Hazer Group Limited
Appendix 4E
Final report
1. Company details
Name of entity:
ABN:
Reporting period:
Previous period:
Hazer Group Limited
40 144 044 600
For the year ended 30 June 2019
For the year ended 30 June 2018
2. Results for announcement to the market
Revenues from ordinary activities
up
109% to
1,669,368
Loss from ordinary activities after tax attributable to the owners of Hazer
Group Limited
down
60%
to
4,396,377
Loss for the year attributable to the owners of Hazer Group Limited
down
60% to
4,396,377
Dividends
$
Final dividend for the year ended 30 June 2019
Interim dividend for the year ended 30 June 2019
No dividend has been declared.
Comments
The loss for the Company amounted to $4,396,377 (30 June 2018: $11,009,331).
Amount per
security
Cents
Franked
amount per
security
Cents
0.0
0.0
0.0
0.0
Losses after income tax decreased by 60% on the prior year largely due to the Company incurring lower non-cash
expenditure offset by a 116% increase in research and development tax rebate revenue. Cash-based operating expenses
for administration, consulting and research and employees decreased by 14% to $4,354,439 (30 June 2018: $5,057,946)
following steps taken to consolidate offices and employees in Perth, Western Australia.
Non-cash expenses in the year decreased by 75% to $1,708,942 (30 June 2018: $6,747,979) largely due to the reduction in
the share-based payments expense. Share-based payments in the prior year included a $3,672,579 expense for the issue
of 11,500,000 Series B Options upon exercise of the Series A Options. The Series A Options, issued prior to the Company’s
listing on the Australian Securities Exchange, were primary Options which upon exercise resulted in the issue of one ordinary
share and one Series B Option (a secondary Option).
Research and development activities undertaken during the year included:
• operation and testing of the Hazer Process using the Hazer Fluidised Bed Reactor Pilot Plant;
•
completion of Front-End Engineering and Design studies for an initial Commercial Demonstration Project and an
initial Concept Study for a commercial-scale Hazer Plant; and
supporting strategic partner Mineral Resources Limited (ASX: MIN) to construct and commission their owned and
operated Paddle Tube Reactor Pilot Plant being developed under a Collaboration Agreement.
•
The Company’s cash and cash-equivalent were $6,003,608 at 30 June 2019 (30 June 2018: $6,185,009) and net assets at
30 June 2019 were $5,834,306 (30 June 2018: $6,884,346).
The operating cash outflow for the year decreased by 42% to $2,570,069 (30 June 2018: $4,407,006) due to lower overall
expenditure and a 90% increase in the research and development tax rebate received during the year to $1,639,241 (30
June 2018: $863,821). Investing cash outflows of $42,719 (30 June 2018: $462,582) related to plant and equipment
purchases, with the prior year including parts and engineering services associated with the optimisation of the Hazer
Fluidised Bed Reactor Pilot Plant.
For personal use only
Hazer Group Limited
Appendix 4E
Final report
Financing cash inflows decreased by 16% to $2,431,387 (30 June 2018: $2,910,146). Funds were generated during the year
from the exercise of 4,237,183 listed options (ASX: HZRO) ($0.30 exercise price) and 4,721,428 unlisted Series C options
($0.25 exercise price) which raised a total of $2,451,512 before share issue costs. The principal capital raising activity during
the prior year was the exercise of 11,500,000 Series A Options ($0.25 exercise price) which raised $2,875,000 before share
issue costs.
As an early-stage company, the Company’s business model highly depends on the achievement of continued technical
development success, future funding, customer engagement and general financial and economic factors.
Reporting
period
Cents
Previous
period
Cents
6.00
6.90
3. Net tangible assets
Net tangible assets per ordinary security
4. Control gained over entities
Not applicable.
5. Loss of control over entities
Not applicable.
6. Details of associates and joint venture entities
Not applicable.
7. Audit qualification or review
The financial statements have been audited and an unqualified opinion has been issued.
8. Attachments
The Annual Report of Hazer Group Limited for the year ended 30 June 2019 is attached.
9. Signed
Signed ______________________________
Date: 27 August 2019
Geoff Ward
Managing Director
For personal use only
Hazer Group Limited
ABN 40 144 044 600
Annual Report – 30 June 2019
For personal use only
CORPORATE DIRECTORY
Directors
Tim Goldsmith (Non-Executive Chairman)
Danielle Lee (Non-Executive Director)
Andrew Harris (Non-Executive Director)
Mike Grey (Non-Executive Director) – appointed 30 April 2019
Geoff Ward (Executive Director) - appointed 30 April 2019
Company secretary
Emma Waldon
Registered office
Principal place of business
Share register
Level 9, 99 St Georges Terrace
Perth WA 6000
Level 9, 99 St Georges Terrace
Perth WA 6000
Link Market Services Limited
178 St Georges Terrace
Perth WA 6000
Auditor
Solicitors
Bankers
RSM Australia Partners
Level 32, Exchange Tower, 2 The Esplanade
Perth WA 6000
Fairweather Corporate Lawyers
595 Stirling Highway
Cottesloe WA 6011
Commonwealth Bank of Australia
150 St Georges Terrace
Perth WA 6000
Stock exchange listing
Hazer Group Limited shares are listed on the Australian Securities Exchange (ASX
code: HZR)
Website
3
Twww.hazergroup.com.au
Corporate Governance Statement
http://www.hazergroup.com.au/about/corporate-governance
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
1
T
3
1
CHAIRMAN’S LETTER
Dear Shareholder
On behalf of the Board, I am pleased to present the 2019 Annual Report to shareholders.
During the past year, the Company made significant progress towards the commercialisation of the Hazer Process and its
stated objective of reaching a final investment decision on a Hazer Commercial Demonstration Plant (CDP) during the second
half of calendar year 2019. The CDP will be the first fully integrated, operational production facility based on the Hazer Process
and represents the key next step in fully commercialising the Hazer technology.
Pursuing the scale-up of the Hazer technology through a commercial demonstration site is a key platform of our strategy to
commercialise the Hazer technology. It will allow us to demonstrate the safe and efficient scale-up of our technology, provide
a reference site to future customers, and establish initial markets for graphite products. We believe this will position us well
to capture opportunities in the emerging market for low mission hydrogen servicing the transport sector, clean heating and
power services and, later, low carbon industrial processes.
