Annual Report 2019
Our Purpose
& Vision
Genetic Signatures is a molecular
diagnostics (MDx) company focused on the
development and commercialisation of its
proprietary 3base™ platform technology.
Our 3base™ technology (the cornerstone of
our EasyScreen™ Pathogen Detection Kits),
reduces the genetic complexity of infection
detection in molecular testing. Our tests
enable hospital and pathology facilities to
use standard equipment and procedures to
more accurately screen for a wide array of
infectious diseases (pathogens) and deliver
enhanced results in hours, not days, as
compared to traditional methods.
Our aim is to become a global leader in the supply of
diagnostic solutions for the rapid detection of infectious
diseases. This enables faster treatment and facilitates
improved patient outcomes.
Timely, accurate diagnosis improves patient outcomes
and allows the implementation of appropriate infection
control measures that reduce costs and save lives.
Through minimising work and maximising results, Genetic
Signatures drives customer and shareholder value whilst
improving community health outcomes across the globe.
Contents
Chairman’s Letter .................................................3
CEO Operations .....................................................4
FY19 results ..........................................................5
Commercialisation update ..................................6
Appendix: Table 1 ................................................10
Director’s Report .................................................14
Genetic Signatures Limited – Annual Report 2019
Chairman’s Letter
Dear Fellow Shareholder,
Thank you for your
support over the
past year.
The 2019 financial year has been another successful
one for Genetic Signatures. The Company made
strong progress with its commercialisation efforts
and this has been reflected in impressive revenue
performance. Genetic Signatures has focused on
establishing the business in the US and Europe, as
well as continuing to grow the Company’s domestic
revenue base. A key emphasis for Genetic Signatures
in the year ahead includes securing FDA clearance,
which will open the next phase of development in
the US.
Genetic Signatures’ revenue base grew by 71% to
$4.9 million in FY19, up from $2.8 million in FY18,
continuing a pattern of growth year on year. The
Company achieved considerable traction with
its expansion into Europe, underpinned by the
increasing range of diagnostic kits with CE-IVD
registration and the recent appointments to the
European sales team.
International expansion remains a clear focus for the
Company and we are optimistic FY20 will be a pivotal
one in the Company’s development. The Company
has determined that signing a major contract in
each significant overseas market are key milestones
for FY20. Genetic Signatures’ 3baseTM technology
provides a significant competitive advantage in
capturing global market share, saving lives and
improving patient outcomes.
A key emphasis for Genetic
Signatures in the year ahead
includes securing FDA clearance,
which will open the next phase of
development in the US.
While the Company’s strategy in the near term
remains focused on international commercialisation
and progressing towards profitability, Genetic
Signatures also continues to develop and launch new
EasyScreen™ detection kits.
The achievements of recent years would not have
been possible without the hard work of both our
executive and support teams across APAC, EMEA and
North America and I would like to congratulate them
on their progress to date.
Finally, let me take this opportunity to thank our
shareholders for their ongoing support of Genetic
Signatures and I look forward to continuing to share
the journey going forward.
Dr Nick Samaras
Chairman
3
CEO Operations
Genetic Signatures made
strong progress on its
commercialisation strategy
in FY19. The Company
generated sales revenue of
$4.9 million, representing a
71% increase over FY18.
The revenue growth has to date been driven by strong
demand from our domestic customers, though it is
expected that this will be supplemented by increasing
traction in larger international markets in FY20 and
beyond.
During the financial year, Genetic Signatures received
TGA registration for its EasyScreen™ Respiratory
Pathogen Detection Kit, our 3rd TGA registered
product group, and secured a new major contract with
Australian Clinical Laboratories, one of Australia’s
largest pathology service providers. The Company
went on to receive significant repeat customer orders
in response to a particularly severe domestic flu
season. The APAC region was responsible for the
majority of sales revenue in FY19.
Looking outside of APAC, Genetic Signatures continued
to advance entry into EMEA and North America,
our international target markets. The Company
is committed to driving awareness of its 3baseTM
technology through attendance at key industry
conferences. A key highlight for the year was the
29th European Congress of Clinical Microbiology and
Infectious Diseases (ECCMID) in April 2019. Medical
Scientist, Rory Gough from St. Vincent’s Hospital,
SydPath, Sydney presented his findings using Genetic
Signatures EasyScreen™ Enteric Protozoan Detection
Kit, which led to significant interest from industry
experts and prospective customers.
In EMEA, Genetic Signatures further expanded the
suite of approved products. CE-IVD registration of the
EasyScreen™ Respiratory Pathogen Detection Kit was
achieved in FY19, which provides the European sales
team a larger product range to market to pathology
labs. The Company also appointed a number of senior
sales executives in Europe who are cultivating a
strong pipeline of trials and customer relationships.
The Company has set a FY20 target to achieve CE-
IVD and TGA approvals for its EasyScreen™ STI/
Genital Pathogen Detection Kit and the EasyScreen™
Flavivirus/Alphavirus Detection Kit.
Similar momentum exists in North America, where
the Company is approaching FDA clearance for the
EasyScreen™ Enteric Protozoan Kit, with clearance
Genetic Signatures Limited – Annual Report 2019
anticipated in FY20. Marketing efforts are also being
undertaken to promote the Analyte Specific Reagent
(ASR) solutions to larger laboratories, with some
potential customers currently assessing the tests.
Genetic Signatures’ Management Team
remains focused on accelerating international
commercialisation efforts and expanding the
EasyScreen™ product range. With key sales executives
and strategies in place, the Company is excited about
the growth prospects in EMEA and North America,
which are key target markets for FY20.
In addition to driving global sales of existing products,
the Company also remains committed to expanding
its current suite of diagnostic products. Additionally,
the R&D team has been experimenting with new
assays which are at various stages of development,
including Meningitis (viral and bacterial) and Atypical
Respiratory Kits. During FY20 the Company will
advance current applications and develop additional
kits to further broaden the product portfolio.
Over the course of the next financial year, Genetic
Signatures will continue to drive international sales
and pursue its commercialisation strategy. I look
forward to updating you on all our accomplishments in
the coming year.
Dr John Melki
Managing Director and CEO
Over the course of the next
financial year, Genetic
Signatures will continue to drive
international sales and pursue its
commercialisation strategy.
Results
Genetic Signatures achieved sales
revenues of $4.9 million in the financial
year ended 30 June 2019, underscoring
the success of its market penetration
strategy and the market’s acceptance of
its 3base™ EasyScreen™ Detection Kits.
Revenue from operations ($m)
4.9
5-year CAGR
= 47%
1.0
1.8
2.0
2.8
FY15
FY16
FY17
FY18
FY19
The Company posted a net loss for FY19 of $3.5m
representing a 7% increase on the previous year.
Losses are driven by increased expenses from
more personnel, higher R&D costs, and regulatory
costs - all investments in future growth. A graphical
reconciliation is shown in the figure below:4.
FY19 financial highlights ($m)
4.9
3.2
(1.7)
Healthy 65% gross margin expected to improve as
proportion of international sales rise
Sales
revenue
Cost of
materials
Gross
profit
Other expenses
(incl overhead)
Net profit
after tax
(6.7)
(3.5)
Cash balance was $6,311,555 at 30 June 2019, down
from $8,954,775 at 30 June 2018. Net assets stand
at $10,569,099 and include a receivable balance for
R&D tax refund of $2,146,943, which is expected to be
received in 1H FY20.
5
5
Commercialisation Update
Commercialisation Strategy – 5 Key Pillars
Secure large
contracts in EU/USA
With sales teams now in place and a growing
international reputation, GSS is ready to execute on
its international sales strategy
Expanding domestic
revenue base
Secure additional customer contracts and drive
awareness of new EasyScreenTM Kits
Regulatory approvals
More than 10 regulatory registrations received in the
EU and AU. More registrations anticipated in the coming
months, including the first FDA clearance
Clinical trials
Multiple global trials currently underway with prospective
customers and to support regulatory approvals
Development of
EasyScreenTM Kits
Continuous expansion of the EasyScreenTM portfolio
with two new kits currently under development for
undisclosed indications
In addition to gaining market share domestically,
Genetic Signatures remains focused on accelerating
sales in North America and Europe (a combined
estimated 75% of global MDx revenue), the world’s
largest MDx markets.
Genetic Signatures leverages a hybrid of distribution
and direct sales activities as part of its international
commercialisation strategy. As such, the Company
made strong progress on driving awareness and
customer interest during FY19. During the financial
year, Genetic Signatures also made substantial
progress in expanding the range of EasyScreen™ Kits
available for sale across key global markets to drive
further revenue and shareholder value.
Genetic Signatures Limited – Annual Report 2019
Commercialisation Update
Asia Pacific commercialisation update
Sales progress
Genetic Signatures has developed a strong foothold
in the Australian market. The Company now has five
Easyscreen™ kits approved for sale in Australia,
including the Enteric range (viral, bacterial and
protozoan), Respiratory Pathogen and ESBL & CPO
Detection Kits (antibiotic resistance). During the
year, the Company progressed several trials with
clinical labs and large hospitals that have further
strengthened its existing and future domestic
revenue growth.
APAC revenue increased to $4.7 million in FY19, up
+71% from $2.7 million in FY18.
During FY19, Genetic Signatures announced a major
new contract with a large Australian pathology
service provider and launched two new products,
the second generation EasyScreen™ Respiratory
Pathogen Detection Kit and the Genetic Signatures
Automation System (GS1-HT). Australia went on to
experience a relatively severe flu season in FY19,
resulting in increased sales orders from this new
customer.
Regulatory approvals
Establish sales & technical team
Successful trials
Maiden sales
Revenue growth
3
3
3
3
3
Regulatory update
In May 2019, the Company received Australian
Registration (TGA) for its Easyscreen™ Respiratory
Pathogen Detection Kit. The Company has received
growing interest from prospective customers, where
the ability to scale up throughput during peak flu
season creates an attractive competitive advantage.
During the financial year the Company also progressed
the regulatory submission for the Easyscreen™ STI/
Genital Pathogen Detection Kit. While the Easyscreen™
Flavivirus/Alphavirus Detection Kit is being prepared
for the regulatory phase.
7
Commercialisation Update
EMEA commercialisation update
3
3
3
3
(2020)
Regulatory approvals
Establish sales & technical team
Successful trials
Maiden sales
Revenue growth
Sales progress
Europe represents ~35% of the global molecular
diagnostics market and is, therefore, a key growth
opportunity for Genetic Signatures. EMEA revenue
increased to $162,542 in FY19, up from $77,723 in
FY18. The increase in revenue reflected the growing
product suite available for sale in the region. Towards
the end of the financial year, Genetic Signatures
appointed a number of key European senior sales
executives. The new sales team completed training in
Australia and undertook a 6-week intensive product
training program in Europe. They have identified
potential clients and are now in active sales mode.
Regulatory update
In December Genetic Signatures announced it had
received CE-IVD mark for its EasyScreenTM Respiratory
Pathogen Detection Kit. This expanded the product
offering for Europe and will allow the new team to
effectively market to pathology laboratories in Europe.
Work continues on the regulatory submission for
approval of the EasyScreenTM STI/Genital Pathogen
Detection Kit. The EasyScreenTM Flavivirus/Alphavirus
Detection Kit will follow this path along with other
products identified as emerging areas of opportunity
during the period.
Genetic Signatures Limited – Annual Report 2019
Commercialisation Update
North America commercialisation update
3
3
3
3
(2020)
Regulatory approvals
Establish sales & technical team
Successful trials
Maiden sales
Revenue growth
Sales progress
North America is the largest market opportunity
globally, accounting for an estimated 40% of
molecular diagnostics revenue.
Genetic Signatures continues to establish its entry
into this major market with several labs trialling
its ASR products, which incorporate the Company’s
proprietary 3baseTM technology. The ASR kits are
currently available for sale in the US, with a small
amount of initial sales underway. Genetic Signatures
is focused on securing its first major contract in
FY20.
Regulatory update
Since the initial launch of the ASR product offering,
the Company has expanded its product range to
include reagents for Enteric, Respiratory, Flavivirus /
Alphavirus, STI / Genital, ESBL & CPO and Meningitis.
In FY19 the Company progressed the regulatory
submission for its EasyScreen™ Enteric Protozoan
Detection Kit, with US FDA clearance expected in
FY20.
9
Appendix: Table 1
w Trials underway
m Approval process underway
l Fully approved
3 ASRs available for sale
Product
Pathogens Detected
EasyScreen™
C. difficile Detection Kit
(CDD001)
EasyScreen™
C. difficile Reflex Detection Kit
(CDD002)
(i) Toxigenic C. difficile
(targets both tcdA and tcdB)
Hypervirulent C. difficile incl. ribotype 027 & 078
targeting:
(i) tcdC gene deletion at position 117
(ii) binary toxin gene (cdtA)
(iii) gyrA gene mutation (fluoroquinolone
resistance)
EasyScreen™
Enteric Protozoan Detection Kit
(EP001/02/4)
(i) Cryptosporidium spp.
(ii) Giardia intestinalis
(iii) Dientamoeba fragilis
(iv) Entamoeba histolytica
(v) Blastocystis spp.
(vi) Microsporidia spp.
EasyScreen™
Enteric Bacteria Detection Kit
(EB001/02)
(i) Salmonella spp.
(ii) Campylobacter spp.
