeframe. Settlement balances outside
standard terms are monitored on a daily basis.
Exposure to credit risk
FGR ANN UAL R EPO RT F Y20 23/24
63
Notes to the Consolidated Financial Statements
The maximum exposure to credit risk, excluding the value of any collateral or other security,
at the reporting date to recognised financial assets, is the carrying amount, net of any
provision for impairment of those assets, as disclosed in the statement of financial position
and the notes to the financial statements. The Group does not have any material credit risk
exposure to any single receivable or group of receivables under financial instruments
entered into by the Group.
The Group’s maximum exposure to credit risk without taking account of any collateral or
other credit enhancements at the reporting date was $3,225,954 (2022: $7,004,724).
The Company banks with Westpac Banking Corporation (Westpac). Westpac’s long term
credit ratings are A+ (Fitch Ratings), Aa3 (Moody's Investors Service) and AA- (Standard &
Poor's).
Cash and cash
equivalents
Group
2023
$
2022
$
3,225,954
7,004,724
3,225,954
7,004,724
Impairment of financial assets
The group holds trade receivables that are subject to the expected credit loss model. While
cash and cash equivalents are also subject to the impairment requirements of AASB 9, the
identified impairment loss was immaterial.
Trade receivables
The group applies the AASB 9 simplified approach to measuring the expected credit losses
which uses a lifetime expected loss allowance for all trade receivables. The expected credit
losses have been grouped based on shared credit risk characteristics and the days past due.
The expected loss rates are based on the payment profiles of sales over a period of 36 months
before 30 June 2021 and the corresponding historical credit losses experienced within this
period. The historical loss rates are adjusted to reflect current and forward- looking
information on macroeconomic factors affecting the ability of the customers to settle the
receivables.
On that basis, the loss allowance as at 30 June 2023 was determined to be nil.
Trade receivables are written off when there is no reasonable expectation of recovery.
Indicators that there is no reasonable expectation of recovery include, amongst others, the
failure of a debtor to engage in a repayment plan with the group and failure to make
contractual payments for a period of greater than 120 days past due.
Impairment losses on trade receivables are presented as net impairment losses within
operating profit. Subsequent recoveries of amounts previously written off are credited
against the same line item.
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
For the purposes of the Group’s disclosures regarding credit quality, its financial assets have
been analysed as follows:
Neither
Past Due
nor
individually
impaired
$
Past due
but not
individually
impaired
Individually
impaired
$
$
Impairment
allowance
Total
carrying
amount
$
$
Total
$
Consolidated 30 June 2023
Trade
receivables
346,495
346,495
Consolidated 30 June 2022
Trade
receivables
167,744
167,744
-
-
-
-
-
-
-
-
346,495
346,495
167,744
167,744
-
-
-
-
346,495
346,495
167,744
167,744
Financial assets past due but not individually impaired
For the purpose of this analysis an asset is considered past due when any payment due
under the contractual terms is received one day past the contractual due date. The majority
of these transactions are carried out on a delivery versus payment basis, which results in
securities and cash being exchanged within a very close timeframe. Settlement balances
outside standard terms are monitored on a daily basis. Credit risk is also mitigated as
securities held for the counterparty by the Group can ultimately be sold should the
counterparty default. There were no renegotiated financial assets during the year.
Collateral pledged or held
There is no collateral held as security by the Group or its controlled entities.
Liquidity risk
Liquidity risk is the risk the Group will not be able to meet its financial obligations as they fall
due. The Group manages liquidity risk by monitoring forecast cash requirements and cash
flows.
The primary objective of the Group is to manage short-term liquidity requirements in such
a way as to minimise financial risk. The Group maintains sufficient cash resources to meet
its obligations, cash deposits are repayable on demand.
FGR ANN UAL R EPO RT F Y20 23/24
65
Notes to the Consolidated Financial Statements
The tables below present the cash flows receivable and payable by the Group under financial
assets and liabilities by remaining contractual maturities at the reporting date. The amounts
disclosed are the contractual, undiscounted cash flows.