In 2019 we also continued our collaboration with strategic partner Mineral Resources Limited (ASX: MIN) to develop a
synthetic graphite plant based on the Hazer Process. We are also very pleased with the strong collaborative relationship
established with Mineral Resources and congratulate them on the successfully commissioning their PTR Pilot Plant and the
production of high-quality graphite from the initial production runs. Under our Binding Co-operation Agreement, Mineral
Resources are developing a Mineral Resources owned-and-operated, commercial-scale, synthetic graphite production facility
based on the Hazer Process in a staged process. Stage 1 comprises the development of a pilot facility. Hazer looks forward
to continuing to work closely with Mineral Resources to deliver Stage 2 and Stage 3 of the development following completion
of the test program.
During the year, Hazer appointed Geoff Ward as Chief Executive Officer and, subsequently, as Managing Director. Under
Geoff’s leadership, the Company has strong relationships with a number of leading potential partners, which positions Hazer
well as it moves towards reaching a final investment decision on a CDP and to develop commercial opportunities in the
emerging markets for low-emission hydrogen.
Finally, I would like to welcome Mike Grey, Chief Operating Officer – Mining Services, Mineral Resources Limited to the Board.
Mike replaces Simon Rushton as Mineral Resources’ nominated Director, following Simon’s resignation from Mineral
Resources Limited. I thank Simon for his significant contribution to Hazer during his time as a Non-Executive Director. We
look forward to continuing our collaborative relationship with Mike Grey who is well known to the Hazer team through his role
as the Mineral Resources executive responsible for their Pilot Plant project.
I look forward to your continued support as a shareholder as the Company continues its commercialisation activities.
Yours faithfully
Mr Tim Goldsmith
Non-Executive Chairman
Hazer Group Limited
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
MANAGING DIRECTOR’S REPORT
ABOUT HAZER GROUP
Hazer Group Limited (“Hazer” or the “Company”) is the commercialisation entity for the Hazer Process – a potential low-cost,
low-emission novel hydrogen-and-graphite production technology, originally developed at the University of Western Australia.
Low-emission hydrogen and graphite are both key products in a de-carbonising economy, and there is a significant global
focus on developing a hydrogen economy as part of a transition to a low-carbon environment.
The Hazer Process enables the production of hydrogen from methane in an environmentally friendly process together with
the production of high-purity graphite. The Hazer Process captures the full value of feedstock by producing two valuable
products without creating CO2 in the process.
The Hazer Process has several distinguishing features from existing commercial hydrogen-production technologies that are
either high in emissions or expensive. The features include the use of iron ore/iron oxide as a low-cost catalyst for the process;
the co-production of high-purity graphite; and the avoidance of a significant proportion of the CO2 emissions associated with
traditional hydrogen-production systems.
During the year, the Company made significant progress on its development pathways to commercialise the Hazer Process.
DEVELOPMENT PATHWAYS
Hazer undertook dual development pathways during the year, those being the operation of a Hazer-owned Pressurised
Fluidised Bed Reactor (FBR) Pilot Plant and a collaboration with strategic partner Mineral Resources Limited (Mineral
Resources) (ASX: MIN) on the development of their Paddle Tube Reactor (PTR) Pilot Plant focussed on higher-purity graphite
production.
Hazer Development Pathway
Hazer had a productive year with respect to operations of the Hazer-owned FBR Pilot Plant and development of the
engineering studies and planning required for a Hazer Commercial Demonstration Plant (CDP). The CDP will be the first fully
integrated, operational production facility based on the Hazer Process and represents the key next step in fully
commercialising the Hazer technology.
A Front-End Engineering and Design (FEED) study for the CDP was completed and identified an effective process design that
supports the scale-up and rollout of a fully functional, integrated Hazer plant based on the positive pilot results. The CDP is
designed for a capacity of ~100 tpa of hydrogen (~375 tpa of graphite). The CDP is estimated to have a capital cost of ~$15
million (+/- 30% level).
The positive results from the FEED study enabled the Company to commence discussions with potential offtake and funding
partners for the CDP. In May 2019, Hazer agreed a Memorandum of Understanding (MOU) with Water Corporation to
collaborate on the development of a 100 ton per annum, low-emission hydrogen production facility based on Hazer’s
proprietary production technology at the Woodman Point Wastewater Treatment Plant in Western Australia. Wastewater
treatment plants are significant producers of biogas as they manage the reduction and safe disposal of organic wastes. The
potential to use biogas as the feedstock to produce two high-value products (hydrogen and graphite) represents a significant
opportunity to reduce emissions. It also increases the value of waste-to-resource recovery and provides a valuable local
source of renewable hydrogen as a transport fuel, industrial feedstock or source of renewable energy.
Hazer appointed Primero Group Limited in July 2019 as its preferred engineering partner for the CDP under an Early
Contractor Involvement (ECI) scope of work. This is a very positive step for the project and indicates our confidence in being
able to secure further project agreements in the near term. Discussions with potential hydrogen offtake partners and project
funders are continuing. The Company remains focussed on securing the necessary agreements to commit to full project
development in the second half of calendar year 2019 and commencement of CDP operations by the end of calendar year
2020.
A further test program is underway for the Hazer FBR Pilot Plant which is now co-located at the Mineral Resources site at
Kwinana, Western Australian. The results of the test program will support ongoing CDP and commercial-scale Hazer Plant
development studies.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
MANAGING DIRECTOR’S REPORT
Mineral Resources Limited Collaboration
In December 2017, Hazer and Mineral Resources executed a binding Co-Operation Agreement to work together for the
purposes of developing and commercialising the Hazer Process. Under the terms of the agreement, Mineral Resources is
providing all capital required for a staged development project for graphite production. Hazer has provided Mineral Resources
with access to the existing Hazer IP portfolio, technical assistance and support.
Commissioning of the Stage 1 Mineral Resources Paddle Tube Reactor (PTR) Pilot Plant was completed during the year.
Initial production runs have successfully produced high-quality graphite with a purity of >95% (Total Graphitic Carbon).
Mineral Resources will now undertake a detailed pilot plant test program to determine the capability of the PTR design and
derive the engineering and performance data needed to establish the design and performance parameters of the commercial-
scale plant envisaged in Stage 2 and Stage 3 of the Binding Co-Operation Agreement.
Looking ahead, the key focus of the Company’s collaboration with Mineral Resources will be on the delivery and analysis of
this pilot plant test program, and supporting Mineral Resources as required in taking their decision to continue to Stage 2 of
the strategic partnership. Under Stage 2, Mineral Resources will design, construct and own an initial small-scale graphite plant
(based on the Hazer Process) to supply graphite to initial commercial customers.
Subject to securing sufficient customer support, the plant will expand to a nominal target capacity of 10,000 tpa of graphite
under Stage 3 of the Co-Operation Agreement. As we progress to Stage 2, Hazer and Mineral Resources will agree the full
commercial terms of the licensing agreement to use the Hazer Process, including details of the proposed royalty agreement.