(iii) Shigella spp./Enteroinvasive E.coli (EIEC)
(iv) Yersinia enterocolitica
(v) toxigenic C. difficile
(vi) Listeria monocytogenes
EasyScreen™
Enteric Viral Detection Kit
(EV002/2-HT)
EasyScreen™
Extended Spectrum
Beta-Lactamase (ESBL) and
Carbapenemase-producing
organisms (CPO) Detection Kit
(BL001)
(i) Norovirus GI
(ii) Norovirus GII
(iii) Rotavirus
(iv) Enterovirus
(v) Astrovirus
(vi) Sapovirus
(vii) Adenovirus universal
(viii) Adenovirus 40/41
(ix) Bocavirus
(i) NDM
(ii) KPC
(iii) VIM
(iv) IMP
(v) Oxa-48
(vi) Oxa-181
(vii) Pan-TEM
(viii) Pan-SHV
(ix) Pan-CTX-M
(x) Pan-CMY
(xi) Pan-DHA
(xii) SME
(xiii) GES
(xiv) MCR-1
(xv) Oxa-23 like
(xvi) Oxa-51
Genetic Signatures Limited – Annual Report 2019
AUS
l
l
EU
l
l
l
l
USA
3
3
m
3
l
l
3
l
l
3
l
l
3
Product
EasyScreen™
Respiratory
(RP004/5/7)
EasyScreen™
Respiratory
(RP003)
EasyScreen™
STI / Genital Detection Kit
(STI005)
EasyScreen™
Flavivirus / Alphavirus
Pathogen Detection Kit
(FA001)
EasyScreen™
Meningitis (Viral / Bacterial)
(i) Influenza A
(ii) Influenza B
(iii) RSV - A/B
(iv) Human Metapneumovirus
(v) Parainfluenza 1/3
(vi) Parainfluenza 2
(vii) Rhinovirus
(viii) Enterovirus
(ix) Adenovirus
(x) B. pertussis/B. parapertussis
(xi) M. pneumonia
(xii) Parainfluenza 4
(i) Coronavirus HKU-1
(ii) Coronavirus OC43
(iii) Coronavirus NL63/229E
(i) Chlamydia trachomatis
(ii) Neisseria gonorrhoeae OpaC
(iii) Neisseria gonorrhoeae PorA
(iv) Lymphogranuloma venereum (LGV)
(v) Mycoplasma genitalium
(vi) Trichomonas vaginalis
(vii) Ureaplasma urealyticum
(viii) Ureaplasma parvum
(ix) Candida spp.
(x) Mycoplasma hominis
(xi) Streptococcus agalactiae
(xii) Gardnerella vaginalis
(xiii) Treponema pallidum
(xiv) Herpes simplex virus 1
(xv) Herpes simplex virus 2
(xvi) Varicella zoster virus
(i) Pan-Flavivirus
(ii) Pan-Alphavirus
(iii) Rift Valley Fever Virus (RVFV)
(iv) Pan-Dengue 1-4 (DENV)
(v) Eastern equine encephalitis virus (EEEV)
(vi) Zika Virus (ZIKV)
(vii) West Nile Virus (WNV)
(viii) Western equine encephalitis viruses (WEEV)
(ix) Yellow Fever Virus (YFV)
(x) Venezuelan Equine Encephalitis Virus (VEEV)
(xi) St Louis Encephalitis Virus (SLEV)
(xii) Tick Borne Encephalitis Virus (TBEV)
(xiii) Ross River Virus (RRV)
(xiv) Barmah Forest virus (BFV)
(xv) Japanese Encephalitis Virus (JEV)
(xvi) O’nyong’nyong virus (ONNV)
(xvii) Murray Valley encephalitis (MVE)
(xviii) Chikungunya (CHIKV)
Enterovirus
Parechovirus
HSV-1
HSV-2
CMV
EBV
VZV
HHV6
Bacterial: H. influenzae, S. pneumoniae, L.
monocytogenes, M. pneumoniae, E. coli, M.,
tuberculosis, S. agalactiae, N. meningitidis, C.
neoformans, BKV, JCV, HHV8, Toxoplasma
EasyScreen™
Atypical Respiratory
B. pertussis
B. parapertussis
B. holmesii
L. pneumophila
L. longbeachae
C. psittaci
M. pneumoniae
P. jirovecii (PCP)
C. pneumoniae
AUS
EU
USA
l
l
3
m
m
3
m
m
3
m
m
3
w
w
3
11
What is an
ASR?
Analyte Specific Reagents (ASRs) are the
building blocks of EasyScreen™ kits that
utilise Genetic Signatures’ proprietary
3base™ technology.
The US Food and Drug Administration (FDA)
defines them as “antibodies, both polyclonal
and monoclonal, specific receptor proteins,
ligands, nucleic acid sequences, and similar
reagents, which through specific binding
or chemical reactions with substances
in a specimen, are intended for use in a
diagnostic application for identification and
quantification of an individual chemical
substance or ligand in biological specimens.”
Any North American laboratory regulated
by the Clinical Laboratory Improvement
Act (CLIA) may purchase and use ASRs as
building blocks to develop and validate
‘Laboratory Developed Tests’ (LDTs) for the
diagnosis of infectious diseases, allowing
testing to be undertaken prior to a product
being cleared by the FDA.
Approximately 11,000 labs1 are eligible to
develop their own LDTs, though generally
only the largest centralised lab’s will invest
in their development.
These LDTs are commonly used in the
US market and these kits represent
approximately 20% of the US MDx market2.
1 https://www.acla.com/wp-content/uploads/2014/09/Alan-Mertz-Written-Statement-for-21st-Century-Cures-Hearing-2014-09-09.pdf
2 DeciBio Consulting
Genetic Signatures Limited – Annual Report 2019
Financial
Report
For the financial year ended 30 June 2019
Contents
Directors’ Report ...................................................14
Auditors Declaration of Independence ............... 30
Consolidated Statement of Profit or Loss and
Other Comprehensive Income .............................31
Consolidated Statement of
Financial Position .................................................32
Consolidated Statement of Changes
in Equity .................................................................33
Consolidated Statement of Cash Flows ..............34
Notes to the Consolidated Financial Statements
.................................................................................35
Directors’ Declaration ...........................................59
Independent Audit Report ....................................60
Shareholders Information ....................................65
13
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
The directors present their report, together with the financial statements, on the company and its controlled
entities for the year ended 30 June 2019. This will hereafter be referred to as company, consolidated entity
or group.
DIRECTORS
The following persons were directors of the company during the whole of the financial year and up to the
date of this report, unless otherwise stated:
Nickolaos Samaras
John R Melki
Phillip J Isaacs
Michael A Aicher
Anthony J Radford
PRINCIPAL ACTIVITIES
The principal activities of the Company during the financial year were the research and commercialisation
of identifying individual genetic signatures to aid in the diagnosis of infectious diseases and the sale of
associated products into the diagnostic and research marketplaces. There have been no significant
changes in these activities during the year.
REVIEW OF OPERATIONS
Genetic Signatures has made strong progress on its commercialisation strategy during the year. This was
started with the appointment of well qualified people into key positions, including Chief Financial Officer,
Global Director of Sales & Marketing, and senior sales personnel in Europe.
In the financial year ending 30 June 2019, Genetic Signatures’ revenue reached a total of $4.9m
representing a 71% increase over the previous year. The strong revenue growth highlights the result of
the Group’s targeted sales strategy and focus on product development, including recent regulatory
approvals in Australia and Europe.
Revenue from operations ($m)
4.9
1.8
2.0
2.8
1.0
FY15
FY16
FY17
FY18
FY19
The Company posted a net loss of $3,491,994 in FY19, marginally higher than that reported in FY2018.
This reflects the investment in future growth by Genetic Signatures.
Gross margins were maintained at a healthy 65%, which is expected to improve as the proportion of
international sales rises . Employee benefits expense were up 37% vs. prior corresponding period to
$5,097,067 in FY19 as employee headcount was increased. This included recruitment of additional sales
and support staff, which positions the Company well to drive sales. Scientific consumables also grew as
the Group expanded its R&D and validation activities, both for additional targets within the current
portfolio and new work in areas such as Meningitis and other analytes. Other expenses include costs
associated with regulatory approval processes.
2
Genetic Signatures Limited – Annual Report 2019
14
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Cash balance was $6,311,555 at 30 June 2019, down from $8,954,775 at 30 June 2018. Net assets
stand at $10,569,099 and include a receivable balance for R&D tax refund of $2,146,943, which is
expected to be received in 1st half 2020.
Commercialisation Progress by Market
Australia
Represents approximately 1-2% of the world molecular diagnostic market1
(cid:149) Major new contract with a large Australian pathology service
(cid:149) Launched two new products, the second generation EasyScreen™ Respiratory Pathogen Detection
Kit and the GSS Automation System (GS1-HT)
(cid:149) Received TGA registration for Genetic Signatures’ EasyScreen™ Respiratory Pathogen Detection Kit
(cid:149) Progressed Australian submissions of the EasyScreen™ STI / Genital Detection Kit
(cid:149) Other new kits currently under development
Europe
Europe (European Union and United Kingdom) represents ~35% of global molecular diagnostics market
(cid:149) Achieved European registration (CE-IVD) for the EasyScreen™ Respiratory Pathogen Detection Kit
(cid:149) First sale of reagent kits to a UK customer.
(cid:149)
Increased investment into European sales to coincide with regulatory improvements and increased
activity, this includes additional distributors, managed warehouse allowing rapid local delivery and
recruitment of additional sales and support staff.
(cid:149) European applications for EasyScreen™ STI / Genital Detection Kit are being finalised.
North America
Largest market opportunity globally, accounting for estimated 40% of test revenue1
(cid:149) Progress towards securing FDA clearance for EasyScreen™ Enteric Protozoan Detection Kit.
(cid:149) Several labs assessing the potential for ASR products available for sale in the US.
(cid:149)
Investment into US sales to increase as the Group approaches and gain US FDA clearance.
Looking Forward
The Group sees the year ahead as a pivotal one in the Company’s development, and has set itself the
following milestones for FY2020:
(cid:149) Sign a major contract in each significant overseas market
(cid:149) US FDA clearance for the EasyScreenTM Enteric Protozoan detection kit
(cid:149) CE-IVD and TGA registration for EasyScreenTM STI/Genital Pathogen detection kits
(cid:149) CE-IVD and TGA registration for EasyScreenTM Flavivirus/Alphavirus detection kits
(cid:149) New products.
3
15
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
for the financial year ended 30 June 2019
STATE OF AFFAIRS
There have been no significant changes in the state of affairs of the Group during the year.
DIVIDENDS
No dividends were paid or were payable during the year (2018: NIL).
EVENTS SUBSEQUENT TO THE REPORTING DATE
There has not arisen in the interval between the end of the financial year and the date of this report any
other item, transaction or event of a material and unusual nature likely in the opinion of the directors of the
Company to affect significantly the operations of the Company, the results of those operations or the state
of affairs of the Company in future financial years.
LIKELY FUTURE DEVELOPMENTS
Likely developments in the operations of the Company and the expected results of those operations in future
financial years have not been included in this report as the inclusion of such information is likely to result in
unreasonable prejudice to the Company.
ENVIRONMENTAL COMPLIANCE
The Company’s operations are not regulated by any significant environmental regulation under a law of the
Commonwealth or of a State or Territory.
4
Genetic Signatures Limited – Annual Report 2019
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
DIRECTORS
Name:
Qualifications:
Experience:
Special responsibilities:
Nickolaos Samaras
BSc (Hons), PhD, MBA, FAIM, FAICD
Dr. Samaras has had over 30 years’ business experience in the global
Life Sciences industry and is a recognised and respected industry
expert. He has held a number of senior executive level positions in
management, marketing, sales, and research and development. His
roles have included appointments as Managing Director of Applied
Biosystems Pty Ltd (now part of Thermo Fisher), and senior roles with
Perkin Elmer and AMRAD Corporation (now part of CSL).
Dr. Samaras is an experienced executive, non-executive and Board
Chairman, having served on the boards of several biotechnology
companies including one that was ASX-listed. For the past 16 years Dr.
Samaras has focused his efforts on facilitating the international market
expansion of a number of US biotechnology companies and developing
commercial revenue channels outside of their traditional onshore
markets.
Dr. Samaras holds a BSc with Honours in Pathology and Immunology
from Monash University and a PhD from the Department of Medicine at
The University of Melbourne. He also holds postgraduate business
qualifications which include an MBA from the School of Management at
RMIT University and is a Fellow of the Australian Institute of Company
Directors and the Australian Institute of Management.
Non-Executive Chairman; Chairman Nomination and Remuneration
Committee; Member Audit & Risk Committee
Directorships of other listed
companies:
Nil
Interests in shares and options: 1,520,000 ordinary shares
480,000 ESOP restricted shares
5
17
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Name:
Qualifications:
Experience:
Special responsibilities:
John R Melki
BSc (Hons), PhD
Dr. Melki has led the commercialisation efforts of Genetic Signatures as
Chief Executive Officer since 2011. Dr. Melki originally joined Genetic
Signatures in 2003 where he was responsible for leading the
commercialisation of two research products (worldwide) and five
diagnostic products (locally and Europe) in the role of Senior Principal
Research Scientist. He has authored 20 peer-reviewed articles and is
listed as an inventor on eight patent applications. Dr. Melki received his
BSc from the University of New South Wales and his PhD from the
University of Sydney, where his thesis was awarded the Peter Bancroft
Prize from the Medical School. His primary research focus was in the
sodium bisulphite conversion of DNA which is at the core of Genetic
Signatures’ technology.
Managing Director and Chief Executive Officer
Directorships of other listed
companies:
Interests in shares and options: 196,000 ordinary shares,
Nil
900,000 ESOP restricted shares,
300,000 options over ordinary shares
Name:
Qualifications:
Experience:
Special responsibilities:
Phillip J Isaacs
MSc JP
Mr. Isaacs holds an MSc in Biochemistry from the University of Sydney.
He commenced the operation of Beckman Instruments in Australia and
worked as Managing Director and Area Director for the Asia Pacific
region, being responsible for both the Diagnostic and Life Science
equipment markets. He was Vice President of Asia Pacific for Cytyc
Corporation (now Hologic) which developed the ThinPrep Pap Test and
was responsible for the development of the Company in Asia Pacific. He
was also the Founding Chairman of the Australian Proteome Analysis
Facility (APAF) in Sydney.