WWeeiigghhttee
dd
aavveerraaggee
eeffffeeccttiivvee
iinntteerreesstt
rraattee
%%
FFllooaattiinngg
iinntteerreesstt rraattee
FFiixxeedd iinntteerreesstt
NNoonn--iinntteerreesstt bbeeaarriinngg
WWiitthhiinn oonnee
yyeeaarr
$$
WWiitthhiinn
oonnee
yyeeaarr
$$
11--55
yyeeaarrss
$$
WWiitthhiinn
oonnee yyeeaarr
$$
11--55
yyeeaarrss
$$
TToottaall
$$
3300 JJuunnee 22002233
Financial assets
Cash and cash
equivalents
TToottaall FFiinnaanncciiaall aasssseettss aatt
3300 JJuunnee 22002233
Trade and other
payables
Financial liabilities
Lease Liabilities
TToottaall ffiinnaanncciiaall lliiaabbiilliittiieess
aatt 3300 JJuunnee 22002233
3300 JJuunnee 22002222
Financial assets
Cash and cash
equivalents
TToottaall FFiinnaanncciiaall aasssseettss aatt
3300 JJuunnee 22002222
Trade and other
payables
Financial liabilities
Lease Liabilities
TToottaall ffiinnaanncciiaall lliiaabbiilliittiieess
aatt 3300 JJuunnee 22002222
0.01
3,225,954
3,225,954
-
-
-
0.01
7,004,724
7,004,724
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
435,832
3,622,000
-
-
-
-
3,225,954
3,225,954
435,832
3,622,000
530,656
530,656
-
4,057,832
530,656
4,588,488
-
-
-
-
-
-
585,702
6,135,251
178,489
-
6,899,442
-
-
-
-
-
7,004,724
7,004,724
585,702
6,135,251
178,489
6,899,442
ASX: FGR l
6 6
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
Trade and other payables and borrowings are expected to be paid as follows:
30 June 2023
Trade and other payables (refer note 12)
Financial liabilities (refer note 13)
30 June 2022
Trade and other payables (refer note 12)
Financial liabilities (refer note 13)
Less than 1
year
$
Between 1
and 2 years
$
Between 2
and 5 years
$
Over 5
years
$
435,832
3,622,000
4,057,832
585,702
6,135,251
6,720,953
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Market Risk
Market risk is the risk the fair value of future cash flows of financial instruments will fluctuate
due to changes in market variables such as interest rates, foreign exchange rates and equity
prices.
(i)
Foreign exchange risk
The consolidated entity undertakes certain transactions denominated in foreign currency
and are exposed to foreign currency risk through foreign exchange fluctuations.
Foreign exchange risk arises from future commercial transactions and recognised financial
assets and financial liabilities denominated in a currency which is not the entity’s functional
currency. The risk is measured using sensitivity analysis and cash flow forecasting.
The Group’s profitability can be significantly affected by movements in the $US/$A exchange
rates, and to a lesser degree, though movements in the Sri Lankan Rupee verses the
Australian dollar. Through reference to industry standard practices, and open market
foreign currency trading patterns within the past 12 months, the group set the level of
acceptable foreign exchange risk.
The Group seeks to manage this risk by holding foreign currency in $US GBP£ and Sri
Lankan Rupee.
Sensitivity analysis
The following table does not include intra group financial assets and liabilities. It summaries
the sensitivity of the Group’s financial assets and liabilities to external parties at 30 June 2023
to foreign exchange risk, based on foreign exchange rates as at 30 June 2023 and sensitivity
of +/-5%:
30 June 2023
rate (cents)
US$/A$
GBP/A$£
LKR/A$
0.6655
0.5234
205.01
FGR ANN UAL R EPO RT F Y20 23/24
67
Notes to the Consolidated Financial Statements
Foreign exchange risk
2023
$
(74,476)
74,476
2022
$
(66,017)
66,017
(74,476)
(66,017)
74,476
66,017
Change in profit/loss due to:
Improvement in AUD by 5%
Decline in AUD by 5%
Change in equity due to:
Improvement in AUD by 5%
Decline in AUD by 5%
(ii) Interest rate risk
Group
The Group’s exposure to the risk of changes in market interest rates relates primarily
to the Group’s cash position. A change of 10 basis points in interest rates at the
reporting date would result in a change of profit or loss by the amounts shown below.
This analysis assumes all other factors remain constant.