INTELLECTUAL PROPERTY
Hazer has implemented a sound strategy to progress existing patent applications and identify additional intellectual property.
During the year, Hazer was granted its first two Australian Patents covering elements of the Hazer Process: “A process for
producing hydrogen and graphitic carbon from hydrocarbons”, and “A process of controlling the morphology of graphite”.
Hazer also received acceptance of its first international patent in South Africa: “A process of controlling the morphology of
graphite”.
The Australian Patents, in conjunction with two previous Australian Innovation Patents, provide broad, enforceable protection
for Hazer’s core technologies in Australia. Remaining patent applications remain ongoing, pursuant to the normal procedures
and timelines of the relevant patent organisations.
CORPORATE
The Company made significant progress on its development pathways during the year whilst maintaining cash reserves at $6
million. Operations during the year were broadly funded via a $1.6 million R&D Tax Incentive rebate and $2.45 million from
the exercise of options held by listed option holders, including strategic partner Mineral Resources, and unlisted options held
by current and former Directors and management. The Australian Federal Government’s R&D Tax Incentive program provides
a cash refund on eligible research and development activities performed by Australian companies and is an important program
that strongly supports Australian innovation. The Company remains well funded to execute its key strategic objectives for the
coming year and progress towards a final investment decision on the CDP in the second half of calendar year 2019.
Finally, I was personally pleased to be appointed to the position of Managing Director in April 2019, after commencing as the
Company’s Chief Executive Officer in October 2018. I continue to see significant opportunity for Hazer in the growing hydrogen
economy and graphite markets and look forward to providing updates on our progress over the course of the year.
Mr Geoff Ward
Managing Director and Chief Executive Officer
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only DIRECTORS’ REPORT
The Directors present their report, together with the financial statements, on Hazer Group Limited (referred to hereafter as
‘the Company') for the year ended 30 June 2019.
Directors
The following persons were Directors of Hazer Group Limited during the whole of the financial year and up to the date of this
report, unless otherwise stated:
Tim Goldsmith
Danielle Lee
Andrew Harris
Simon Rushton - resigned 30 April 2019
Mike Grey - appointed 30 April 2019
Geoff Ward - appointed 30 April 2019
Principal activities
During the financial year, the principal continuing activities of the Company consisted of research and development of novel
graphite-and-hydrogen-production technology.
The Company has intellectual property rights to a technology (the ‘Hazer Process’) which enables the production of hydrogen
gas from the thermo-catalytic decomposition of methane (natural gas) with negligible carbon dioxide emissions and the co-
production of a high-purity graphite product.
Dividends
There were no dividends paid during the year.
Review of operations
The loss for the Company amounted to $4,396,377 (30 June 2018: $11,009,331).
Losses after income tax decreased by 60% on the prior year largely due to the Company incurring lower non-cash
expenditure offset by a 116% increase in research and development tax rebate revenue. Cash-based operating expenses
for administration, consulting and research and employees decreased by 14% to $4,354,439 (30 June 2018: $5,057,946)
following steps taken to consolidate offices and employees in Perth, Western Australia.
Non-cash expenses in the year decreased by 75% to $1,708,942 (30 June 2018: $6,747,979) largely due to the reduction in
the share-based payments expense. Share-based payments in the prior year included a $3,672,579 expense for the issue
of 11,500,000 Series B Options upon exercise of the Series A Options. The Series A Options, issued prior to the Company’s
listing on the Australian Securities Exchange, were primary Options which upon exercise resulted in the issue of one ordinary
share and one Series B Option (a secondary Option).
Research and development activities undertaken during the year included: operation and testing of the Hazer Process using
the Hazer Fluidised Bed Reactor Pilot Plant; completion of Front-End Engineering and Design studies for an initial
Commercial Demonstration Project and an initial Concept Study for a commercial-scale Hazer Plant; and supporting strategic
partner Mineral Resources Limited (ASX: MIN) to construct and commission their owned-and-operated Paddle Tube Reactor
Pilot Plant being developed under a Collaboration Agreement.
The Company’s cash and cash equivalent were $6,003,608 at 30 June 2019 (30 June 2018: $6,185,009), and net assets at
30 June 2019 were $5,834,306 (30 June 2018: $6,884,346).
The operating cash outflow for the year decreased by 42% to $2,570,069 (30 June 2018: $4,407,006) due to lower overall
expenditure and a 90% increase in the research and development tax rebate received during the year to $1,639,241 (30
June 2018: $863,821). Investing cash outflows of $42,719 (30 June 2018: $462,582) related to plant and equipment
purchases, with the prior year including parts and engineering services associated with the optimisation of the Hazer
Fluidised Bed Reactor Pilot Plant.
Financing cash inflows decreased by 16% to $2,431,387 (30 June 2018: $2,910,146). Funds were generated during the year
from the exercise of 4,237,183 listed options (ASX: HZRO) ($0.30 exercise price) and 4,721,428 unlisted Series C options
($0.25 exercise price) which raised a total of $2,451,512 before share issue costs. The principal capital raising activity during
the prior year was the exercise of 11,500,000 Series A Options ($0.25 exercise price) which raised $2,875,000 before share-
issue costs.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only DIRECTORS’ REPORT
As an early-stage company, the Company’s business model is highly dependent on the achievement of continued technical
development success, future funding, customer engagement and general financial and economic factors.
Significant changes in the state of affairs
There were no significant changes in the state of affairs of the Company during the financial year.
Matters subsequent to the end of the financial year
No matter or circumstance has arisen since 30 June 2019 that has significantly affected, or may significantly affect, the
Company's operations, the results of those operations, or the Company's state of affairs in future financial years.
Likely developments and expected results of operations
Information on likely developments in the operations of the Company and the expected results of operations have not been
included in this report because the Directors believe it would be likely to result in unreasonable prejudice to the Company.
Environmental regulation
The Company is not subject to any significant environmental regulation under Australian Commonwealth or State law.
Information on directors
Name:
Title:
Qualifications:
Experience and expertise:
Length of service:
Other current directorships:
Tim Goldsmith
Non-Executive Chairman (Independent Director)
Bachelor of Commerce from the Polytechnic of North London (now North London
University). Member of the Institute of Chartered Accountants Australia and New
Zealand.
Tim was previously a partner at global professional
firm
PricewaterhouseCoopers (PwC) for over 20 years. Tim held multiple roles during his
PwC career and is best known for leading PwC’s global mining team, with more than
2,000 partners and staff in more than 100 mining countries. During his tenure as Global
Mining Leader, Tim was also responsible for PwC’s thought leadership on the future of
the mining industry and was a well-known presenter at mining conferences around the
globe. Tim was an early participator in the China growth story and initiated a China
focus in 2002 that lead to PwC’s Australia China desk, which is known throughout
China today. As National China Desk Leader, Tim worked extremely closely with many
state-owned and private Chinese investors and companies to facilitate Chinese foreign
investment in Australian mining and other assets.