Non-Executive; Chairman of Audit & Risk Committee; Member
Nomination and Remuneration Committee
Directorships of other listed
companies:
Nil
Interests in shares and options: 1,553,127 ordinary shares
6
Genetic Signatures Limited – Annual Report 2019
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
for the financial year ended 30 June 2019
Name:
Qualifications:
Experience:
Special responsibilities:
Michael A Aicher
BSc, MBA
Mr. Aicher has over 30 years of industry experience and was CEO and
founder of National Genetics Institute (NGI) which was acquired
by Laboratory Corporation of America, Inc. (LabCorp) in 2000. Mr. Aicher
led LabCorp’s Esoteric Business Units, which generated more than $1
billion in annual revenue. Prior to NGI, Mr. Aicher served in a number of
executive leadership roles at Central Diagnostics Laboratory. He
currently serves as a director on boards of Alveo Technologies and
Fabric Genomics. He is certified by the University of California at
Berkeley as a Global Biotechnology Executive and is a recipient of Ernst
& Young’s “Entrepreneur of the Year” award for emerging technologies.
Mr. Aicher received a BS in Business Administration from the University
of Redlands and an MBA in Economics from Columbus University.
Executive Director – US Operations
Directorships of other listed
companies:
Interests in shares and options: 165,785 ordinary shares
Nil
480,000 ESOP restricted shares
Name:
Qualifications:
Experience:
Special responsibilities:
Anthony J Radford AO FTSE
BSc (Hons) PhD DipCorpMan
Dr. Anthony Radford has a PhD from La Trobe University, and was a
member of the CSIRO team that invented the QuantiFERON method for
Cellular Immune based diagnostics. He later joined AMRAD in
pharmaceutical research and was Head of Development in 2000 when
he left to co-found the diagnostic company Cellestis Limited, which listed
on the ASX in 2001. Establishing offices and operations in the USA,
Europe and Japan, Cellestis developed QuantiFERON –TB Gold, the
worldwide benchmark for diagnosis of tuberculosis infection. Dr.
Radford was CEO of Cellestis from founding until its acquisition by
QIAGEN NV in 2011. He is a Fellow of the Australian Academy of
Technology and Engineering, and a recipient of their Clunies Ross Prize.
Non-Executive; Member of Audit & Risk Committee and Nomination &
Remuneration Committee
Directorships of other listed
companies:
Nil
Interests in shares and options: 170,000 ordinary shares
70,000 ESOP restricted shares
Company Secretary
Name:
Experience:
Peter Manley
Peter Manley was appointed Company Secretary of Genetic Signatures
in March 2019. Peter is an experienced company secretary who also
holds the position of Chief Financial Officer. Previous roles include CFO
& Company Secretary for listed life sciences companies AtCor Medical
Holdings Limited (now Cardiex Ltd) and Sirtex Medical Ltd.
7
19
Directors’ Report
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ MEETINGS
The number of meetings of the board of directors (including board committees) held during the year
ended 30 June 2019, and the numbers of meetings attended by each director are set out below:
Board
Audit & Risk
Committee
Nomination &
Remuneration Committee
Name
Nickolaos Samaras
John R Melki
Phillip J Isaacs
Michael A Aicher
Anthony J Radford
Held
9
9
9
9
9
Attended
9
9
5
9
9
Held
3
-
3
-
3
Attended
3
-
2
-
3
Held
2
-
2
-
2
Attended
2
-
2
-
2
REMUNERATION REPORT - AUDITED
The remuneration report is set out under the following main headings:
1. Remuneration principles and key management personnel
2. Non-executive director remuneration
3. Executive remuneration
4. Equity disclosures
5. Employment agreements
The information provided includes remuneration disclosures that are required under AASB 124 – Related
Party Disclosures. These disclosures have been transferred from the financial report and have been
audited.
1 REMUNERATION PRINCIPLES AND KEY MANAGEMENT PERSONNEL
1.1 Policy for determining the nature and amount of key management personnel remuneration
The Board’s remuneration policy determines the nature and amount of remuneration for Board members
and senior executives of the Company. The policy, setting the terms and conditions for the Executive
Directors and other senior executives, was developed by the Remuneration & Nomination Committee and
approved by the Board. The Board ensures that the Company’s remuneration levels are appropriate in
the markets in which it operates and are applied, and seen to be applied, fairly.
Non-executive directors
Fees and payments to non-executive directors reflect the demands which are made on, and the
responsibilities of, the directors. Non-executive directors’ fees and payments are reviewed with reference
to market rates for comparable companies. The chairman’s fees are determined independently to the
fees of non-executive directors. The Chairman is not present at any discussions relating to determination
of his own remuneration. Non-executive directors are entitled to receive share options, following approval
by the shareholders of Genetic Signatures Limited.
Non-executive directors’ fees are captured within an aggregate directors’ pool limit, which is periodically
recommended for approval by shareholders. The pool stands at $250,000 excluding share-based
payments which are subject to separate shareholder approval. The pool has not been changed since
listing in 2015.
8
Genetic Signatures Limited – Annual Report 2019
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Executive directors and senior executives
The objective of the Group’s executive reward framework is to ensure reward for performance is
competitive and appropriate for the results delivered. The framework aligns executive reward with
achievement of strategic objectives, and the creation of value for shareholders. The Board ensures that
executive reward satisfies the following key criteria.
Alignment to company and shareholders’ interests:
(cid:149) Has company growth as a core component of plan design
(cid:149) Focuses on sustained long-term growth in shareholder wealth
(cid:149) Attracts and retains high calibre executives
(cid:149) Total remuneration is comparable to market standards.
Alignment to program participants’ interests:
(cid:149) Rewards capability and experience
(cid:149) Reflects competitive reward for contribution to growth in company value
(cid:149) Provides a clear structure for earning rewards
(cid:149) Provides recognition for contribution.
The framework provides a mix of fixed and variable pay, and a blend of short and long-term incentives.
1.2 Key management personnel
The following persons were key management personnel of Genetic Signatures Limited during the
financial year:
Non-executive directors
Dr Nickolaos Samaras - Chairman
Phillip J Isaacs
Dr Anthony J Radford AO
Executive directors
Dr John R Melki - Managing Director & Chief Executive Officer
Michael A Aicher - Executive Director, US Operations
Other executives
Peter L Manley (appointed 23 October 2018) - Chief Financial Officer/Company Secretary
2 NON-EXECUTIVE DIRECTOR REMUNERATION
2.1 Directors’ Fees
The current remuneration is unchanged from prior year. Fees are inclusive of committee fees.
Board fees per annum
Chairman
Non-executive director (Australian based)
Non-executive director (overseas)
$60,000
$45,000
40,000 (USD, EUR or GBP depending on location)
Superannuation
Superannuation contributions for Australian-based non-executive directors are in addition to the Board
fees and are calculated at a rate of 9.5% of the base fee, as required under the statutory superannuation
guarantee. Directors may elect to salary sacrifice additional payments to their fund.
Share-based payments
Non-executive directors are not entitled to any performance related remuneration but may receive option
or equity grants if approved by shareholders.
9
21
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
2.2 Non-executive director remuneration
Non-executive directors
Nickolaos Samaras
Phillip J Isaacs
Anthony J Radford
Total
Year
2019
2018
2019
2018
2019
2018
2019
2018
Cash salary
and fees
$
60,000
60,000
45,000
24,275
29,456
29,456
134,456
113,731
Super-
annuation
$
5,700
5,700
4,275
25,000
19,819
19,819
29,794
50,519
Share-based
payments
$
9,724
8,450
1,514
4,401
6,934
13,866
18,172
26,717
Total
$
75,424
74,150
50,789
53,676
56,209
63,141
182,422
190,967
3 EXECUTIVE REMUNERATION
The executive pay and reward framework has four components:
(cid:149) Base pay and benefits
(cid:149) Other remuneration such as superannuation
(cid:149) Short-term performance incentives, and
(cid:149) Long-term incentives through participation in the Genetic Signatures Employee Incentive Plan
The combination of these comprises the executive’s total remuneration.
Base pay
Structured as a total employment cost package which may be delivered as a combination of cash and
prescribed non-financial benefits at the executive’s discretion.
Executives are offered a market competitive base pay that comprises the fixed component of pay and
rewards. Base pay for executive directors and senior executives is reviewed annually to ensure the
executive’s pay is aligned with the market. An executive’s pay is also reviewed on promotion.
There are no guaranteed base pay increases included in any executives’ contracts.
Benefits
Executives may receive benefits including parking, car allowances or health insurance.
Retirement Benefits
Statutory superannuation payments are made to a fund selected by Australian based executives.
Executives may also elect to salary sacrifice additional payments to their fund. No other retirement
benefits are offered.
Short term incentives
Each executive may have a target short-term incentive (STI) opportunity depending on the
accountabilities of the role and impact on the organisation or business unit performance.
Each year the remuneration committee considers the appropriate financial targets and KPI’s to link the
STI plan and the level of payout if targets are met. This includes setting any maximum payout under
the STI plan, and minimum levels of performance to trigger payment of STI.
For the year ended 30 June 2019, the KPI’s linked to STI plans were based on group, individual and
personal objectives. The KPI’s required performance growing sales revenue, with particular emphasis
on progress in overseas markets.
The remuneration committee is responsible for assessing whether KPI’s are met. To help make this
assessment, the committee receives detailed reports on performance from management.
10
Genetic Signatures Limited – Annual Report 2019
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
The short-term bonus payments may be adjusted up or down in line with under or over achievement
against the target performance levels. This is at the discretion of the remuneration committee.
Long term incentives
Genetic Signatures Equity Incentive Plan (EIP)
Options are issued to executives (including the CEO) with the aim of aligning executive interests with
those of shareholders. The proportion of long-term incentives increases with the level of seniority of
the executive.
Options are granted under the EIP. The Plan is open to those employees and Directors whom the
Directors believe have a significant role to play in the continued development of the Group’s activities.
Options are granted under the Plan for no consideration. They are granted for a 15-year period, and
25% of each new tranche vests and is exercisable after each of the first four anniversaries of the date
of the grant. 400,000 options were issued in 2019 to key management personnel.
Genetic Signatures Employee Share Ownership Plan (ESOP)
Restricted shares were offered and funded by an interest free loan from the Group at the time of
listing. Restricted shares have vested and can be converted to ordinary shares following repayment of
the loan. The restricted shares are subject to a service condition of continuous employment from grant
date to the relevant vesting date, otherwise the restricted shares will lapse. Restricted shares may be
released following the payment of the outstanding loan prior to lapsing.
No new shares were issued under this Plan during the year. An offer to extend expiring loans was
offered to all participants in 2019. Three of five Directors took this option, whilst two elected to pay
their loan balance due.
Relationship between Remuneration Policy and Company Performance
The remuneration policy has been tailored to align shareholders, directors and executives’ goals. Two
methods have been applied to achieve this aim, the first being a performance-based bonus based on
KPIs, and the second being the issue of options and ESOP shares to directors, executives and staff to
encourage the alignment of personal and shareholder interests.
The following table shows the gross revenue, profits and dividends for the last five years for the
consolidated entity, as well as the share prices at the end of the respective financial years. Analysis of
the actual figures show ongoing losses as the consolidated entity continue to develop new products,
commercialise its existing products and develop new markets and customers.
The Board is of the opinion that these results can be attributed, in part, to the previously described
remuneration policy and is satisfied with the results over the past five years.
Revenue
Net profit/(loss) attributable to
owners of the parent entity
Share price at year end
Dividends paid (cents per share)
2019
$
2018
$
2017
$
4,865,908 2,840,115 2,037,659 1,825,018 1,043,269
(2,659,120)
(2,670,622)
(3,491,994) (3,253,809)
2016
$
2015
$
(3,026,598)
1.35
-
0.37
-
0.395
-
0.53
-
0.497
-
*The Company was admitted to the official list on the ASX on 30 March 2015.
Voting and Comments made at the Company’s 2018 Annual General Meeting (‘AGM’)
The Company received 68.7% of “for” votes in relation to its remuneration report for the year ended
30 June 2018, resulting in a first strike against the Company. Feedback from a larger shareholder
raised concern about incentive payments being made in FY2018 despite the lack of progress in
overseas markets. Directors have responded and taken this feedback into account when setting the
performance targets for FY2019.
11
23
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
3.1 Executive director remuneration
Fixed
remuneration
Variable
remuneration
Remuneration
proportions
Year
Cash
salary and
fees
$
John R Melki - CEO 2019 291,717
Non-
monetary
benefits
$
4,894
Super-
annuation
$
24,228
Long-term
benefits:
Annual and
long service
leave
$
15,180
Subtotal
Short term
incentive2
$
Share-based
payments3
$
336,019
-
2018 274,518
4,894
28,923
15,296
323,631
29,938
Michael A Aicher1
Executive Director
Peter L Manley
(commenced Oct
2018)
Total
2019 167,691
2018 154,779
2019 142,788
2018
-
-
-
-
-
-
-
-
-
167,691
154,779
23,289
2,531
168,608
-
-
-
2019 602,196
4,894
47,517
17,711
672,318
-
-
-
-
-
Total
$
390,385
375,802
177,415
163,229
54,366
22,233
9,724
8,450
11,782
180,390
-
-
75,872
748,190
Fixed
%
86%
86%
95%
95%
93%
-
At risk
STI
%
-
8%
0%
0%
0%
-
At risk
LTI
%
14%
6%
5%
5%
7%
-
2018 429,297
4,894
28,923
15,296
478,410
29,938
30,683
539,031
1
2
3
M Aicher is paid in USD. Changes in base pay are attributable to the weaker AUD against the USD through FY19 (Ave rate FY19: 0.7156, FY18: 0.7753).