Profile
At reporting date the interest rate profile of the Group’s financial instruments was:
Floating rate instruments
Cash at bank
Floating rate instruments
Cash at bank
2023
$
-10bps
+10bps
Profit
Equity
Profit
Equity
Interest rate risk
3,225,954
3,225,954
(2,614)
(2,614)
2022
$
7,004,724
7,004,724
(6,462)
(6,462)
-
-
-
-
2,614
2,614
6,462
6,462
-
-
-
-
(c)
Net fair values
Fair value versus carrying amount
Fair value of financial instruments
Set out below is a comparison by class of the carrying amounts and fair values of the Group’s
financial instruments which are carried in the financial statements.
Methodologies and assumptions
For financial assets and liabilities which are liquid or have short term maturities it is assumed
the carrying amounts approximate to their fair value.
ASX: FGR l
6 8
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
Note
30 June 2023
30 June 2022
Carrying
amount
$
Net fair
value
$
Carrying
amount
$
Net fair
value
$
346,495
346,495
346,495
346,495
167,744
167,744
167,744
167,744
13
14
435,832
3,622,000
4,057,832
435,832
3,622,000
4,057,832
585,702
6,135,251
6,720,953
585,702
6,135,251
6,720,953
Assets carried at amortised cost
Trade and other receivables
Total financial assets
Liabilities carried at amortised cost
Trade and other payables
Financial liabilities
Total Financial Liabilities
Fair value hierarchy
The Group classified the fair value of the financial instruments in the table below according
to the fair value hierarchy based on the amount of observable inputs used to value the
instruments:
• Level 1 – values based on unadjusted quoted prices available in active markets for
identical assets or liabilities as of the reporting date.
• Level 2 – values based on inputs, including quoted prices, time value and volatility
factors, which can be substantially observed or corroborated in the marketplace.
Prices in Level 2 are either directly or indirectly observable as of the reporting date.
• Level 3 – values based on prices or valuation techniques that are not based on
observable market data.
Fair value measurement using:
Note
Total
$
Level 1
$
Level 2
$
Level 3
$
Financial liabilities measured at
fair value - 2023
Convertible liabilities
Total financial assets
13
3,622,000
3,622,000
-
-
3,622,000
3,622,000
-
-
There were no transfers between Level 1, Level 2 and Level 3 during 2022.
Financial liabilities
measured at fair value -
2022
Convertible liabilities
Total financial assets
Note
Fair value measurement using:
Total
$
Level 1
$
Level 2
$
Level 3
$
13
6,135,251
6,135,251
-
-
6,135,251
6,135,251
-
-
FGR ANN UAL R EPO RT F Y20 23/24
69
Notes to the Consolidated Financial Statements
15. Issued capital
Accounting Policy
Ordinary shares are classified as equity. Transaction costs directly attributable to the issue
of shares or options are recognised as a deduction from equity, net of any related income
tax effects.
2023
2022
2023
2022
$
102,845,906
$
102,845,906
Number
590,205,277
Number
539,900,237
(a) Ordinar
y shares
Issued and
fully paid
Movements in
shares on
issue
At the
beginning of
the year
Exercise of
performance
rights
Shares issued
to employees
Entitlement
issue(i)
Shares issued
to third party
Share issue
costs
At the end of
the year
(i)
102,845,906
98,808,042
560,033,776
539,900,237
237,646
2,210,187
1,996,896
9,120,749
-
18,600
-
120,000
3,332,381
1,500,000
28,174,605
9,392,790
-
328,000
(37,803)
(18,923)
-
-
1,500,000
-
106,378,131
102,845,906
590,205,277
560,033,776
Repayment of borrowings as per the share placement agreement – Refer Note 13.
Share options
(b)
Listed share options
At the beginning of the year
Options issued
Options exercised
Options expired
At the end of the year
Share options
(c)
Unlisted share options
At the beginning of the year
Options issued
Options exercised
Options expired
At the end of the year
2023
Number
-
2022
Number
100,955,266
-
-
-
-
-
(8,120,749)
(92,834,517)
-
2023
Number
2022
Number
15,000,000
17,000,000
-
-
-
15,000,000
-
(1,000,000)
(1,000,000)
15,000,000
ASX: FGR l
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
Performance rights
(d)
UUnnlliisstteedd ppeerrffoorrmmaannccee rriigghhttss
At the beginning of the year
Performance rights issued
Performance rights converted
AAtt tthhee eenndd ooff tthhee yyeeaarr
2023
Number
2022
Number
60,000
3,682,784
(1,996,896)
1,745,888
120,000
60,000
(120,000)
60,000
Refer note 16 for further details on performance rights issued.