Director since 24 July 2017
Chairman of Angel Seafood Holdings Limited (ASX: AS1) and Non-Executive Director
of Costa Group Holdings Ltd (ASX: CGC).
services
Former directorships (last 3 years): Chairman of Kopore Metals Limited (ASX: KMT)
Special responsibilities:
Member of the Audit and Risk Committee and Member of Remuneration and
Nomination Committee
970,922
3,750,000 (Unlisted options)
None
Interests in shares:
Interests in options:
Contractual rights to shares:
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ REPORT
Name:
Title:
Qualifications:
Experience and expertise:
Danielle Lee
Non-Executive Director (Independent Director)
Bachelor of Economics from the University of Western Australia, Bachelor of Laws from
the University of Western Australia (first class honours)
Danielle is an experienced corporate lawyer more than 23 years’ experience shared
between private law firms and the Australian Securities Exchange. She has a broad
range of skills and legal experience in the areas of corporate advisory, governance and
equity capital markets. She has advised a range of Australian public and private
companies in a range of industries on corporate transactions including capital raisings,
ASX listings, business and share acquisitions, shareholder agreements and joint
venture arrangements.
Director since 16 September 2015
Non-Executive Director of Ocean Grown Abalone Ltd (ASX: OGA)
Chair of Audit and Risk Committee and Member of Remuneration and Nomination
Committee
550,000
550,000 (Unlisted options)
None
Length of service:
Other current directorships:
Former directorships (last 3 years): None
Special responsibilities:
Interests in shares:
Interests in options:
Contractual rights to shares:
Experience and expertise:
Name:
Title:
Qualifications:
Andrew Harris
Non-Executive Director (Independent Director)
PhD in engineering from the University of Cambridge and undergraduate degrees in
engineering and science from the University of Queensland. A Fellow of the Institution
of Chemical Engineers and Engineers Australia and a member of the Australian
Institute of Company Directors
Dr Andrew Harris is highly experienced in renewable energy, sustainability, biomimicry,
nanotechnology, process engineering and the hydrogen energy economy. He is the
lead Director of the Engineering Excellence Group within Laing O’Rourke’s internal
engineering and innovation team. Laing O’Rourke is one of the world’s largest privately
owned engineering and construction companies, with annual revenues of $8 billion,
15,000 staff and operations in Europe, North America, the Middle East, Asia and
Australia. The Engineering Excellence Group was established to be a global centre of
excellence, to transform Laing O’Rourke’s capabilities through strategic innovation,
research and development, and enhanced technical performance.
Dr Harris is also Professor of Chemical and Bimolecular Engineering at the University
of Sydney and Co-Director of the Laboratory for Sustainable Technology, the state of
art laboratory where Hazer has established its core development activities for the Hazer
Process. Dr Harris was the youngest ever professor of Chemical Engineering appointed
at the University of Sydney.
Dr Harris was also previously the Chief Technology O
cer of Zenogen Pty Ltd, a
Sydney-based hydrogen production technology company, and was a co-founder of Oak
Nano, a University of Sydney start-up commercialising novel carbon nanotube
technology. Oak Nano designed and built the largest carbon nanotube production
facility in the southern hemisphere.
Director since 21 June 2016
Length of service:
Other current directorships:
None
Former directorships (last 3 years): None
Special responsibilities:
ffi
Chair of Remuneration and Nomination Committee and Member of the Audit and Risk
Committee
50,000
575,000 (Unlisted options)
None
Interests in shares:
Interests in options:
Contractual rights to shares:
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ REPORT
Name:
Title:
Qualifications:
Experience and expertise:
Mike Grey
Non-Executive Director
Mechanical qualifications combined with an Advanced Diploma in Metalliferous Mining
Mike has over 35 years’ experience in the mining sector in Gold, Manganese, Lithium
and Iron Ore commodities. Possessing mechanical qualifications combined with an
Advanced Diploma in Metalliferous Mining Mike brings an in-depth knowledge to all
aspects of Mining and Processing. Mike joined Mineral Resources Limited (ASX: MIN)
in 2009 and is currently their Chief Operating Officer, Mining Services. Mike is
responsible for growing Mineral Resources Limited’s internal commodity business
including contract mining, crushing and processing business along with developing the
Company’s innovation projects including synthetic graphite production through the
Hazer project.
Director since 30 April 2019
Length of service:
Other current directorships:
None
Former directorships (last 3 years): None
None
Special responsibilities:
None
Interests in shares:
None
Interests in options:
None
Contractual rights to shares:
Name:
Title:
Qualifications:
Experience and expertise:
Geoff Ward
Managing Director and Chief Executive Officer
Master of Business Administration and Bachelor of Engineering
Geoff has over 20 years’ experience in the oil and gas, resources and renewable
energy sectors, Geoff’s experience covers strategy, commercial management, financial
management, mergers and acquisitions, capital project development, and operations.
In addition to his executive experience, Geoff has served as a Director of a leading
corporate advisory firm, Azure Capital. Geoff’s advisory experience covers mergers
and acquisitions, joint ventures, strategic reviews and turnarounds, debt and equity
capital raisings. Geoff has advised Boards and led transactions in engineering services,
clean technology and resources sectors.
Geoff holds a Master of Business Administration from University of Western Australia,
receiving a Director’s Letter of Commendation, and Bachelor of Engineering (Chemical)
(Honours) from the University of Melbourne.
Managing Director since 30 April 2019, and Chief Executive Officer since 8 October
2018
Other current directorships:
None
Former directorships (last 3 years): None
Special responsibilities:
Interests in shares:
Interests in options:
Contractual rights to shares:
Managing Director
600,000
6,000,000 (Unlisted options)
None
Length of service:
'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all
other types of entities, unless otherwise stated.
'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes
directorships of all other types of entities, unless otherwise stated.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ REPORT
Company secretary
Emma Waldon has held the role of Company Secretary since 10 August 2015. Emma has diverse global corporate advisory,
capital markets and corporate governance experience, having held roles in accounting and debt and equity capital markets
in Australia and the United Kingdom.
Emma Waldon qualified as a Chartered Accountant with Ernst & Young in Perth, worked as an Equities Analyst with Euroz
Securities and spent nine years in London with Bank of Scotland and Lloyds Bank originating and re-structuring debt finance
for private equity leveraged buy-outs of businesses across Europe. On returning to Perth in 2012, Emma was a Director
within Deloitte’s financial advisory services division and is also currently Company Secretary of Parkd Ltd (ASX: PKD),
EMVision Medical Devices Limited (ASX: EMV) and a number of unlisted companies.