Cash bonus is the amount paid or payable for the respective financial year.
This represents the proportional fair value of options on issue not yet vested or vested during the reporting period. Options are valued using a Black-Scholes
model as described in Note 17 to the accounts.
12
Genetic Signatures Limited – Annual Report 2019
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
3.1 Executive director remuneration
Fixed
remuneration
Variable
remuneration
Remuneration
proportions
Short term incentives
Cash
Non-
salary and
monetary
Super-
fees
$
benefits
annuation
leave
Subtotal
$
$
$
$
Short term
incentive2
Share-based
payments3
Long-term
benefits:
Annual and
long service
John R Melki - CEO 2019 291,717
4,894
24,228
15,180
336,019
2018 274,518
4,894
28,923
15,296
323,631
29,938
Michael A Aicher1
Executive Director
Peter L Manley
(commenced Oct
2018)
Total
2019 167,691
2018 154,779
2019 142,788
2018
-
-
-
-
-
-
-
-
-
-
-
167,691
154,779
-
23,289
2,531
168,608
2019 602,196
4,894
47,517
17,711
672,318
$
54,366
22,233
9,724
8,450
Total
$
390,385
375,802
177,415
163,229
11,782
180,390
-
-
75,872
748,190
-
-
-
-
-
-
Fixed
%
86%
86%
95%
95%
93%
-
At risk
At risk
STI
%
LTI
%
-
14%
8%
0%
0%
0%
-
6%
5%
5%
7%
-
2018 429,297
4,894
28,923
15,296
478,410
29,938
30,683
539,031
1
2
3
M Aicher is paid in USD. Changes in base pay are attributable to the weaker AUD against the USD through FY19 (Ave rate FY19: 0.7156, FY18: 0.7753).
Cash bonus is the amount paid or payable for the respective financial year.
This represents the proportional fair value of options on issue not yet vested or vested during the reporting period. Options are valued using a Black-Scholes
model as described in Note 17 to the accounts.
12
J.R. Melki
M.A. Aicher
P.L Manley
STI potential
Percentage of base
$
119,200
-
-
%
40
-
-
Paid
%
-
-
-
Forfeited
%
100
-
-
4 EQUITY DISCLOSURES
4.1 Key Management Personnel Share Movements
Details of equity instruments (other than employee share ownership plan restricted shares) held
directly, indirectly or beneficially by key management personnel are as follows:
Name
Balance at
1 July 2018
Granted as
compensation
Received on
conversion of
restricted shares
Other
changes
Balance at
30 June
2019
Balance
held
nominally
N. Samaras
J.R Melki
P.J Isaacs
M.A Aicher
A.J Radford
P.L Manley
Total
1,520,000
196,000
1,303,127
165,785
107,000
-
3,291,912
-
-
-
-
-
-
-
-
-
250,000
-
170,000
-
420,000
-
-
-
-
(107,000)
-
(107,000)
1,520,000
196,000
1,553,127
165,785
170,000
-
23,060
196,000
689,914
165,785
-
-
3,604,912 1,074,759
4.2 Share Based Payments
Details of restricted shares and options held directly, indirectly or beneficially by key management
personnel are as follows, terms and conditions are summarised in section 3 (Long term incentives):
Employee Share Ownership Plan Holdings
Converted
on
Repayment
of loan
-
-
(250,000)
-
(170,000)
-
(420,000)
Balance at
1 July 2018
480,000
900,000
250,000
480,000
240,000
-
2,350,000
Other
Changes
-
-
-
-
-
-
-
Total vested
and
convertible
at 30 June
2019
480,000
900,000
-
480,000
20,000
-
Balance at
30 June
2019
480,000
900,000
-
480,000
70,000
-
1,930,000
1,880,000
Unvested at
30 June
2019
-
-
-
-
50,000
-
50,000
Name
N. Samaras
J.R Melki
P.J Isaacs
M.A Aicher
A.J Radford
P.L Manley
Total
13
25
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Employee Incentive Plan
Balance at 1 July 2018
Granted during the
year
Exercised during the
year
Forfeited during the
year
Balance at 30 June
2019
J.R Melki
P.L Manley
No.
100,000
Value1
$
39,039
No.
200,000
Value1
$
93,484
-
-
200,000
188,007
No.
-
-
Value2
$
-
-
No.
-
-
Value2
$
-
-
No.
300,000
Value1
$
132,523
Unvested
at 30
June
2019
No.
250,000
200,000
188,007
200,000
1
2
This represents the total value of the options over the life of the options from grant date using a Black-Scholes valuation method. The amount is allocated against
remuneration over the vesting period (total allocation vests in 4 equal tranches from the 1st anniversary of the issue date).
Value equals the difference between the exercise price and the closing share price per the ASX on the date of exercise/forfeiture multiplied by the number of
options.
14
Genetic Signatures Limited – Annual Report 2019
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Employee Incentive Plan
Granted during the
Exercised during the
Forfeited during the
Balance at 30 June
Balance at 1 July 2018
year
No.
Value1
$
No.
Value1
$
100,000
39,039
200,000
93,484
-
-
200,000
188,007
J.R Melki
P.L Manley
year
Value2
$
year
Value2
$
2019
Value1
$
No.
No.
-
-
No.
-
-
-
-
-
-
300,000
132,523
250,000
200,000
188,007
200,000
1
2
This represents the total value of the options over the life of the options from grant date using a Black-Scholes valuation method. The amount is allocated against
remuneration over the vesting period (total allocation vests in 4 equal tranches from the 1st anniversary of the issue date).
Value equals the difference between the exercise price and the closing share price per the ASX on the date of exercise/forfeiture multiplied by the number of
options.
Unvested
at 30
June
2019
No.
14
5 EMPLOYMENT AGREEMENTS
Service contracts have been entered into by the Company with key management personnel,
describing the components and amounts of remuneration applicable on their initial appointment,
including terms and performance criteria for performance-related cash bonuses. These contracts do
not fix the amount of remuneration increases from year to year. Remuneration levels are reviewed
generally each year by the Remuneration Committee to align with changes in job responsibilities and
market salary expectations. All contracts are for an ongoing period.
All contracts can be terminated by either party with 3 months’ notice (or one month in the case of
Michael Aicher), subject to termination payments as described below:
John Melki
Director & Chief Executive Officer
Contract term:
Base salary:
Termination payments:
Ongoing, commenced November 2014
$298,000, exclusive of superannuation, to be reviewed annually by
the Remuneration Committee.
Payment on early termination by the Group, other than for gross
misconduct, equal to the base salary plus superannuation
entitlements for three months.
Michael Aicher
Executive Director – US Operations
Contract term:
Base salary:
Termination payments:
Peter Manley
Chief Financial Officer
Contract term:
Base salary:
Termination payments:
Ongoing, commenced April 2014
$US120,000, to be reviewed annually by the Remuneration
Committee.
No payment on early termination. Contract is terminable by either
party on one months’ notice.
Ongoing, commenced October 2018
$220,000, exclusive of superannuation, to be reviewed annually by
the Remuneration Committee.
Payment on early termination by the Group, other than for gross
misconduct, equal to the base salary plus superannuation for three
months.
This concludes the remuneration report which has been audited.
15
27
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
OPTIONS
There were 2,767,500 unissued ordinary shares of the company under option outstanding at the date of
this report. During the financial year 1,320,000 new options were issued, 107,500 were exercised, and
180,000 were forfeited.
INDEMNIFICATION OF OFFICERS AND AUDITORS
Genetic Signatures Ltd paid an insurance premium during the financial year, for Directors’ & Officers
Liability insurance cover.
No person has applied for leave of court to bring proceedings on behalf of the company or intervene in any
proceedings to which the company is a party for the purpose of taking responsibility on behalf of the
company for all or any part if those proceedings.
The company’s operations are not regulated by any significant environmental regulation under a law of the
Commonwealth or of a state or territory.
PROCEEDINGS ON BEHALF OF THE COMPANY
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring
proceedings on behalf of the company, or to 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 part of those proceedings.
NON-AUDIT SERVICES
During the financial year, the following fees for non-audit services were paid or payable to the auditor,
BDO or their related practices:
Tax compliance services
Other non-audit services
Total fees for non-audit services
2019
$
15,700
11,500
2018
$
34,940
-
27,200
34,940
On the advice of the Audit and Risk Committee, the directors are satisfied that the provision of non-audit
services by the auditor, as set out above, did not compromise the auditor independence requirements of
the Corporations Act 2001 for the following reasons:
(cid:149) All non-audit services have been reviewed by the Audit and Risk Committee to ensure that they
do not impact the integrity and objectivity of the auditor; and
(cid:149) None of the non-audit services undermine the general principles relating to auditor independence
as set out in APES 110 Code of Ethics for Professional Accountants.
16
Genetic Signatures Limited – Annual Report 2019
Directors’ Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
for the financial year ended 30 June 2019
DIRECTORS’ REPORT
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
AUDITOR’S INDEPENDENCE DECLARATION
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act
2001 is set out on page 30.
This report is made in accordance with a resolution of directors.
John Melki
Director
Sydney
28 August 2019
17
29
Directors’ Report
for the financial year ended 30 June 2019
Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au
Level 11, 1 Margaret St
Sydney NSW 2000
Australia
DECLARATION OF INDEPENDENCE BY MARTIN COYLE TO THE DIRECTORS OF GENETIC SIGNATURES
LIMITED
As lead auditor of Genetic Signatures Limited for the year ended 30 June 2019, I declare that, to the
best of my knowledge and belief, there have been:
1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
2. No contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Genetic Signatures Limited and the entities it controlled during the
period.
Martin Coyle
Partner
BDO East Coast Partnership
Sydney, 28 August 2019
Genetic Signatures Limited – Annual Report 2019
BDO East Coast Partnership ABN 83 236 985 726 is a member of a national association of independent entities which are all members of BDO Australia Ltd
ABN 77 050 110 275, an Australian company limited by guarantee. BDO East Coast Partnership and BDO Australia Ltd are members of BDO International Ltd,
a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved
under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Financial Report
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER
COMPREHENSIVE INCOME
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Consolidated statement of profit or loss and other comprehensive income for the financial
year ended 30 June 2019
Sales Revenue
Other income
Cost of materials used
Employee benefits expense
Directors’ and consultancy fees
Depreciation and amortisation expenses
Finance Costs
Rental expenses relating to operating leases
Scientific consumables
Travel and accommodation
Other expenses
Loss before income tax
Income tax benefit
Note
Consolidated
2019
$
2018
$
2
4
5
6
4,865,908
2,840,115
2,327,437
2,383,622
(1,686,153)
(5,097,067)
(267,974)
(470,751)
(519)
(281,671)
(1,175,156)
(346,868)
(1,359,180)
(999,699)
(3,723,856)
(493,523)
(631,795)
(525)
(305,433)
(983,101)
(284,073)
(1,055,541)
(3,491,994)
(3,253,809)
-
-
Loss attributable to members of the entity
(3,491,994)
(3,253,809)
Other comprehensive income
Items that maybe reclassified subsequently to
profit or loss:
Foreign Currency translation of foreign operations
(13,749)
(25,257)
Total comprehensive income for the year, net of
tax
(3,505,743)
(3,279,066)
Earnings (loss) per share
Basic and diluted loss per share to ordinary equity
holders of the company
28
2019
cents
(3.36)
2018
cents
(3.13)
The above Consolidated Statement of Profit or Loss and Other Comprehensive Income
should be read in conjunction with the accompanying notes
20
31
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Consolidated statement of financial position as at 30 June 2019
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 30 JUNE 2019
Assets
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventory
Government grant receivable
Total Current Assets
Non-Current Assets
Property, plant and equipment
Total Non-Current Assets
Total Assets
Liabilities
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Non-Current Liabilities
Provisions
Total Non-Current Liabilities
Note
Consolidated
2019
$
2018
$
7
8
9
10
11
12
13
13
6,311,555
862,418
1,353,672
2,146,943
10,674,588
8,954,775
761,957
1,181,059
2,560,761
13,458,552
1,455,448
1,455,448
1,149,969
1,149,969
12,130,036
14,608,521
1,051,278
490,397
1,541,675
773,910
425,008
1,198,918
19,262
19,262
10,547
10,547
Total Liabilities
1,560,937
1,209,465
Net Assets
Equity
Issued capital
Reserves
Accumulated losses
Total Equity
10,569,099
13,399,056
14
15
47,027,990
1,368,875
(37,827,766)
46,777,792
957,036
(34,335,772)
10,569,099
13,399,056
The above Consolidated statement of financial position should be read in conjunction with the
accompanying notes
21
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Consolidated statement of changes in equity for the financial year ended 30 June 2019
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Consolidated
Issued
Capital
$
Share based
payments
reserve
$
Foreign
currency
translation
reserve
$
Accumulated
losses
$
Total
$
Balance at 1 July 2017
46,777,792
871,045
(5,242)
(31,158,463) 16,485,132
Loss attributable to members of
the entity
Other comprehensive income
Total comprehensive income for
the year
Transactions with owners in
their capacity as owners:
Contributions of equity, net of
transaction costs (note 14)
Forfeiture of share-based
payments (note 15)
Share-based payments
(note 15)
-
-
-
-
-
-
-
-
-
-
-
-
(76,500)
192,990
-
(3,253,809)
(3,253,809)
(25,257)
-
(25,257)
(25,257)
(3,253,809)
(3,279,066)
-
-
-
-
-
-
76,500
-
-
-
-
192,990
Balance at 30 June 2018
46,777,792
987,535
(30,499)
(34,335,772) 13,399,056
Loss attributable to members of
the entity
Other comprehensive income
Total comprehensive income for
the year
Transactions with owners in
their capacity as owners:
Contributions of equity, net of
transaction costs (note 14)
Forfeiture of share-based
payments (note 15)
Share-based payments
(note 15)
-
-
-
250,198
-
-
-
-
-
-
(27,777)
453,365
-
(3,491,994)
(3,491,994)
(13,749)
-
(13,749)
(13,749)
(3,491,994)
(3,505,743)
-
-
-
-
-
-
250,198
(27,777)
453,365
Balance at 30 June 2019
47,027,990
1,413,123
(44,248)
(37,827,766) 10,569,099
The above consolidated statement of changes in equity should be read in conjunction with the
accompanying notes
22
33
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Consolidated statement of cash flows for the financial year ended 30 June 2019
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note
Consolidated
2019
$
2018
$
Cash flows from operating activities
Receipts from customers
Payments to suppliers and employees
Interest received
Research and development concession received
Net cash used in operating activities
Cash flows from investing activities
Purchase of plant and equipment
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares, net of costs
Proceeds from conversion of employee share
ownership plan restricted shares
Share issue costs
Net cash provided by financing activities
23(b)
11
14
14
14
5,229,325
(10,226,620)
167,555
2,560,761
(2,268,979)
2,901,945
(8,446,886)
253,079
1,598,301
(3,693,561)
(610,687)
(610,687)
(519,367)
(519,367)
201,300
54,550
(5,652)
250,198
-
-
-
-
Net decrease in cash and cash equivalents
(2,629,468)
(4,212,928)
Cash and cash equivalents at beginning of
financial year
Exchange differences on cash and cash
equivalents
8,954,775
13,192,960
(13,752)
(25,257)
Cash and equivalents at end of financial year 23(a)
6,311,555
8,954,775
The above consolidated statement of cash flows should be read in conjunction with the
accompanying notes
23
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 1: Statement of Significant Accounting policies
The principal accounting policies adopted in the preparation of the financial statements are set
out below. These policies have been consistently applied to all the years presented, unless
otherwise stated.