16. Share based payments
Accounting Policy
The value of options granted to employees is recognised as an employee expense, with a
corresponding
in equity, over the period that the employees become
unconditionally entitled to the options (the vesting period), ending on the date on which the
relevant employees become fully entitled to the option (the vesting date).
increase
At each subsequent reporting date until vesting, the cumulative charge to the statement of
comprehensive income is the product of:
• The grant date fair value of the option;
• The current best estimate of the number of options that will vest, taking into account
such factors as the likelihood of employee turnover during the vesting period and
the likelihood of non-market performance conditions being met; and
• The expired portion of the vesting period.
Until an option has vested, any amounts recorded are contingent and will be adjusted if
more or fewer awards vest than were originally anticipated to do so.
Share based payment expense
The Group recognised total share-based payment expenses as follows:
Shares issued to employees
Shares issued to Advisors
Options issued to directors
Performance rights issued to employees
Performance rights issued to KMPs
Performance Rights issued to non-exec directors
Total
2023
$
-
-
80,911
165,598
174,914
56,250
477,673
2022
$
-
153,000
281,602
29,237
-
-
463,839
FGR ANN UAL R EPO RT F Y20 23/24
71
Notes to the Consolidated Financial Statements
Share Option Plan
The Company provides directors, certain employees and advisors with share options. The
options are exercisable at set prices and the vesting and exercisable terms varied to suit each
grant of options.
2023
2022
Number of
Options
15,000,000
-
-
-
-
15,000,000
Weighted
average
exercise price
(cents)
25.0
-
-
-
-
25.0
Number of
Options
37,630,904
-
(1,000,000)
-
(21,630,904)
15,000,000
Weighted
average
exercise price
(cents)
21.6
-
0.18
-
24.8
25.0
Outstanding 1 July
Issued
Exercised
Traded / Sold
Lapsed
Outstanding 30 June
Share-based payments – Options issued
The table below summarises options granted to directors, employees and consultants
under the Share Option Plan:
Grant
Date
Expiry
Date
Exercise
price
Balance at
start of the
year
Granted
during
the year
Exercised
during the
year
Expired/
lapsed
during the
year
Balance at
the end of
the year
Vested
and
exercisable
during the
year
Number
Number
Number
Number
Number
Number
Unlisted options:
8 Nov
2019
6 Jan
2020
17
Dec
2020
8 Nov
2023
8 Nov
2023
8 Nov
2023
$0.25
9,000,000
$0.25
1,000,000
$0.25
5,000,000
-
-
-
-
-
-
-
-
-
9,000,000
9,000,000
1,000,000
1,000,000
5,000,000
5,000,000
The weighted average remaining contractual life of the options is 0.25 years (2022: 1.25 years).
Share-based payments – Performance rights issued
Under the Company’s Incentive Award Plan, Performance Rights (PR) are granted to
employees following the release of the Company’s full financial year results starting
October 2022 till December 2024. The employees have an option to convert each right to a
fully paid ordinary share in the company, up to 2 years following the allocation. At the time
of allotment of the PRs the Company recognises an employee expense, with a
corresponding increase in reserves. When the employee chooses to convert the rights to
ordinary shares the company recognises an increase in equity with a corresponding
decrease in reserves previously recognised. Over financial year ended 30 June 2023, the
company has issued 3,682,784 PRs to Directors, employees and Key Management
Personnel.
ASX: FGR l
72
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
The above includes 1,050,000 Performance Rights issued to its Non-Executive Directors as
announced to the ASX in the Company’s Notice of Meeting for its 2022 Annual General
Meeting. 450,000 of these 1,050,000 PRs have already vested, for which the Company has
recognised an employee expense, with a corresponding increase in reserves.