Emma Waldon completed a Bachelor of Commerce at UWA, is a member of the Institute of Chartered Accountants of
Australia and New Zealand and a Certificated Member of the Governance Institute of Australia.
Meetings of Directors
The number of meetings of Directors (including meetings of committees of directors) held during the year ended 30 June
2019, and the number of meetings attended by each Director were:
Tim Goldsmith
Danielle Lee
Andrew Harris
Mike Grey
Geoff Ward
Simon Rushton
Full board
Audit & Risk
Committee
Remuneration &
Nomination Committee
Attended
Held
Attended
Held
Attended
Held
6
6
5
1
2
3
6
6
6
2
2
4
2
2
1
-
-
-
2
2
2
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Held: represents the number of meetings held during the time the Director held office.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ REPORT
Remuneration report (audited)
The remuneration report details the key management personnel remuneration arrangements for the Company, in accordance
with the requirements of the Corporations Act 2001 and its regulations.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the
activities of the entity, directly or indirectly, including all Directors.
The remuneration report is set out under the following main headings:
● Principles used to determine the nature and amount of remuneration
● Details of remuneration
● Service agreements
● Share-based compensation
● Additional information
● Additional disclosures relating to key management personnel
Principles used to determine the nature and amount of remuneration
The objective of the Company’s executive reward framework is to ensure reward for performance is competitive and
appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives
and the creation of value for shareholders and conforms to the market best practice for the delivery of reward. The Board of
Directors ('the Board') ensures that executive reward satisfies the following key criteria for good reward governance practices:
● competitiveness and reasonableness
● acceptability to shareholders
● performance linkage / alignment of executive compensation
● transparency
● capital management
The Remuneration and Nomination Committee is responsible for determining and reviewing remuneration arrangements for
its Directors and executives. The performance of the Company depends on the quality of its Directors and executives. The
remuneration philosophy is to attract, motivate and retain high performance and high-quality personnel and is based on the
following factors
Alignment to shareholders' interests:
● focuses on sustained growth in shareholder wealth, including growth in the share price, as well as focusing the executive
on key non-financial drivers of value
● attracts and retains high-calibre executives
Alignment to program participants' interests:
● rewards capability and experience
● reflects competitive reward for contribution to growth in shareholder wealth
● provides a clear structure for earning rewards
In accordance with best practice corporate governance, the structure of non-executive Directors and executive remunerations
are separate.
Non-Executive Directors’ remuneration
Fees and payments to Non-Executive Directors reflect the demands and responsibilities of their role. Non-Executive
Directors' fees and payments are reviewed annually by the Remuneration and Nomination Committee. The Remuneration
and Nomination Committee may, from time to time, receive advice from independent remuneration consultants to ensure
Non-Executive Directors' fees and payments are appropriate and in line with the market. The Chairman's fees are determined
independently to the fees of other Non-Executive Directors based on comparative roles in the external market. The Chairman
is not present at any discussions relating to the determination of his own remuneration.
Non-Executive Directors do not receive any retirement benefits, other than statutory superannuation.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ REPORT
ASX listing rules require the aggregate Non-Executive Director’s remuneration be determined periodically by a general
meeting. Aggregate fixed remuneration for all Non-Executive Directors as determined by the Board is not to exceed $300,000
per annum. Directors’ fees cover all main board and committee activities.
The level of Non-Executive Director fixed fees as at the reporting date are as follows:
Tim Goldsmith $60,000 plus statutory superannuation per annum
Danielle Lee $40,000 plus statutory superannuation per annum
Andrew Harris $40,000 plus statutory superannuation per annum
Mike Grey
$Nil
Non-Executive Directors may also receive performance-related compensation via options following receipt of shareholder
approval. The issue of share-based payments as part of Non-Executive Director remuneration ensures that Director
remuneration is competitive with market standards and provides an incentive to pursue longer-term success for the
Company. It also reduces the demand on the cash resources of the Company and assists in ensuring the continuity of service
of Directors who have extensive knowledge of the Company, its business activities and assets and the industry in which it
operates. Details of share-based compensation is contained in this report.
Executive remuneration
The Company aims to reward executives with a level and mix of remuneration based on their position and responsibility,
which has both fixed and variable components.
The executive remuneration and reward framework has four components:
● base pay and non-monetary benefits
● short-term performance incentives
● share-based payments
● other remuneration such as superannuation and long service leave
The combination of these comprises the executive's total remuneration.
Fixed remuneration, consisting of base salary, superannuation and non-monetary benefits, is reviewed annually based on
individual and business unit performance, the overall performance of the Company and comparable market remunerations.
Executives may receive their fixed remuneration in the form of cash or other fringe benefits (for example, motor vehicle
benefits) where it does not create any additional costs to the Company and provides additional value to the executive.
Performance-based short-term incentives ('STI') may be provided to executives to align the targets of the business with the
targets of those executives responsible for meeting those targets.
The long-term incentives ('LTI') include long service leave and share-based payments. Shares and options may be awarded
to executives based on long-term incentive measures, including increasing shareholder value. Share-based LTIs issued to
the Managing Director are subject to shareholder approval. The Nomination and Remuneration Committee reviewed the
long-term equity-linked performance incentives specifically for executives during the year ended 30 June 2019.
Use of remuneration consultants
During the financial year ended 30 June 2019, the Company did not engage the services of an independent remuneration
consultant to review its remuneration for Directors, key management personnel and other senior executives.
Voting and comments made at the company's Annual General Meeting ('AGM')
The Company received 94.91% “for” votes on its Remuneration Report for the year ended 30 June 2018.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ REPORT
Details of remuneration
Amounts of remuneration
Details of the remuneration of key management personnel of the Company are set out in the following tables.