Basis of preparation
These general-purpose financial statements have been prepared in accordance with Australian
Accounting Standards and Interpretations issued by the Australian Accounting Standards Board
('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These
financial statements also comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board ('IASB').
The financial report has been prepared on an accrual basis and is based on historical costs,
modified, where applicable by the measurement at fair value of selected non-current assets,
financial assets and financial liabilities.
The preparation of the financial statements requires the use of certain critical accounting
estimates. It also requires management to exercise its judgement in the process of applying the
company's accounting policies. The areas involving a higher degree of judgement or complexity, or
areas where assumptions and estimates are significant to the financial statements are disclosed in
note 1(w).
(a) Going Concern
The Consolidated Entity incurred losses for the year to 30 June 2019 of $3,491,994 (2018:
$3,253,809), leading to net operating cash outflows of $2,268,979 (2018: $3,693,561).
The ability of the Consolidated Entity to continue as a going concern is dependent on the
entity being able to generate sufficient revenue from successfully developing Genetic
Signatures research.
The financial report has been prepared on a going concern basis, as during the year, the
Consolidated Entity has successfully grown sales by 70% and reduced operating cash
outflows by $1,424,582. At balance date the Consolidated Entity held $6,311,555 in cash
reserves and carries no debt. The directors are confident that, given the amount of cash
on hand at year-end, plus the ongoing ability of the Consolidated Entity to increase its
sales, and to raise capital as needed, it has sufficient funds to operate as a going concern
for the foreseeable future.
(b) Basis of Consolidation
The consolidated financial statements comprise the financial statements of Genetic
Signatures Limited and its subsidiary, Genetic Signatures US Ltd. Subsidiaries are entities
(including structured entities) over which the group has control. The group has control
over an entity when the group is exposed to, or has rights to, variable returns from its
involvement with the entity, and has the ability to use its power to affect those returns.
Subsidiaries are consolidated from the date on which control is transferred to the group
and are deconsolidated from the date that control ceases.
All intercompany balances and transactions, including unrealised profits arising from
intragroup transactions have been eliminated. Unrealised losses are also eliminated
unless the transaction provides evidence of the impairment of the asset transferred.
24
35
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 1: Statement of Significant Accounting Policies (continued)
(c)
Income tax
The income tax expenses/(benefit) for the year comprise current income tax
expense/(benefit) and deferred tax expenses/(benefit).
Current income tax expenses charged to the profit or loss is the tax payable on taxable
income calculated using applicable income tax rates enacted, or substantially enacted, as
at the end of the reporting period. Current tax liabilities/assets are therefore measured at
the amounts expected to be paid to /recovered from the relevant taxation authority.
Deferred income tax expense reflects movements in deferred tax asset and deferred tax
liability balances during the year as well as unused tax losses.
Deferred tax assets and liabilities are calculated at the tax rates that are expected to apply
to the period when the asset is realised or the liability settled, based on tax rates enacted
or substantively enacted at reporting date. Their measurement also reflects the manner in
which management expects to recover or settle the carrying amount of the related asset
or liability.
Deferred tax assets relating to temporary differences and unused tax losses are
recognised only to the extent that it is probable that future taxable profit will be available
against which the benefits of the deferred tax asset can be utilised.
Where temporary differences exist in relation to investment in subsidiaries, branches,
associates, and joint ventures, deferred tax assets and liabilities are not recognised where
the timing of the reversal of the temporary difference can be controlled and it is not
probable that the reversal will occur in the foreseeable future
Current tax assets and liabilities are offset where a legally enforceable right of set-off
exists and it is intended that net settlement or simultaneous realisation and settlement of
the respective asset and liability will occur. Deferred tax assets and liabilities are offset
where a legally enforceable right of set-off exists, the deferred tax assets and liabilities
relate to income taxes levied by the same taxation authority on either the same taxable
entity or different taxable entities where it is intended that net settlement or simultaneous
realisation and settlement of the respective asset and liability will occur in future periods in
which significant amounts of deferred tax assets or liabilities are expected to be recovered
or settled.
(d) Property, plant and equipment
Each class of plant and equipment is carried at cost or fair value as indicated less, where
applicable, any accumulated depreciation and impairment losses.
Plant and equipment are measured on the cost basis less depreciation and impairment
losses.
The carrying amount of plant and equipment is reviewed annually by directors of the
company to ensure it is not in excess of the recoverable amount from those assets. The
recoverable amount is assessed on the basis of the expected net cash flows which will be
received from the assets employed and subsequent to disposal. The expected net cash
flows have been discounted to their present values in determining recoverable amounts.
Subsequent costs are included in the asset’s carrying amount or recognised as a separate
asset, as appropriate, only when it is probable that future economic benefits associated
with the item will flow to the company and the cost of the item can be measure reliably. All
other repairs and maintenance expenses are charged to the income statements during the
financial period in which are incurred.
25
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 1: Statement of Significant Accounting Policies (continued)
Depreciation
The depreciable amount of all fixed assets is depreciated on a straight-line basis over
their estimated useful lives to the company commencing from the time the asset is held
ready for use.
The depreciation rates used for each class of depreciable asset are:
Class of fixed asset
Plant and equipment
Depreciation rate
2.5 – 13.5 years
The assets residual values and useful lives are reviewed and adjusted if appropriate at
each reporting date.
Gains and losses on disposal are determined by company proceeds with the carrying
amount. These gains or losses are included in the statement of comprehensive income.
(e) Goods and Services Tax
Revenues, expenses and assets are recognised net of GST, except where the amount of
GST incurred is not recoverable from the Australian Taxation Office (ATO).
Receivables and payables are stated inclusive of the amount of GST receivable or
payable. The net amount of GST recoverable from, or payable to, the ATO is included
within other receivables or payables in the statements of financial position.
Cash flows are presented on a gross basis, except for the GST component of investing
and financing activities which are recoverable from, or payable to ATO are disclosed as
operating cash flows.
(f)
Financial instruments
Classification
The Group classifies financial assets as either:
(cid:149) Those to be measured subsequently at fair value; or
(cid:149) Those to be measured at amortised cost.
The classification depends on the entity’s business model for managing the financial
assets and the contractual terms of the cash flows. For assets measured at fair value,
gains and losses will be either recorded in profit & loss or other comprehensive income.
Recognition and derecognition
Purchases and sales of financial assets are recognised on the date the Group commits to
purchase or sell the asset. Financial assets are derecognised when the rights to receive
cash flows from the financial assets have expired or have been transferred and the Group
has transferred substantially all the risks and rewards of ownership.
26
37
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 1: Statement of Significant Accounting Policies (continued)
Measurement
At initial recognition, the group measures a financial asset at its fair value plus, in the case
of a financial asset not at fair value through profit or loss (FVPL), transaction costs that
are directly attributable to the acquisition of the financial asset. Transaction costs of
financial assets carried at FVPL are expensed in profit or loss.
(i)
Loans and receivables
Loans and receivables are assets held for collection of contractual cashflows where those
cashflows represent payment of principal and interest measured at amortised cost.
Loans and receivables are included in current assets, except for those which are not
expected to mature within 12 months after the end of the reporting period, which will be
classified as non-current assets.
Any interest income from these financial assets is included in finance income using the
effective interest rate method.
(ii)
Financial liabilities
Non-derivative financial liabilities (excluding financial guarantees) are subsequently
measured at amortised cost.
(iii) Equity instruments
The group subsequently measures all equity investments at fair value. Changes in the fair
value of financial assets are recognised in other gains/(losses) in the statement of profit or
loss as applicable. Impairment losses (and reversal of impairment losses) on equity
investments are not reported separately from other changes in fair value.
The Group does not currently hold any equity investments.
Fair Value
Fair value is determined based on current bid prices for all quoted investments. Valuation
techniques are applied to determine the fair value for all unlisted securities, including
recent arm’s length transactions, reference to similar instruments and option pricing
models.
Impairment
At the end of each reporting period, the Group assesses whether there is objective
evidence that a financial instrument has been impaired. The impairment methodology
applied depends on whether there has been a significant increase in credit risk.
The Group applies the AASB9 simplified approach to measuring expected credit losses
which uses a lifetime expected loss allowance for all trade receivables and contract
assets.
27
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 1: Statement of Significant Accounting Policies (continued)
(g) Revenue recognition
Revenue from the sale of goods is recognised when control of the goods has passed to
the buyer. Further detail is explained in Note 1(u).
Interest revenue is recognised on a proportional basis taking into account the interest
rates applicable to the financial assets.
All revenue is stated net of the amount of goods and services tax (GST).
Grant revenue is recognised when it is received or when the right to receive payment is
established.
(h)
Trade and other payables
Accounts payable represent the principal amounts outstanding at the reporting date plus,
where applicable, any accrued interest.
(i)
Impairment
At each reporting date, the company assesses whether there is any indication that an
asset may be impaired. The assessment will include the consideration of external and
internal sources of information including dividends from subsidiaries, associates or jointly
controlled entities deemed to be out of pre-acquisition profits. If such an indication exists,
an impairment test is carried out on the asset by comparing the recoverable amount of the
asset, being the higher of the asset's fair value less costs to sell and value in use, to the
asset's carrying value. Any excess of the asset's carrying value over its recoverable
amount is expensed to the statement of profit or loss and other comprehensive income.
Where it is not possible to estimate the recoverable amount of an individual asset, the
company estimates the recoverable amount of the cash-generating unit to which the asset
belongs.
(j)
Cash and cash equivalents
For the purposes of the statement of cash flows, cash includes cash on hand and at call
deposits with banks or financial institutions and net of bank overdrafts.
(k)
Inventories
Inventories are measured at the lower of cost and net realisable value. Cost comprises
direct materials, direct labour and an appropriate portion of variable and fixed overheads,
the latter being allocated on the basis of normal operation capacity. 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.
(l)
Trade and other receivables
Trade receivables are initially recognized at fair value and subsequently measured at
amortised cost using the effective interest method, less any provision for impairment.
Trade receivables are generally due for settlement within 30 days.
The Group applies the AASB9 simplified approach to measuring expected credit losses
which uses a lifetime expected loss allowance for all trade receivables and contract
assets. Trade receivables and contract assets have shared credit risk characteristics and,
as such, the expected loss rates for trade receivables are a reasonable approximation of
loss rates for contract assets. Losses incurred in the last 3 years represent less than
0.01% of receivables and are immaterial. Therefore, no impairment has been recorded.
Other receivables are recognized at amortised cost, less any provision for impairment.
28
39
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 1: Statement of Significant Accounting Policies (continued)
(m) Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other
finance costs are expensed in the period in which they are incurred, including interest on
convertible notes.
(n) Employee benefits
Provision is made for the company’s liability for employee benefits arising from services
rendered by employees to the reporting date. Employee benefits that are expected to be
settled within one year have been measured at the amounts expected to be paid when the
liability is settled, plus related on-costs. Employee benefits payable later than one year
have been measured at the present value of the estimated future cash outflows to be
made for those benefits.
(o) Provisions
Provisions are recognised when the entity has a legal or constructive obligation, as a
result of past events, for which it is probable that an outflow of economic benefits will
result, and that outflow can be reliably measured.
(p)
Leases
Lease payments for operating leases, where substantially all the risks and benefits remain
with the lessor, are charged as expense in the period in which they are incurred.
(q) Share-based payments
Equity-settled share-based payments with employees and others providing similar
services are measured at fair value of the equity instrument at the grant date. Further
details on how the fair value of equity-settled share-based transactions has been
determined can be found in note 16.
The fair value determined at the grant date of the equity-settled share-based payments is
expensed on a straight-line basis over the vesting period, based on the Company’s
estimate of equity instruments that will eventually vest.
(r)
Parent entity financial information
The financial information for the parent entity, Genetic Signatures Limited, disclosed in
note 25, has been prepared on the same basis as the consolidated financial statements.