PPeerrffoorrmmaannccee rriigghhttss iissssuueedd ttoo NNoonn--EExxeeccuuttiivvee DDiirreeccttoorrss
Tranche 1
Tranche 2
Tranche 3
Vested Unvested Unvested
$0.45
$0.35
$5 million
$2 million
Number of
Number of
Rights
Rights
100,000
50,000
100,000
50,000
200,000
100,000
440000,,000000
220000,,000000
Nil
Nil
Number of
Rights
300,000
50,000
100,000
445500,,000000
Total
Total
450,000
200,000
400,000
11,,005500,,000000
VVeessttiinngg CCoonnddiittiioonnss
Share Price1
Sales (AUD)2
NED Name
Andrew Goodwin
Michael Quinert
Warwick Grigor
TToottaall
Notes:
1. 25% of the Performance Rights will be measured against the 20 day VWAP Share price
at 30 June of the applicable financial year (Tranche 2: FY23; Tranche 3: FY24). These
rights were valued using a hybrid share option pricing model with the following inputs:
Grant date
Spot price
Tranche 2
Tranche 3
17/10/22
17/10/22
$0.110
$0.110
Expiry
date
17/10/26
17/10/27
Volatility
75%
75%
Risk free
rate
3.35%
3.35%
Value per
right
$0.021
$0.035
2. 40% of the Performance Rights will be measured against the sales revenue received
during the applicable financial year (Tranche 2: FY23; Tranche 3: FY24) based on
audited accounts. These rights have been valued at the share price on the grant date.
These rights have been valued at the share price on the grant date. These rights were
valued using a hybrid share option pricing model with the same inputs used above in
Note 1.
In addition, vesting of each Tranche (excluding Tranche 1) is subject to:
• 10% of the Performance Rights will be subject to the achievement by a Director of their
personal KPI for an applicable financial year as determined by the Board; and
• 25% of the Performance Rights will be subject to the Director remaining a director of
the Company.
• No valuation assumptions required as these are non-financial targets
The Performance Rights have expiry dates as follows: Tranche 1: 3 years from grant; Tranche
2: 4 years from grant; Tranche 3: 5 years from grant. Management have determined the
probability of the rights vesting to be 100%.
FGR ANN UAL R EPO RT F Y20 23/24
73
Notes to the Consolidated Financial Statements
PPeerrffoorrmmaannccee rriigghhttss iissssuueedd ttoo EEmmppllooyyeeeess && KKMMPPss ((eexxcclluuddiinngg NNoonn--EExxeeccuuttiivvee DDiirreeccttoorrss))
The following performance rights were granted to employees & KMP:
Number of
Performance
Rights
Date of Grant
Share Price
A$
Vesting Date
Employees
KMP *
1,287,294
1,345,490
01/08/2022
01/08/2022
0.13
0.13
02/09/2022
02/09/2022
22,,663322,,778844
*These KMP rights have been converted to shares during the period.
- Michael Bell – 1,029,979
- Aditya Asthana – 315,511
VVeessttiinngg ccoonnddiittiioonnss ffoorr PPeerrffoorrmmaannccee RRiigghhttss iissssuueedd ttoo eemmppllooyyeeeess ((eexxcclluuddiinngg NNoonn--EExxeeccuuttiivvee
DDiirreeccttoorrss))::
1. Share Price Target: $0.30
2. Total Revenue Target: $1 million
3. Continued employment with the company on date of issue of Performance
Rights
4. Completion of personal KPIs
5.
If a Share Price or a Total Revenue Vesting Condition is partially met, a
proportionate percentage of Performance Rights in the applicable Tranche will
vest. For example, if FY22 Sales Revenue was $500,000, 20% of the Performance
Rights in Tranche 1 will vest (being 50% of 40%).
The weighting applied to each KPI for individual employees is dependent on their role and
their impact on the KPIs.
17. Reserves and accumulated losses
Accounting Policy
The share based payments reserve holds the directly attributable cost of services provided
pursuant to the options issued to corporate advisors, directors, employees and past
directors of the Group.
The translation reserve comprises all foreign currency differences arising from the
translation of the financial statements of foreign operations.