The key management personnel of the company consisted of the following directors of Hazer Group Limited:
● Tim Goldsmith – Non-Executive Chairman
● Danielle Lee - Non- Executive Director
● Andrew Harris – Non- Executive Director
● Mike Grey – Non-Executive Director - appointed 30 April 2019
● Geoff Ward – Executive Director - appointed 30 April 2019
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-
based
payments
Cash salary Termination
Non-
benefits monetary
$
$
Super- Long service
leave
$
annuation
$
Equity-
settled
$
Total
$
2019
and fees
$
Non-Executive Directors:
Tim GoldsmithP
Danielle Lee
PAndrew Harris
imMike Grey
60,000
40,000
40,000
-
Executive Directors:
Geoff Ward1
219,565
359,565
-
-
-
-
-
-
-
-
-
-
-
-
5,700
3,800
3,800
-
20,859
34,159
-
-
-
-
-
-
140,647
-
-
-
206,347
43,800
43,800
-
491,786
732,210
632,433
1,026,157
1
Represents remuneration from 8 October 2018 to 30 June 2019
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
P
P
S
DIRECTORS’ REPORT
Short-term benefits
Post-
employment
benefits
Long-term
benefits
Share-
based
payments
Cash salary Termination
Non-
benefits monetary
$
$
Super- Long service
leave
$
annuation
$
Equity-
settled
$
Total
$
2018
and fees
$
1
Non-Executive Directors:
Tim GoldsmithP
2
Rick HopkinsP
Danielle Lee
PAndrew Harris
3
PTerry WalshP
4
imSimon RushtonP
56,296
2,917
25,000
25,000
147,732
-
-
-
-
-
-
-
Executive Directors:
Geoff PocockP
P
231,692
120,000
Other Key Management Personnel:
Mark Edwards
100,010
588,647
-
120,000
-
-
-
-
-
-
-
-
-
5,348
-
2,375
2,375
-
-
-
-
-
-
-
-
749,616
-
47,903
115,210
100,619
-
811,260
2,917
75,278
142,585
248,351
-
30,400
- 1,348,086
1,730,178
9,501
49,999
-
147,933
- 2,509,367
257,444
3,268,013
1
2
3
4
Represents remuneration from 24 July 2017 to 30 June 2018
Represents remuneration from 1 July 2017 to 24 July 2017
Represents remuneration from 1 July 2017 to 6 April 2018 as a Director and 13 May 2018 as a consultant
Represents remuneration from 20 April 2018 to 30 June 2018
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Name
Non-Executive Directors:
Tim Goldsmith
Rick Hopkins
Danielle Lee
Andrew Harris
Terry Walsh
Simon Rushton
Mike Grey
Executive Directors:
Geoff Pocock
Geoff Ward
Fixed remuneration
2018
2019
At risk - STI
At risk - LTI
2019
2018
2019
2018
32%
-
100%
100%
-
-
-
8%
100%
36%
19%
59%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
68%
-
-
-
-
-
-
-
33%
22%
-
-
-
- -
-
67%
92%
-
64%
81%
41%
-
-
78%
-
Other Key Management Personnel:
Mark Edwards
-
43%
-
-
-
57%
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
P
P
P
P
P
S
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
DIRECTORS’ REPORT
Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details
of these agreements are as follows:
Name:
Title:
Agreement commenced:
Term of agreement:
Details:
Geoff Ward
Executive Director and Chief Executive Officer
8 October 2018
Open
Base salary of $300,000 plus statutory superannuation, to be reviewed annually by the
Nomination and Remuneration Committee. For period ending 30 December 2019 – a
cash bonus of up to $100,000 if KPIs set by the Board are met. Achievement of set
KPIs is at the discretion of the Nomination and Remuneration Committee. Three-month
termination notice by either party. Twelve-month non-solicitation clause after
termination.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ REPORT
Share-based compensation
Options
The terms and conditions of each grant of options over ordinary shares during this financial year affecting remuneration of
Directors and other key management personnel in this financial year or future reporting years are as follows:
Option
series
Series L
Series M
Series N
Total
Number of
options
issued
Grant date
Vesting date and
exercisable date Expiry date
Exercise
price
per option
at grant date
Fair value
2,000,0001 14 November 2018
2,000,0001 14 November 2018
2,000,0001 14 November 2018
14 April 2019
14 April 2020
14 April 2021
30 June 2022
30 June 2023
30 June 2024
$0.50
$0.70
$0.90
0.14
0.14
0.14
6,000,000
1
The Company agreed to grant these options to Geoff Ward on 29 August 2018 subject to shareholder approval.
Shareholder approval was obtained at the 2018 AGM.
The options vest if the holder has continued to be engaged as an employee, contractor, consultant or Board member of the
company prior to the vesting date.
Options granted carry no dividend or voting rights.
The number of options over ordinary shares granted to and vested by Directors and other key management personnel as part
of compensation during the year ended 30 June 2019 are set out below:
Name
Tim Goldsmith
Danielle Lee
Andrew Harris
Mike Grey
Geoff Ward
Total
options
granted
Number of Number of Number of Number of
options
vested
during the during the during the during the
year
2018
options
granted
options
vested
year
2018
year
2019
year
2019
-
-
-
-
6,000,000
6,000,000
3,750,000
150,000
-
-
-
3,900,000
2,750,000
-
-
-
2,000,000
4,750,000
1,000,000
150,000
575,000
-
-
1,725,000
Values of options over ordinary shares granted, exercised and lapsed for Directors and other key management personnel as
part of compensation during the year ended 30 June 2019 are set out below:
Name
Tim Goldsmith
Danielle Lee
Andrew Harris
Mike Grey
Geoff Ward
Value of
options
granted
Value of Remuneration
Value of
options consisting of
options
options
lapsed
exercised
for the
during the during the during the
year
year
%
$
year
$
year
$
-
-
-
-
837,210
837,210
-
-
-
-
-
-
-
-
189,485
-
-
189,485
-
-
-
-
67%
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
P
P
P
P
DIRECTORS’ REPORT
Additional information
The earnings of the company for the five years to 30 June 2019 are summarised below:
2019
$
2018
$
2017
$
2015
$
2014
$
Revenues from ordinary activities
Loss after income tax
Net Assets
1,669,368
4,396,377
5,834,306
798,877
11,009,331
6,884,346
337,785
3,877,507
8,880,690
83,552
1,844,358
4,420,770
6,632
522,493
545,091
The factors that are considered to affect total shareholders return ('TSR') are summarised below:
2019
2018
2017
2015
2014
Share price at financial year end ($) P
Total dividends declared (cents per share)
Basic loss per share (cents per share)
1
0.26
0.00
4.71
0.25
0.00
13.37
0.49
0.00
5.74
0.45
0.00
3.57
n/a
0.00
2.24
1
P The Company was admitted to the official list of the ASX on 30 November 2015 hence N/A for periods before admission.