(s) Earnings per share
Basic earnings per share are calculated by dividing:
(cid:149)
the profit attributable to owners of the Company, excluding any costs of servicing
equity other than ordinary shares; and
(cid:149)
by the weighted average number of ordinary shares outstanding during the financial
year.
(t)
Foreign currency translation
The financial statements are presented in Australian dollars, which is Genetic
Signatures 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.
29
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 1: Statement of Significant Accounting Policies (continued)
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 rates at the dates of the transactions, for the period. All resulting
foreign exchange differences are recognised in other comprehensive income through
the foreign currency reserve in equity.
(u) New, revised or amending Accounting Standards and Interpretations adopted
i.
AASB15 – Revenue from contracts with customers
The consolidated entity has adopted AASB15 – Revenue from contracts with customers
for the current financial year. This has resulted in changes to accounting policies but has
not resulted in any change to prior year comparative figures.
Sale of Goods – Test Kits and Consumables
The Group manufactures and sells test kits for use in pathology laboratories. It also
purchases disposable items for resale that are used by the pathology laboratories in
conjunction with the test kits. Sales are recognised when control of the products has
transferred, being the point in time when the products are delivered to the customer’s
specified location, the amount of revenue can be measured reliably, and it is probable
that payment will be received by the Group.
Sale of Goods – Equipment
The consolidated entity provides equipment to customers if required which may be as an
outright sale or be a placement of Group owned assets at a customer site for which the
customer may pay an agreed fee per test. Where the equipment is sold the sale is
recognised when control of the products has transferred, being the point in time when
the products are delivered to the customer’s specified location, the amount of revenue
can be measured reliably, and it is probable that payment will be received by the Group.
In the event the Group supplies Group owned equipment, the asset’s ownership does
not transfer to the customer. Instead the customer may be charged a fee per test that is
recognised at the same time as the Test Kit is recognised. In the event the customer
ceases to use Genetic Signatures products these assets will be withdrawn.
Sale of Goods – Service
If a customer has purchased or is using Group owned equipment there may be a service
charge levied to maintain the equipment. Revenue is recognised over time in the period
that the service is rendered.
ii.
AASB9 – Financial Instruments
The consolidated entity has adopted AASB9 – Financial Instruments for the current
financial year. This has resulted in a change to accounting policy with regards impairment
but has not resulted in any change to prior year comparative figures.
Impairment
The Group applies the AASB9 simplified approach to measuring expected credit losses
which uses a lifetime expected loss allowance for all trade receivables and contract
assets. Refer to Note 1(l) for further information
30
41
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 1: Statement of Significant Accounting Policies (continued)
(v) New accounting standards and interpretations issued but not yet effective
The Australian Accounting Standards Board has issued new and amended accounting
standards and interpretations that have mandatory application dates for future reporting
periods and which the Company has decided not to early adopt. A discussion of those
future requirements and their impact on the Company is as follows:
New/revised
pronouncement
Nature of change
AASB 16 Leases
AASB 16:
-
replaces AASB 117 Leases and some lease-
related interpretations
requires all leases to be accounted for ‘on-
balance sheet’ by lessees, other than short-term
and low value asset leases
provides new guidance on the application of the
definition of lease and on sale and lease back
accounting
largely retains the existing lessor accounting
requirements in AASB 117
requires new and different disclosures about
leases.
-
-
-
-
Mandatory
date of
application
for the
Group
1 July 2019
Likely impact on initial
application
Management has completed an
assessment by reviewing all
leases. Based on the work
performed to date the findings
indicate that the application of
AASB16 will not have a material
impact on the recognition of
expenses for rent, depreciation or
financing costs or on the
recognition of leased assets or
lease liabilities. Currently the
majority of leases are for a term of
less than 12 months.
(w) Critical Accounting Estimates and Judgments
The Directors evaluate estimates and judgements incorporated into the financial report
based on historical knowledge and best available current information. Estimates assume a
reasonable expectation of future events and are based on current trends and economic
data, obtained both externally and within the company.
Key estimates – valuation of employee share option plan shares
At each reporting date, the entity revises its estimate of the number of rights that are
expected to become exercisable. The employee benefit expense recognised each period
takes into account the most recent estimate. The impact of the revision to the original
estimates, is recognised in profit or loss with a corresponding adjustment to equity. The
fair value is measured at grant date and recognised over the period during which the
employee becomes unconditionally entitled to the restricted shares or options.
Judgements- research and development claim
Judgement is required in determining the amount of grant revenue relating to the research
and development claim. There are certain transactions and calculations undertake during
the ordinary course of business for which the ultimate tax determination may be subject to
change. The company calculates its research and development claim based on the
company’s understanding of the tax law. Where the final outcome of these matters is
different from the amounts that were initially recorded, such differences will impact the
profit or loss in the year in which such determination is made.
31
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 2: Revenue
Disaggregation of revenue
The disaggregation of revenue from contracts with customers is as follows:
Consolidated - 2019
Revenue lines
Reagents & consumables
Equipment sales & rental
Service contracts
Timing of revenue recognition
Goods transferred at a point in time
Services transferred over time
Consolidated - 2018
Revenue lines
Reagents & consumables
Equipment sales & rental
Service contracts
Timing of revenue recognition
Goods transferred at a point in time
Services transferred over time
Note 3: Financial Reporting Segments
Asia
Pacific
$
EMEA
$
Americas
$
Total
$
4,671,204 145,494
17,048
-
-
29,990
2,172 4,818,870
17,048
29,990
-
-
4,701,194 162,542
2,172 4,865,908
4,671,204 162,542
-
29,990
2,172 4,835,918
29,990
-
4,701,194 162,542
2,172 4,865,908
Asia
Pacific
$
EMEA
$
Americas
$
Total
$
2,684,178
39,000
25,000
77,723
-
-
14,214 2,776,115
39,000
25,000
-
-
2,748,178
77,723
14,214 2,840,115
2,723,178
25,000
77,723
-
14,214 2,815,115
25,000
-
2,748,178
77,723
14,214 2,840,115
The company is operated under one business segment which was the research and
commercialisation of identifying individual genetic signatures to identify diseases and disabilities
predominantly based within one geographical location being Sydney, Australia.
Major customers
During the year ended 30 June 2019 there were two customers (2018: two) that each
contributed over 10% of the consolidated entity’s external revenue.
32
43
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 3: Financial Reporting Segments (continued)
Geographic locations
Asia Pacific
The Group’s head office and manufacturing operation is based in Sydney, Australia.
All revenue is generated within the Australian entity and all non-current assets are held within
the Australian entity.
EMEA
This business comprises Eastern and Western Europe, Middle East including Israel, and Africa.
The Group is represented by employees in UK, Germany and Netherlands but does not have an
office.
Americas
The Group’s North American business includes the United States and Canada. The Group
proposes to sell products in this region and is currently having its products evaluated by the
US FDA. Operations are currently based in California, USA.
Consolidated - 2019
Trade sales
Intersegment sales
Total sales
Other revenue
Segment revenue
Asia
Pacific
$
EMEA
$
Americas
$
Total
$
4,701,194
-
4,701,194
2,148,216
6,849,410
162,542
-
162,542
-
162,542
-
2,172 4,865,908
-
2,172 4,865,908
- 2,148,216
2,172 7,014,124
Segment result
Unallocated revenue less unallocated expenses
Loss before income tax
Income tax
Net loss
(1,780,634)
(578,552)
(633,406) (2,992,592)
(499,402)
(3,491,994)
-
(3,491,994)
Consolidated - 2018
Trade sales
Intersegment sales
Total sales
Other revenue
Segment revenue
2,748,178
-
2,748,178
2,143,424
4,891,602
77,723
-
77,723
-
77,723
-
14,214 2,840,115
-
14,214 2,840,115
- 2,143,424
14,214 4,983,539
Segment result
Unallocated revenue less unallocated expenses
Loss before income tax
Income tax
Net loss
(2,170,138)
(333,390)
(562,782) (3,066,310)
(187,499)
(3,253,809)
-
(3,253,809)
33
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 4: Other income
Interest income
Government Grant (R&D Rebate)
Other income
Total other income
Note 5: Expenses
Finance costs
Interest charges
Consolidated
2019
$
2018
$
168,668
2,148,216
10,553
2,327,437
229,982
2,143,424
10,216
2,383,622
Consolidated
2019
$
519
2018
$
525
Superannuation expense
Defined contribution superannuation expense
290,001
248,723
Items included in other expenses include:
Patents – lodgement and maintenance
Foreign exchange loss
127,809
61,118
139,076
85,138
Note 6: Income tax
Consolidated
2019
$
2018
$
Numerical reconciliation of income tax benefit to
prima facie tax payable
Prima facie income tax (benefit) on loss from ordinary
activities (30%)
(1,047,980)
(976,142)
Add/(less)tax effect of:
- non-deductible items
- tax losses not brought to account
- temporary differences not brought to account
Income tax benefit attributable to entity
1,641,408
(542,699)
(50,729)
-
1,536,121
(532,249)
(27,730)
-
Potential deferred tax assets attributable to tax losses carried forward for the company, have
not been brought to account as the directors believe it is not appropriate to regard realisation
of the deferred tax asset as probable. The benefit will only be obtained if:
(cid:149) The group derives future assessable income of a nature and amount sufficient to enable
the benefits from the deductions for the losses to be realised;
(cid:149) The group continues to comply with the conditions for deductibility imposed by the law:
(cid:149) The losses are available under the continuity of ownership or same business tests;
(cid:149) No changes in tax legislation adversely affect the company in realising the benefit from
the deductions for the losses.
The total amount of unused tax losses for which no deferred tax asset has been recognised is
$7,434,426, tax effected at 30% $2,230,328. (2018: $7,632,346 - tax effected $2,289,704).
34
45
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 7: Cash and cash equivalents
Cash at bank and on hand
Consolidated
2019
$
6,311,555
2018
$
8,954,775
Cash at bank and on hand bears floating interest rates. The interest rate relating to cash and
cash equivalents for the year was between nil% and 2.5% (2018: between nil% and 2.5%).
Genetics Signatures Limited has an unused credit card facility with the bank at the year-end
date of $57,000 (2018: $57,000).
Note 8: Trade and other receivables
Consolidated
Current
Trade debtors (a)
Other receivables (b)
2019
$
716,623
145,795
862,418
2018
$
451,437
310,520
761,957
a.
Past due but not impaired and impairment of receivables
Customers with balances past due without provisions for impairment of receivables amount to
$58,195 as at 30 June 2019 ($NIL as at 30 June 2018). The company has recognised a loss
of $NIL (2018: $NIL) in profit or loss in respect of impairment of receivables for the year ended
30 June 2019.
b. Other receivables
These amounts relate to prepayments, accrued interest and net GST refunds receivable. None
of these receivables are impaired or past due but not impaired.
c.
Fair value and credit risk
Due to the short-term nature of these receivables, their carrying value is assumed to
approximate their fair value.
Information about the Company’s exposure to fair value and credit risk in relation to trade and
other receivables is provided in note 26.
Note 9: Inventory
Raw materials
Work in progress
Finished goods
Note 10: Government grant receivable
Consolidated
2019
$
947,447
58,893
347,332
1,353,672
Consolidated
2019
$
Research & Development tax concession
2,146,943
2018
$
707,294
-
473,765
1,181,059
2018
$
2,560,761
35
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 11: Property, plant and equipment
Plant and equipment:
At cost
Less: accumulated depreciation
Movement in plant and equipment is as follows:
Cost at 1 July 2017
Additions
Disposals
Cost at 30 June 2018
Consolidated
2019
$
2018
$
4,209,916
(2,754,468)
1,455,448
Plant &
equipment
$
2,937,564
519,367
-
3,456,931
3,456,931
(2,306,962)
1,149,969
Total
$
2,937,564
519,367
-
3,456,931
Accumulated depreciation 1 July 2017
(1,675,167)
(1,675,167)
Depreciation expense
Disposal of assets
Accumulated depreciation 30 June 2018
(631,795)
-
(2,306,962)
(631,795)
-
(2,306,962)
Carrying amount 30 June 2018
1,149,969
1,149,969
Cost at 1 July 2018
Additions
Transfer from inventory (reclassification)
Disposals
Cost at 30 June 2019
3,456,931
610,687
210,000
(67,702)
4,209,916
3,456,931
610,687
210,000
(67,702)
4,209,916
Accumulated depreciation 1 July 2018
(2,306,962)
(2,306,962)
Depreciation expense
Disposal of assets
Accumulated depreciation 30 June 2019
(470,751)
23,245
(2,754,468)
(470,751)
23,245
(2,754,468)
Carrying amount 30 June 2019
1,455,448
1,455,448
Note 12: Trade and other payables
Current – unsecured
Trade creditors
Other creditors
Consolidated
2019
$
565,241
486,037
1,051,278
2018
$
541,892
232,018
773,910
36
47
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 13: Provisions
Current
Employee benefits
Non-Current
Employee benefits
Note 14: Issued capital
Consolidated
2019
$
490,397
2018
$
425,008
19,262
10,547
Number
$
Opening balance at 1 July 2017:
104,286,937
46,777,792
Movement in ordinary share capital
Buy-back of employee share plan shares
(360,000)
-
Closing balance at 30 June 2018
103,926,937
46,777,792
Movement in ordinary share capital
Repayment of loans over employee share plan
shares
Exercise of employee share options
Less: Share issue costs
-
107,500
201,300
54,550
(5,652)
Closing balance as at 30 June 2019
104,034,437
47,027,990
All fully paid ordinary shares and founder shares have equal voting rights, of one vote per share,
and subject to the prior rights of preference shares, have equal rights to receive dividends in
proportion to the number of ordinary shares shares held.