ASX: FGR l
74
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
18. Statement of cash flow reconciliation
(a)
Reconciliation of net loss after tax to net cash
flows from operations
Net Loss
Adjusted for:
Depreciation
Amortisation
Impairment of intangible asset
Write back/impairment of inventory
(Gain)/loss on sale of property, plant and equipment
Share based payments expensed
Options expensed
Shares issued to employees as payment for deferred
salaries
Foreign exchange loss/(gains)
Changes in assets/liabilities
(Increase)/decrease in trade and other receivables
(Increase)/decrease in inventory
(Increase)/decrease in prepayments
Decrease in other assets
(Decrease)/increase in trade and other payables
Net cash (used in) operating activities
(b) Non-cash investing and financing activities
ROU Asset recognised
Performance Rights issued to
employees
Non-cash investing and financing
activities
19. Commitments
2023
$
2022
$
(5,422,321)
(5,033,108)
473,588
27,249
-
-
-
477,673
819,130
-
248,480
22,802
-
-
-
463,839
-
-
25,157
(11,662)
(178,751)
850,836
(478,262)
-
3,400
(3,402,301)
(81,729)
382,311
(11,690)
-
(378,652)
(4,399,409)
2023
$
551,029
240,026
2022
$
-
292,239
791,055
292,239
The Group has no commitments which are not recorded on the statement of financial
position as at 30 June 2023. (2022: Nil)..
FGR ANN UAL R EPO RT F Y20 23/24
75
Notes to the Consolidated Financial Statements
20. Results of the parent company
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventory
Other current assets
Total current assets
Non-current assets
Property, plant and equipment
Right of use asset
Inventory
Investment in subsidiaries
Investment
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Employee liabilities
Lease Liabilities
Total current liabilities
Non-current liabilities
Lease Liabilities
Total non-current liabilities
Total liabilities
2023
$
2,559,762
346,495
1,759,014
171,158
4,836,429
2,476,171
579,151
2,215,238
650,000
229,244
6,149,804
10,986,233
3,807,648
178,953
530,656
4,517,257
-
-
4,517,257
2022
$
6,415,391
125,744
1,821,713
102,449
8,465,297
2,837,379
162,179
2,851,875
650,000
211,906
6,713,338
15,178,636
6,539,994
132,776
178,489
6,851,259
-
-
6,851,259
Net Assets
6,468,974
8,327,377
Equity
Issued capital
Share based payments reserve
Other reserves
Accumulated losses
Total equity
RReessuullttss ooff tthhee ppaarreenntt eennttiittyy::
Loss for the period
106,378,129
6,171,889
-
(106,081,044)
6,468,974
102,845,906
5,931,862
-
(100,450,391)
8,327,377
(5,630,655)
(5,630,655)
(5,338,462)
(5,338,462)
ASX: FGR l
76
TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Notes to the Consolidated Financial Statements
21. Events since the end of the financial year
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 subsequent financial years.
22. Related party transactions
Compensation for key management personnel
The key management personnel compensation included in employee benefits expense
(note 4) and share-based payments (note 17), is as follows:
Short term employee benefits
Share based payments
Transactions with other related parties
There were no loans to/from related parties in 2023 (2022: Nil)
Subsidiaries
2023
$
871,474
312,074
1,183,548
2022
$
963,804
290,602
1,254,406
The consolidated financial statements include the financial statements of First Graphene
Limited and the subsidiaries listed in the following table:
First Graphene (UK) Ltd
MRL Investments (Pvt)
Ltd
MRL Graphene (Pvt) Ltd
2D Fluidics Pty Ltd
Principal activity
in the year
Proportion of voting
rights and shares
held
Class of
shares held
Place of
Incorporation
Graphene sales
and R&D
2023
100%
2022
100%
Ordinary
England &
Wales
Holding company
100%
100%
Ordinary
Sri Lanka
Graphene Mining
and exploration
Development and
sale of VFD, TTF
and other 2D
devices and
materials
100%
100%
Ordinary
Sri Lanka
66.67%
66.67%
Ordinary
Australia
FGR ANN UAL R EPO RT F Y20 23/24
77
Notes to the Consolidated Financial Statements
23. Auditors’ remuneration
Services provided by the Group’s auditor (in tenure as auditor) and associated firms
During the year, the Group (including its overseas subsidiaries) obtained the following
services from BDO Audit (W.A.) Pty Ltd as detailed below:
Auditors’ remuneration
Remuneration of the auditor of the Group for:
Audit services – BDO Audit (WA) Pty Ltd
-
Taxation services – BDO Corporate Tax (WA) Pty Ltd
-
2023
$
74,346
56,873
131,219
2022
$
62,294
50,668
112,962
24. Right of Use (ROU) - Asset
30 June 2023
Carrying amount at
beginning of year
ROU
Asset
(a)
ROU
Accum. Dep
(b)
Total ROU
Asset
(a) + (b)
ROU
Liability
(c)
579,169
(416,990)
162,179
178,489
Net ROU
Assets
(a) + (b) – (c)
(16,311)
Additions
551,029
551,029
551,029
-
Depreciation
-
(134,057)
(134,057)
(198,863)
64,806
Carrying amount at
end of year
1,130,199
(551,047)
579,151
530,656
48,495
The addition of 551,029 for both the Right of use asset and liabilities refers to the renewal of
lease for the manufacturing plant at 1 Sepia close, Henderson for another 5 years.