Additional disclosures relating to key management personnel
Shareholding
The number of shares in the company held during the financial year by each Director and other members of key management
personnel of the company, including their personally related parties, is set out below:
Ordinary shares
Tim GoldsmithP
Danielle Lee
Andrew Harris
Mike Grey
Geoff Ward
Balance at
the start of
the year
Received
as part of
remuneration
Additions
Disposals/
Other
Balance at
the end of
the year
558,422
150,000
-
-
-
708,422
-
-
-
-
-
-
412,5001
400,0002
50,0002
-
600,000
1,462,500
-
-
-
-
-
-
970,922
550,000
50,000
-
600,000
2,170,922
1
2
Exercise of series C unlisted options and exercise of listed options
Exercise of series C unlisted options
Option holding
The number of options over ordinary shares in the Company held during the financial year by each Director and other
members of key management personnel of the Company, including their personally related parties, is set out below:
Options over ordinary shares
Tim GoldsmithP
Danielle LeeP
Andrew Harris
Mike Grey
Geoff Ward
Balance at
the start of
the year
Granted
Additions
Expired
Forfeited/
exercised
Balance at
the end of
the year
3,812,500
950,000
1,150,000
-
-
5,912,500
-
-
-
-
6,000,000
6,000,000
350,0001
-
50,0002
-
-
400,000
(412,500)3 3,750,000
(400,000)3
550,000
(625,000)3
575,000
-
-
6,000,000
-
(1,437,500) 10,875,000
1
1 Off market purchase of Series C unlisted options
2
Off market purchase of Series C unlisted options
Exercise of Series C unlisted options, exercise of listed options and expiry of Series F options
3
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use onlyP
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
P
2
DIRECTORS’ REPORT
Other transactions with key management personnel and their related parties
There were no other transactions with related parties during the year.
This concludes the remuneration report, which has been audited.
Shares under option
Unissued ordinary shares of Hazer Group Limited under option at the date of this report are as follows:
Option series
Grant date
Expiry date
Exercise
price
Number
under option
Series D
Series G
Series G
Series G
Series H
Series G
Series G
Series J
Series K
Series G
Series G
Series G
Series J
Series K
Series B
Series M
Series L
Series M
Series N
16/09/2015
01/06/2017
22/08/2016
31/10/2016
20/03/2017
20/03/2017
15/11/2016
06/04/2017
06/04/2017
13/06/2017
06/09/2017
04/12/2017
04/12/2017
04/12/2017
29/12/2017
29/08/2018
14/11/2018
14/11/2018
14/11/2018
31/12/2019
30/06/2020
30/06/2020
30/06/2020
31/12/2019
30/06/2020
30/06/2020
31/12/2020
31/12/2021
30/06/2020
30/06/2020
30/06/2020
31/12/2020
31/12/2021
31/12/2020
30/06/2023
30/06/2022
30/06/2023
30/06/2024
$0.40
$0.75
$0.75
$0.75
$0.70
$0.75
$0.75
$0.95
$1.20
$0.75
$0.75
$0.75
$0.95
$1.20
$0.40
$0.70
$0.50
$0.70
$0.90
4,850,000
575,000
100,000
600,000
4,166,667
350,000
575,000
750,000
1,000,000
1,300,000
300,000
3,200,000
3,000,000
2,500,000
11,500,000
500,000
2,000,000
2,000,000
2,000,000
41,266,667
No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue of the
company or of any other body corporate.
Shares issued on the exercise of options
The following ordinary shares of Hazer Group Limited were issued during the year ended 30 June 2019 and up to the date of
this report on the exercise of options granted:
Option series
Grant date
Expiry date
Exercise
price
Number of
shares issued
Listed options
Series C
28/04/2016
16/09/2015
31/12/2018
31/12/2018
$0.25 4,237,183
4,721,428
$0.25
8,958,611
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ REPORT
Indemnity and insurance of officers
The Company has indemnified the Directors and executives of the Company for costs incurred, in their capacity as a Director
or executive, for which they may be held personally liable, except where there is a lack of good faith.
During the financial year, the Company paid a premium in respect of a contract to insure the Directors and executives of the
Company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits
disclosure of the nature of the liability and the amount of the premium.
Indemnity and insurance of auditor
The Company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the
Company or any related entity against a liability incurred by the auditor.
During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the company
or any related entity.
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
There were no amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor.
Officers of the Company who are former partners of RSM Australia Partners
There are no officers of the Company who are former partners of RSM Australia Partners.
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
the following page.
Auditor
RSM Australia Partners continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of Directors, pursuant to section 298(2)(a) of the Corporations Act 2001.
On behalf of the Directors
______________________________
Geoff Ward
Managing Director
27 August 2019
Perth
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
AUDITOR’S INDEPENDENCE DECLARATION
As lead auditor for the audit of the financial report of Hazer Group Limited for the year ended 30 June 2019, I
declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
RSM AUSTRALIA PARTNERS
Perth, WA
Dated: 27 August 2019
TUTU PHONG
Partner
For personal use only
CONTENTS
Contents
Statement of profit or loss and other comprehensive income
Statement of financial position
Statement of changes in equity
Statement of cash flows
Notes to the financial statements
Directors' declaration
Independent auditor's report to the members of Hazer Group Limited
Shareholder information
General information
The financial statements cover Hazer Group Limited as a single entity. The financial statements are presented in Australian
dollars, which is Hazer Group Limited's functional and presentation currency.