Note 15: Reserves
Share based payments reserve
Consolidated
Balance 1 July
Transferred to accumulated losses upon forfeiture
Share-based payment expenses
Balance 30 June
2019
$
987,535
(27,777)
453,365
1,413,123
2018
$
871,045
(76,500)
192,990
987,535
The share-based payments reserve is used to recognise the fair value of equity benefits
provided to employees and Directors as part of their compensation.
Foreign currency translation reserve
Consolidated
Balance 1 July
Arising from translation of US subsidiary
Balance 30 June
2019
$
(30,499)
(13,749)
(44,248)
2018
$
(5,242)
(25,257)
(30,499)
The foreign currency translation reserve is used to recognise the exchange difference on the
translation of the US subsidiary into AUD.
37
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 16: Related party transactions
Related parties
(a) The company's main related parties are as follows:
Key management personnel:
Any persons having authority and responsibility for planning, directing and controlling the
activities of the entity, directly or indirectly, including any director (whether executive or
otherwise) of that entity, are considered key management personnel.
Key Management personnel include:
Nickolaos Samaras – Director
John R Melki – Director and Chief Executive Officer
Michael A Aicher – Director
Phillip J Isaacs – Director
Anthony J Radford – Director
Peter L Manley – Chief Financial Officer/Company Secretary
For details of disclosures relating to key management personnel, refer to Note 18.
(b) Transactions with related parties:
There were no related party transactions during the year other than transactions with key
management personnel as part of their remuneration.
Note 17: Share-based payments
Options were issued during the year, pursuant to the Equity Incentive Plan. Fair values at grant
date are determined using a Black-Scholes Option Pricing Model that takes into account the
exercise price, the term of the option, the share price at the grant date, the expected volatility of
the underlying share, and risk free interest rate for the term of the option. The model inputs for
options granted during the year ended 30 June 2019 are noted below:
Grant
date
Expiry
date
Vesting
period
(mths)
Exercise
price
Aug 18
Aug 33
Nov 18
Nov 33
Feb 19
Feb 34
May 19
May 34
48
48
48
48
Share
price at
issue
date
$0.52
Fair
value at
issue
date
$0.45
$0.53
$0.53
$0.66
$0.47
$0.84
$0.95
$0.87
$1.10
$1.04
$0.94
Est.
volatility
Expected
dividend
yield
Average
risk-free
rate
75%
82%
83%
83%
-
-
-
-
3.00%
2.53%
2.53%
2.53%
The company was admitted to the official list on ASX on 30 March 2015. Historical volatility has
been the basis for determining expected share price volatility as it is assumed that this is indicative
of future movements.
38
49
Financial Report
Notes to the financial statements for the financial year ended 30 June 2019
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Employee Share Ownership Plan Shares
Set out below are the summaries of restricted shares and options granted under the plan:
2019
Grant date
Options
October 2016
November 2016
June 2017
October 2017
October 2017
August 2018
November 2018
February 2019
May 2019
Total
Exercise
price
Balance at
beginning of the
year
Granted during the
year
Converted during
the year
Expired/
Forfeited during
the year
Balance at the end
of the year
Number
Vested and
convertible at
year end
$0.52
$0.52
$0.39
$0.34
$0.38
$0.53
$0.53
$0.84
$1.10
730,000
100,000
200,000
455,000
250,000
-
-
-
-
-
-
-
-
-
770,000
200,000
150,000
200,000
(100,000)
(140,000)
-
-
(7,500)
-
-
-
-
-
-
-
-
-
(40,000)
-
-
-
490,000
100,000
200,000
447,500
250,000
730,000
200,000
150,000
200,000
1,735,000
1,320,000
(107,500)
(180,000)
2,767,500
245,000
50,000
100,000
106,250
62,500
-
-
-
-
563,750
$0.45
Weighted average option exercise price
$0.44
$0.65
$0.51
$0.52
Weighted average remaining contractual life of options (years)
$0.53
13.56
Restricted Shares
March 2015
April 2016
Total
Weighted average option exercise price
$0.40
$0.49
3,295,000
240,000
3,535,000
$0.41
-
-
-
$ -
(295,000)
(170,000)
(465,000)
$0.43
Weighted average remaining contractual life of options (years)
-
-
-
$ -
3,000,000
3,000,000
70,000
20,000
3,070,000
3,020,000
$0.40
0.74
$0.40
39
Genetic Signatures Limited – Annual Report 2019
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Employee Share Ownership Plan Shares
Set out below are the summaries of restricted shares and options granted under the plan:
2019
Grant date
Options
October 2016
November 2016
June 2017
October 2017
October 2017
August 2018
November 2018
February 2019
May 2019
Total
Restricted Shares
March 2015
April 2016
Total
$0.52
$0.52
$0.39
$0.34
$0.38
$0.53
$0.53
$0.84
$1.10
$0.40
$0.49
Balance at
Converted during
Forfeited during
Balance at the end
Exercise
beginning of the
Granted during the
the year
the year
price
year
year
of the year
Number
Vested and
convertible at
year end
(100,000)
(140,000)
730,000
100,000
200,000
455,000
250,000
-
-
-
-
-
-
-
-
-
770,000
200,000
150,000
200,000
(7,500)
-
-
-
-
-
-
-
Expired/
(40,000)
-
-
-
-
-
-
-
-
-
-
$ -
490,000
100,000
200,000
447,500
250,000
730,000
200,000
150,000
200,000
$0.53
13.56
245,000
50,000
100,000
106,250
62,500
-
-
-
-
563,750
$0.45
3,000,000
3,000,000
70,000
20,000
3,070,000
3,020,000
$0.40
$0.40
0.74
Weighted average option exercise price
$0.44
$0.65
$0.51
$0.52
Weighted average remaining contractual life of options (years)
1,735,000
1,320,000
(107,500)
(180,000)
2,767,500
Weighted average option exercise price
Weighted average remaining contractual life of options (years)
3,295,000
240,000
3,535,000
$0.41
-
-
-
$ -
(295,000)
(170,000)
(465,000)
$0.43
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
2018
Grant date
Options
October 2016
November 2016
June 2017
October 2017
October 2017
Total
Exercise
price
Balance at
beginning of
the year
Granted during
the year
Converted
during the year
Expired/
Forfeited during
the year
Balance at the end
of the year
Vested and
convertible at
year end
$0.52
$0.52
$0.39
$0.34
$0.38
730,000
100,000
200,000
-
-
1,030,000
$0.49
3,455,000
200,000
240,000
3,895,000
$0.41
-
-
-
455,000
250,000
705,000
$0.35
-
-
-
-
$ -
-
-
-
-
-
-
-
-
-
-
-
-
$ -
$ -
730,000
100,000
200,000
455,000
250,000
1,735,000
$0.44
13.79
182,500
25,000
50,000
-
-
257,500
$0.49
-
-
-
-
-
(160,000)
(200,000)
3,295,000
2,677,208
-
-
-
240,000
130,000
(360,000)
3,535,000
2,807,208
$0.43
$0.41
1.74
$0.40
Weighted average option exercise price
Weighted average remaining contractual life of options (years)
Restricted Shares
March 2015
November 2015
April 2016
Total
$0.40
$0.45
$0.49
Weighted average option exercise price
Weighted average remaining contractual life of options (years)
Restricted shares were offered and funded by an interest free loan from the Group at the time of listing. Restricted shares have vested and can be converted to
ordinary shares following repayment of the loan. An offer to extend expiring loans by 12 months was offered to all participants in 2019, and the majority of holders
took up this offer.
39
40
51
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 18: Key management personnel disclosures
Short-term employee benefits
Non-monetary benefits
Short term incentive
Post-employment benefits
Long-term benefits
Termination benefits
Share based payments
2019
$
736,652
4,894
3,220
77,310
17,711
-
94,044
933,831
2018
$
543,028
4,894
29,938
79,442
15,296
-
57,400
729,998
Key management personnel remuneration has been included in the Remuneration Report section
of the Directors’ Report.
Note 19: Leasing Commitments
Operating lease commitments
Non-cancellable operating leases contracted for but not capitalised in the financial statements
Minimum lease payments payable:
Not later than one year
Later than one year but not later than five years
2019
$
104,625
8,708
113,333
2018
$
102,773
-
102,773
The operating lease commitments relate to the company’s currently licensed research and
development premises with The Heart Research Institute and office equipment.
Note 20: Contingent liabilities
The company does not have any material contingent liabilities at year-end (2018: nil).
Note 21: Events Subsequent to Reporting Date
There has not arisen in the interval between the end of the financial year and the date of this
report any other item, transaction or event of a material and unusual nature likely in the opinion
of the directors of the Company to affect significantly the operations of the Company, the results
of those operations or the state of affairs of the Company in future financial years.
Note 22: Auditors remuneration
BDO East Coast Partnership
Audit and review of financial statements
Other non-audit services
Tax compliance
Consolidated
2019
$
66,140
11,500
15,700
93,340
2018
$
63,881
-
34,940
98,821
41
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 23: Cash Flow Information
(a) Reconciliation of Cash
Cash at the end of the financial year as shown in the
statement of cash flows is reconciled to the related items
in the statement of financial position as follows:
Consolidated
2019
$
2018
$
Cash on hand and at bank
6,311,555
8,954,775
(b) Reconciliation of Loss after Income Tax to net
Cash outflows from Operations
Loss after income tax
(3,491,994)
(3,253,809)
Non cash flows included within loss
Depreciation
Share based payments expenses
Loss on disposal of assets
Transfer inventory to fixed assets
Changes in operating assets and liabilities:
(Increase) in trade and other receivables
Decrease/(increase) in government grant receivable
(Increase) in inventories
Increase in provisions
Increase/(decrease) in payables
470,751
425,589
44,457
(210,000)
(100,460)
413,818
(172,613)
74,104
277,369
631,795
192,990
-
-
(320,618)
(545,123)
(418,461)
82,067
(62,402)
Net cash outflow from operating activities
(2,268,979)
(3,693,561)
Note 24: Subsidiaries
a) Parent entity
Genetic Signatures Limited
b) Controlled entities
Genetic Signatures US Ltd
Country
of incorporation
Australia
Equity holding in
subsidiaries
2019
%
2018
%
USA
100%
100%
42
53
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 25: Parent Entity Financial Information
(a) Summary financial information:
The individual financial statements for the Parent entity show the following aggregate amounts:
Assets
Current Assets
Cash and cash equivalents
Trade and other receivables
Inventory
Government grant receivable
Total Current Assets
Non-Current Assets
Plant and equipment
Total Non-Current Assets
Total Assets
Liabilities
Current Liabilities
Trade and other payables
Provisions
Total Current Liabilities
Non-Current Liabilities
Provisions
Total Non-Current Liabilities
2019
$
2018
$
6,216,641
3,491,398
1,353,672
2,146,943
13,208,654
8,924,960
2,669,779
1,181,059
2,560,761
15,336,559
1,453,497
1,453,497
1,148,117
1,148,117
14,662,151
16,484,676
1,046,855
490,397
1,537,252
760,380
425,008
1,185,388
19,262
19,262
10,547
10,547
Total Liabilities
1,556,514
1,195,935
Net Assets
Equity
Issued capital
Reserves
Accumulated losses
Total Equity
Loss for the year
Other comprehensive income
Total comprehensive income for the year
(b) Summary financial information:
13,105,637
15,288,741
47,027,990
1,413,123
(35,335,476)
46,777,792
987,535
(32,476,586)
13,105,637
15,288,741
(2,858,890)
-
(2,858,890)
(2,597,186)
-
(2,597,186)
The Parent entity did not have any contingent liabilities as at 30 June 2019 or 30 June 2018.
43
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 26: Financial risk management
The company's financial instruments consist mainly of deposits with banks, and accounts
receivable and payable. The totals for each category of financial instruments, measured in
accordance with AASB 9 as detailed in the accounting policies to these financial statements, are
shown at their net fair value.
Net Fair Value
The fair values of financial assets and financial liabilities are presented in the following table and
can be compared to their carrying values as presented in the statement of financial position. Fair
values are those amounts at which an asset could be exchanged, or a liability settled, between
knowledgeable, willing parties at arm's length transaction.
Fair values derived may be based on information that is estimated or subject to judgment, where
changes in assumptions may have material impact on the amounts estimated.
Financial assets
Cash and cash equivalents
Trade and other receivables
Total Financial Assets
Financial Liabilities
Trade creditors
Other creditors
Total Financial Liabilities
Net
Carrying
Value 2019
$
6,311,555
862,418
7,173,973
Net Fair
Value 2019
$
6,311,555
862,418
7,173,973
Net
Carrying
Value 2018
$
8,954,775
761,957
9,716,732
Net Fair
Value 2018
$
8,954,775
761,957
9,716,732
565,241
486,037
1,051,278
565,241
486,037
1,051,278
541,892
232,018
773,910
541,892
232,018
773,910
The values disclosed in the above table have been determined based on the following
methodologies:
(i) Cash and cash equivalents, trade and other receivables and trade and other payables are
short-term instruments in nature whose carrying value is equivalent to fair value.
Interest Rate Risk
The company's main interest rate risk arises from the cash balance which is invested at variable
rates.
Sensitivity
Significant changes in market interest rates may have an effect on the Company's income and
operating cash flows. The Company manages its cash flow interest rate risk by placing excess
funds in term deposits.
Based on the cash held at reporting date, the sensitivity to a 1% increase or decrease in interest
rates would increase/(decrease) after tax profit by $63,116 (2018: $89,547).
44
55
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Credit risk
Credit risk arises from cash and cash equivalents and deposits with banks and financial
institutions, as well as credit exposure to domestic customers, including outstanding receivables
and committed transactions. The Company has no significant concentrations of credit risk. The
Company has policies in place to ensure that sales of products and services are made to
customers with an appropriate credit history. The majority of customers have long term
relationships with the Company and sales are secured with supply contracts. Sales are secured
by letters of credit when deemed appropriate. The Company has policies that limit the maximum
amount of credit exposure to any one financial institution.