Calculation for the lease liability and asset was done in accordance to AASB 16
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Directors’ Declaration
The Directors declare:
1.
the financial statements and notes, as set out on pages 19 to 54 are in accordance with
the Corporations Act 2001 and:
a.
b.
comply with Accounting Standards and the Corporations Regulations 2001 and
other mandatory professional reporting requirements; and
give a true and fair view of the financial position as at 30 June 2023 and of the
performance for the year ended on this date of the consolidated group;
2.
the Chief Executive Officer and Chief Finance Officer have each declared:
a.
b.
c.
the financial records of the consolidated group for the financial year have been
properly maintained in accordance with section 286 of the Corporations Act
2001;
the financial statements, and the notes for the financial year comply with the
accounting standards; and
the financial statements and notes for the financial year give a true and fair view;
and
in the directors’ opinion, there are reasonable grounds to believe the consolidated
group will be able to pay its debts as and when they become due and payable.
the consolidated group has included in the notes to the financial statements an
explicit and unreserved statement of compliance with the International Financial
Reporting Standards
the remuneration disclosures set out in the Directors’ Report on pages 10 to 16 as the
audited Remuneration Report) comply with section 300A of the Corporations Act 2001;
3.
4.
5.
Signed in accordance with a resolution of the directors made pursuant to section 295 (5) of
the Corporations Act 2001. On behalf of the Directors
Michael Bell
Managing Director
22 September 2023
FGR ANN UAL R EPO RT F Y20 23/24
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Independent Auditor’s Report
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FGR ANN UAL R EPO RT F Y20 23/24
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FGR ANN UAL R EPO RT F Y20 23/24
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Additional Securities Exchange Information
(note, this information does not form part of the audited financial statements)
Additional information required by the Australian Securities Exchange Limited and not
shown elsewhere in this report is as follows. This information is complete as at 15 August
2023.
a) Distribution of Shareholdings – Fully Paid Ordinary Shares:
Size of Holding
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 and over
Number of Shareholders
181
1,446
1,087
2,305
471
5,490
Equity Security
Fully Paid ordinary shares
Options
Quoted
590,205,277
0
Number of Share
33,549
4,950,700
8,529,794
80,547,558
496,143,676
590,205,277
Unquoted
0
15,000,000
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TH E WOR L D’S LA RG EST PROD UC ER OF PUR E GR APHENE
Additional Securities Exchange Information
b)
Top 20 Security Holders – Fully Paid Ordinary Shares (FGR) at 15 August 2023
Position Holder Name
1
2
3
4
5
6
7
8
9
10
11
12
13
14
14
15
16
17
18
19
20
BNP PARIBAS NOMINEES PTY LTD ACF
CLEARSTREAM
CITICORP NOMINEES PTY LIMITED
BNP PARIBAS NOMS PTY LTD
TWYNAM INVESTMENTS PTY LTD
GREGORACH PTY LTD
BUILDING ON THE ROCK LIMITED
IPS Holdings
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
DEBT MANAGEMENT ASIA CORPORATION
GINGA PTY LTD
WILLIAM TAYLOR NOMINEES PTY LTD
MR RICHARD HOPETOUN BITCON
IPS NOMINEES LIMITED
MR ADAM O'DONNELL FERRIS
MR RYAN JEHAN ROCKWOOD
BNP PARIBAS NOMINEES PTY LTD
GREGORACH PTY LTD
BISSAPP SOFTWARE PTY LTD
MR MICHAEL ALAN ANTOSKA &
MRS ELISA ANTOSKA
GINGA PTY LTD
MRS TERRI FRANCES YOUD
Total
Holding
164,951,679
%
27.95%
33,495,447
25,158,918
21,659,589
15,685,946
14,685,000
13,828,400
13,420,734
12,357,146
5,858,664
4,465,959
2,860,000
2,759,611
2,500,000
2,500,000
2,327,639
5.68%
4.26%
3.67%
2.66%
2.49%
2.34%
2.27%
2.09%
0.99%
0.76%
0.48%
0.47%
0.42%
0.42%
0.39%
2,187,826
0.37%
2,149,496
0.36%
2,054,710
0.35%
1,783,509
0.30%
1,770,500
0.30%
348,460,773
59.04%
Total issued capital - selected security class(es)
590,205,277
100.00%
Shareholders with less than a marketable parcel
At 15 August 2023, there were 1,893 shareholders holding less than a marketable parcel of
shares ($0.08 cents on this date) in the Company totalling 6,552,431 ordinary shares. This
represented 1.1% of the issued capital.
FGR ANN UAL R EPO RT F Y20 23/24
85
Additional Securities Exchange Information
c)
Licence Position as at 24 August 2023
All granted licences are in good standing and comply with the reporting requirements
of the relevant licence.
Licence Number
IML/A/HO/9405/R/2
IML/A/HO/8416/R4
EL/225/R4
EL/228/R4
EL/321/R2
EL/262/R3
EL/325/R2
EL/326/R2
FGR Interest - %
100
100
100
100
100
100
100
100
Status
Granted
Granted
Granted
Granted
Renewal
Renewal
Renewal
Renewal
General Location
Central
Western
Central
Central
Central
Central
Central
Central
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FGR ANN UAL R EPO RT F Y20 23/24
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CORPORATE DIRECTORY
Directors
Warwick Grigor
(Non-Executive Chairman)
Dr Andy Goodwin (Non-Executive Director)
Michael Quinert
(Non-Executive Director)
Michael Bell
(Managing Director & CEO)
Company Secretary
Adifya Asthana
Pricipal Registered Office
in Australia
1 Sepia Close
Henderson WA 6166
+61 1300 6600 448
info@firstgraphene.net
www.firstgraphene.net
Stock Exchange Listings
The Company is listed on the Australian Securities
Exchange under the trading code FGR.
The company is quoted on the Frankfurt Stock
Exchange under the trading code FSE:M11.
The Company is quoted on the OTCQ8 market in the USA
under the trading code FGPHF.
Share Registry
Automatic Registry Services
Level 2, 267 St Georges Terrace
Perth WA 6000
All security holder correspondence to:
PO Box 2226
Strawberry Hills NSW 2021
Contact:
1300 288 664 (within Australia)
+61 (0)8 9324 2099 (outside Australia)
hello@automatic.com.au
www.automatic.com.au
Auditor
BDO Audit (WA) Pty Ltd
38 Station Street
Subiaco WA 6000
Solicitors - Australia
EMK Lawyers
Suite 1, 519 Stirling Hwy
Cottesloe WA 6011
PO Box 103
Cottesloe WA 6011
Bankers - Australia
Westpac Banking Corporation
Level 6, 109 St Georges Terrace
Perth WA 6000
ASX: FGR l
Contacts
EUROPE
Global R&D & Marketing
Graphene Engineering & Innovation Centre
The University of Manchester
Sackville Street, Manchester
M13 9PL, United Kingdom
+44 (0)161 826 2350
info@firstgraphene.net
AUSTRALIA
Corporate Headquarters & Manufacturing Plant
1 Sepia Close
Henderson WA 6166
+61 1300 660 448
info@firstgraphene.net
FIRSTGRAPHENE.NET