The credit quality of financial assets that are neither past due nor impaired can be assessed by
reference to historical information about counterparty default rates. The table below summarises
the assets which are subject to credit risk.
Financial assets
Cash and cash equivalents
Trade and other receivables
Total Financial Assets
Consolidated
2019
$
6,311,555
862,418
7,173,973
2018
$
8,954,775
761,957
9,716,732
The group applies the AASB 9 simplified approach to measuring expected credit losses which
uses a lifetime expected loss allowance for trade receivables. Further detail is explained in
Note 1(u).
Liquidity Risk
Liquidity Risk arises from the possibility that the company might encounter difficulty in settling its
debts or otherwise meeting its obligations related to financial liabilities. The company manages
this risk through the following mechanisms
-
preparing forward-looking cash flow analysis in relation to its operational, development
and financing activities;
obtaining funding from a variety of sources including equity issues;
only investing surplus cash with major financial institutions.
-
-
45
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Financial liability maturity analysis
2019
Financial liabilities due for payment
Trade and other payables
Total expected outflows
2018
Financial liabilities due for payment
Trade and other payables
Total expected outflows
Note 27: Capital Risk Management
Within 1
Year
$
1 to 5
Years
$
Total
$
1,051,278
1,051,278
Within 1
Year
$
773,910
773,910
1 to 5
Years
$
-
-
-
-
1,051,278
1,051,278
Total
$
773,910
773,910
The company’s objective when managing capital is to safeguard the ability to continue as a
going concern so that they can provide returns to shareholders and benefits to other
stakeholders and to maintain an optimal capital structure.
Management effectively manages the company’s capital by assessing the company’s financial
risks and adjusting its capital structure in response to changes in these risks and the market.
There were no externally imposed capital requirements during the year.
46
57
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Notes to the financial statements for the financial year ended 30 June 2019
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE FINANCIAL YEAR ENDED 30 JUNE 2019
Note 28. Earnings per share
Loss after income tax
Loss after income tax attributable to the owners of Genetic
Signatures Limited
Weighted average number of ordinary shares used in calculating
basic earnings per share
Adjustments for calculation of diluted earnings per share:
Options over ordinary shares
Consolidated
2019
$
2018
$
(3,491,994)
(3,253,809)
(3,491,994)
(3,253,809)
Number
Number
103,992,875 103,954,585
-
-
Weighted average number of ordinary shares used in calculating
diluted earnings per share
103,992,875 103,954,585
Basic loss per share
Diluted loss per share
Cents
Cents
(3.36)
(3.36)
(3.13)
(3.13)
47
Genetic Signatures Limited – Annual Report 2019
Financial Report
GENETIC SIGNATURES LIMITED
ABN: 30 095 913 205
Directors’ Declaration
DIRECTORS' DECLARATION
In the directors' opinion:
●
●
●
●
the attached financial statements and notes thereto comply with the Corporations Act 2001, the Australian
Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting
requirements;
the attached financial statements and notes thereto comply with International Financial Reporting Standards
as issued by the International Accounting Standards Board as described in note 1 to the financial statements;
the attached financial statements and notes thereto give a true and fair view of the consolidated entity’s
financial position as at 30 June 2019 and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the company will be able to pay its debts as and when they
become due and payable.
The directors have been given the declaration required by section 295A of the Corporation Act 2001. Signed
in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001.
On behalf of the directors
John Melki
Director
Sydney, 28 August 2019
48
59
Independent Auditor’s Report
Tel: +61 2 9251 4100
Fax: +61 2 9240 9821
www.bdo.com.au
Level 11, 1 Margaret St
Sydney NSW 2000
Australia
INDEPENDENT AUDITOR'S REPORT
To the members of Genetic Signatures Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Genetic Signatures Limited (the Company) and its subsidiaries
(the Group), which comprises the consolidated statement of financial position as at 30 June 2019, the
consolidated statement of profit or loss and other comprehensive income, the consolidated statement
of changes in equity and the consolidated statement of cash flows for the year then ended, and notes
to the financial report, including a summary of significant accounting policies and the directors’
declaration.
In our opinion the accompanying financial report of the Group, is in accordance with the Corporations
Act 2001, including:
(i)
Giving a true and fair view of the Group’s financial position as at 30 June 2019 and of its
financial performance for the year ended on that date; and
(ii)
Complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under
those standards are further described in the Auditor’s responsibilities for the audit of the Financial
Report section of our report. We are independent of the Group in accordance with the Corporations
Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s
APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance
with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been
given to the directors of the Company, would be in the same terms if given to the directors as at the
time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis
for our opinion.
BDO East Coast Partnership ABN 83 236 985 726 is a member of a national association of independent entities which are all members of BDO Australia Ltd
ABN 77 050 110 275, an Australian company limited by guarantee. BDO East Coast Partnership and BDO Australia Ltd are members of BDO International Ltd,
a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved
under Professional Standards Legislation, other than for the acts or omissions of financial services licensees.
Genetic Signatures Limited – Annual Report 2019
Independent Auditor’s Report
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters.
Revenue Recognition
Key audit matter
How the matter was addressed in our audit
As disclosed in Note 1 (u), the Group’s
revenue is derived primarily from the sale
of products used in the routine detection
of infectious diseases with revenue being
recognised at a point in time when the
customer obtains control of the Group’s
product which typically occurs upon
delivery to the customer.
The recognition of revenue was
considered a key audit matter as it is a
key performance indicator to the users of
the financial statements and as such is of
high interest to stakeholders.
To determine whether revenue was appropriately
accounted for and disclosed within the financial
statements, we undertook, amongst others, the
following audit procedures:
•
•
•
•
Evaluated the revenue recognition policies for
all material sources of revenue and from our
detailed testing performed below, ensured that
revenue was being recognised appropriately, in
line with Australian Accounting Standards and
policies disclosed within the financial
statements. This included ensuring that revenue
was recognised in accordance with the
requirements of AASB 15: Revenue from
Contracts with Customers.
Substantively tested a sample of revenue
transactions throughout the financial year,
tracing sales invoices to supporting sales
documentation, shipping documentation and
cash receipts.
Detailed analytical procedures were performed
in respect to trends in sales and gross margins in
comparison to the prior period, budget and our
expectations.
Performed detailed cut-off testing to ensure
that revenue transactions around the year end
had been recorded in the correct period.
61
Independent Auditor’s Report
Accounting for share-based payment arrangements
Key audit matter
How the matter was addressed in our audit
As disclosed in Note 17, the Group issued further
share options during the period in addition to
granting an extension of the repayment terms on
the existing limited recourse loans over restricted
shares on issue to employees and key
management personnel pursuant to the Group’s
Equity Incentive Plan (‘EIP’).
These share-based payment arrangements are a
complex accounting area which include
assumptions utilised in the fair value calculation
and estimation regarding the number of
restricted shares and options that are ultimately
expected to vest. The arrangements are also used
to incentivise and motivate employees and key
management personnel and are therefore
considered of high interest to shareholders.
Due to these factors, we considered this area a
key audit matter.
To determine whether the share-based payment
arrangements had been appropriately accounted
for and disclosed, we undertook, amongst
others, the following audit procedures:
•
•
•
•
•
Considered whether the Group used an
appropriate model in valuing the
restricted shares and options.
Reviewed the individual EIP agreements,
market announcements and board
minutes to ensure all new EIP restricted
shares or options issued during the year
had been accounted for.
Substantively tested a sample of limited
recourse loans repaid during the
financial year to cash receipts and
supporting documentation.
Evaluated management’s assumptions
used in the calculation being interest
rate, volatility, the expected vesting
period, the probability of achievement
and the number of restricted shares and
options expected to vest.
Evaluated the adequacy and accuracy of
the disclosure of the share-based
payment arrangements within the
financial report including disclosures
comprising key management personnel
remuneration.
Other information
The directors are responsible for the other information. The other information comprises the
information in the Directors’ Report (excluding the audited Remuneration Report section) for the year
ended 30 June 2019, but does not include the financial report and the auditor’s report thereon, which
we obtained prior to the date of this auditor’s report, and the Annual Report to Shareholders, which is
expected to be made available to us after that date.
Our opinion on the financial report does not cover the other information and we do not express any
form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
and, in doing so, consider whether the other information is materially inconsistent with the financial
report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
Genetic Signatures Limited – Annual Report 2019
Independent Auditor’s Report
If, based on the work we have performed on the other information that we obtained prior to the date
of this auditor’s report, we conclude that there is a material misstatement of this other information,
we are required to report that fact. We have nothing to report in this regard.
When we read the Annual Report to Shareholders, if we conclude that there is a material misstatement
therein, we are required to communicate the matter to the directors and will request that it is
corrected. If it is not corrected, we will seek to have the matter appropriately brought to the
attention of users for whom our report is prepared.
Responsibilities of the directors for the Financial Report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or has no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of this financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at:
http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf
This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in the directors’ report under the heading
‘Remuneration Report’ for the year ended 30 June 2019.
In our opinion, the Remuneration Report of Genetic Signatures Limited, for the year 30 June 2019,
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with
Australian Auditing Standards.
63
Independent Auditor’s Report
Genetic Signatures Limited – Annual Report 2019
BDO East Coast Partnership Martin Coyle Partner Sydney, 28 August 2019 Shareholder Information
Additional Information Required Under ASX Listing Rules
The additional information required by the Australian Securities Exchange (ASX) and not shown elsewhere in this
report is set out below. The information is current at 08 October 2019.
Issued Capital
As at 08 October 2019, the company had 104,059,437 fully paid shares on issue.
Distribution of Equity Securities
Analysis of numbers of equity security holders for GSS fully paid ordinary shares (including the escrowed shares)
by size of holding:
Securities
Employee Share Plan - Restricted
Fully Paid Ordinary Shares
Fully Paid Ordinary Shares Company Escrowed
Holdings Ranges
1-1,000
1,001-5,000
5,001-10,000
10,001-100,000
100,001-
Totals
Holders
94
186
118
341
83
822
Total Units
51,805
589,093
1,006,727
12,169,973
90,241,839
104,059,437
%
0.05
0.57
0.97
11.70
86.72
100.00
Unmarketable Parcel of Shares
The number of individual shareholders holding less than a marketable parcel of shares was
36 (a total of 3,526 shares held by 36 shareholders).
786 fully paid ordinary shares comprise a marketable parcel at GSS’ closing share price
of $1.05 as at 08 October 2019.
65
Shareholder Information
Equity Security Holders
The names of the twenty largest holders of quoted securities are listed below:
Name/Address 1
ASIA UNION INVESTMENTS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSCO ECA
UBS NOMINEES PTY LTD
DR NICK SAMARAS AND ASSOCIATED ENTITIES
BRAHAM CONSOLIDATED PTY LTD
1.
2.
3.
4.
5.
6. MR PHILLIP ISAACS AND ASSOCIATED ENTITIES
7.
8.
9.
CAPITAL CONCERNS PTY LIMITED
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
DR JOHN MELKI
10. S LOADER PTY LTD
11. DR DOUG MILLAR
12. BRAHAM INVESTMENTS PTY LTD
13.
IDOLLINK PTY LTD
14. DAZANE PTY LTD
15. HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
16. MR ALISTAIR DAVID STRONG
17. MIKE ANTON AICHER
18. LUJETA PTY LTD
19. QUICKINVEST PTY LTD
20. BURTOH VENTURES PTY LIMITED
21. MR GREGORY PAUL YEATMAN
Balance as at
08-10-2019
37,857,387
18,934,528
%
36.381%
18.196%
5,294,246
2,000,000
1,610,013
1,553,127
1,328,810
1,281,700
1,096,000
1,057,380
870,000
815,143
776,914
752,544
699,321
650,000
645,785
600,000
558,862
500,000
500,000
5.088%
1.922%
1.547%
1.493%
1.277%
1.232%
1.053%
1.016%
0.836%
0.783%
0.747%
0.723%
0.672%
0.625%
0.621%
0.577%
0.537%
0.480%
0.480%
Total Securities of Top 20 Holdings
Total of Securities
79,381,760
76.285%
104,059,437
Genetic Signatures Limited – Annual Report 2019
Shareholder Information
Substantial Holders
Substantial holders
ASIA UNION INVESTMENTS PTY LTD
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSCO ECA
Number of Ordinary
Shares Held
% of total
shares issued
37,857,387
18,934,528
36.381%
18.196%
On-Market Buy Back
There is no current on-market buy back.
Voting Rights
The voting rights attached to ordinary shares are set out below:
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll
each shares shall have one vote.
There are no other classes of equity securities.
Voluntary Escrow
There are no shares subject to voluntary escrow.
Stock Exchange Listing
GSS securities are only listed on the ASX.
Company Secretary:
Peter Manley
Share Registry
BoardRoom Pty Limited
Level 12, 225 George Street
Sydney NSW 2000
T: 1300 737 760 (within Australia)
T: +61 2 9290 9600 (from overseas)
Principal registered office in Australia
7 Eliza St
Newtown NSW 2042
67
Australasia and Asia Pacific
Genetic Signatures Ltd
7 Eliza Street Newtown
NSW 2042 Australia
Phone: +61 2 9870 7580
Email: info@geneticsignatures.com
Web: www.geneticsignatures.com
European and Emerging Markets
European Enquiries
Email: europe@geneticsignatures.com
European Technical Support
Email: techsupport@geneticsignatures.com
US and North America Operations
US and North America Enquiries
Email: northamerica@geneticsignatures.com
US and North America Technical Support
Email: techsupport@geneticsignatures.com
ISO:13485:2016
certified quality management systems
1019 GSL310