Hazer Group Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered
office and principal place of business are:
Registered office
Level 9, 99 St Georges Terrace
Perth WA 6000
Principal place of business
Level 9, 99 St Georges Terrace
Perth WA 6000
A description of the nature of the Company’s operations and its principal activities are included in the Directors' Report, which
is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 27 August 2019. The
Directors have the power to amend and reissue the financial statements.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
STATEMENT OF PROFIT OR LOSS AND
OTHER COMPREHENSIVE INCOME
Revenue
Interest received
R&D rebate
Expenses
Administration expenses
Consulting and research expenses
Share-based payments
Finance costs
Employee benefits expense
Depreciation expense
Amortisation expense
Loss before income tax expense
Income tax expense
Note
2019
$
2018
$
22
30,127
1,639,241
40,376
758,501
(1,079,647)
(1,202,200)
(914,950)
(2,364)
(2,072,592)
(754)
(793,238)
(1,215,780)
(1,535,813)
(6,102,841)
(2,283)
(2,306,353)
-
(645,138)
(4,396,377) (11,009,331)
11
-
-
Loss after income tax expense for the year
(4,396,377) (11,009,331)
Other comprehensive income
Other comprehensive income for the year, net of tax
Total comprehensive loss for the year
Basic loss per share
Diluted loss per share
-
-
(4,396,377) (11,009,331)
Cents
Cents
23
23
4.71
4.71
13.37
13.37
The above statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
STATEMENT OF FINANCIAL POSITION
Assets
Current assets
Cash and cash equivalents
Other current assets
Total current assets
Non-current assets
Capitalised development costs for pilot plant
Plant and equipment
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Provisions
Total current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
Note
2019
$
2018
$
5
6
7
8
6,003,068
65,761
6,068,829
6,185,009
136,713
6,321,722
-
41,965
41,965
793,238
-
793,238
6,110,794
7,114,960
9
10
187,925
88,563
276,488
165,462
65,152
230,614
276,488
230,614
5,834,306
6,884,346
12
13
14
18,541,771 16,030,724
8,752,066
(21,931,953) (17,898,444)
9,224,488
5,834,306
6,884,346
The above statement of financial position should be read in conjunction with the accompanying notes
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
STATEMENT OF CHANGES IN EQUITY
2018
Issued
capital
$
Reserves
$
Accumulated
losses
$
Total
equity
$
Balance at 1 July 2017
13,120,578
2,649,225
(6,889,113)
8,880,690
Loss after income tax expense for the year
Other comprehensive income for the year, net
of tax
Total comprehensive loss for the year
Transactions with owners in their capacity as
owners:
Contributions of equity, net of transaction costs
Share-based payments
-
-
-
- (11,009,331) (11,009,331)
-
-
-
- (11,009,331) (11,009,331)
2,910,146
-
-
6,102,841
-
-
2,910,146
6,102,841
Balance at 30 June 2018
16,030,724
8,752,066 (17,898,444)
6,884,346
2019
Issued
capital
$
Reserves
$
Accumulated
Losses
$
Total
equity
$
Balance at 1 July 2018
16,030,724
8,752,066 (17,898,444)
6,884,346
Loss after income tax expense for the year
Other comprehensive income for the year, net
of tax
Total comprehensive loss for the year
Transactions with owners in their capacity as
owners:
Shares issued pursuant to the exercise of
options
Share-based payments
Transfer expired options to accumulated losses
-
-
-
-
(4,396,377)
(4,396,377)
-
-
-
-
(4,396,377)
(4,396,377)
2,511,047
(79,660)
-
2,431,387
-
-
914,950
(362,868)
-
362,868
914,950
-
Balance at 30 June 2019
18,541,771
9,224,488 (21,931,953)
5,834,306
The above statement of changes in equity should be read in conjunction with the accompanying notes
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
STATEMENT OF CASH FLOWS
Cash flows from operating activities
Receipts from customers (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
Interest received
Interest and other finance costs paid
Research and development tax rebate received
Note
2019
$
2018
$
-
(4,237,073)
-
(5,308,920)
(4,237,073)
30,127
(2,364)
1,639,241
(5,308,920)
40,376
(2,283)
863,821
Net cash used in operating activities
21
(2,570,609)
(4,407,006)
Cash flows from investing activities
Payments for pilot plant
Payments for property, plant and equipment
Net cash used in investing activities
Cash flows from financing activities
-
(42,719)
(462,582)
-
(42,719)
(462,582)
Proceeds from exercise of share options, net of transaction costs
2,431,387
2,910,146
Net cash from financing activities
2,431,387
2,910,146
Net increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
(181,941)
6,185,009
(1,959,442)
8,144,451
Cash and cash equivalents at the end of the financial year
5
6,003,068
6,185,009
The above statement of cash flows should be read in conjunction with the accompanying notes
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only NOTES TO THE FINANCIAL STATEMENTS
Note 1. 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.
New or amended Accounting Standards and Interpretations adopted
The Company has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian
Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
The adoption of AASB 9 Financial Instruments and AASB 15 Revenue from Contracts with Customers did not have any
significant impact on the financial performance or position of the Company.
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 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.
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, the
revaluation of available-for-sale financial assets, financial assets and liabilities at fair value through profit or loss, investment
properties, certain classes of property, plant and equipment and derivative financial instruments.
Critical accounting estimates
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 2.
Operating segments
Operating segments are presented using the 'management approach', where the information presented is on the same basis
as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation
of resources to operating segments and assessing their performance.
Foreign currency translation
The financial statements are presented in Australian dollars, which is Hazer Group 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.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 1. Significant accounting policies (Cont’d)
Revenue recognition
The company recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the Company is expected to be entitled in
exchange for transferring goods or services to a customer. For each contract with a customer, the Company: identifies the
contract with a customer; identifies the performance obligations in the contract; determines the transaction price which takes
into account estimates of variable consideration and the time value of money; allocates the transaction price to the separate
performance obligations on the basis of the relative stand-alone selling price of each distinct good or service to be delivered;
and recognises revenue when or as each performance obligation is satisfied in a manner that depicts the transfer to the
customer of the goods or services promised.
Sale of goods
Revenue from the sale of goods is recognised at the point in time when the customer obtains control of the goods, which is
generally at the time of delivery.
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the
amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate,
which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the
net carrying amount of the financial asset.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
Income tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable
income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary
differences, unused tax losses and the adjustment recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the
assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:
● When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor
taxable profits; or
● When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the
timing of the reversal can be controlled and it is probable that the temporary difference will not reverse in the foreseeable
future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that
future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax
assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the
carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable
that there are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on
either the same taxable entity or different taxable entities which intend to settle simultaneously.
Current and non-current classification
Assets and liabilities are presented in the statement of financial position based on current and non-current classification.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 1. Significant accounting policies (Cont’d)
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in normal
operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting
period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least
12 months after the reporting period. All other assets are classified as non-current.
A liability is classified as current when: it is either expected to be settled in normal operating cycle; it is held primarily for the
purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer
the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
Cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly
liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and
which are subject to an insignificant risk of changes in value. For the statement of cash flows presentation purposes, cash
and cash equivalents also includes bank overdrafts, which are shown within borrowings in current liabilities on the statement
of financial position.
Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method, less any allowance for expected credit losses. Trade receivables are generally due for settlement within 30
days.
The Company has applied the simplified approach to measuring expected credit losses, which uses a lifetime expected loss
allowance. To measure the expected credit losses, trade receivables have been grouped based on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
Trade and other payables
These amounts represent liabilities for goods and services provided to the Company prior to the end of the financial year
and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The
amounts are unsecured and are usually paid within 30 days of recognition.
Plant and equipment
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes
expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of plant and equipment over their
expected useful lives as follows:
Plant and equipment
3-7 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
An item of plant and equipment is derecognised upon disposal or when there is no future economic benefit to the consolidated
entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss. Any revaluation
surplus reserve relating to the item disposed of is transferred directly to retained profits.
Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be
settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities
are settled.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 1. Significant accounting policies (Cont’d)
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are
measured at the present value of expected future payments to be made in respect of services provided by employees up to
the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels,
experience of employee departures and periods of service. Expected future payments are discounted using market yields at
the reporting date on corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated
future cash outflows.
Defined contribution superannuation expense
Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred.
Issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax,
from the proceeds.
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Hazer Group Limited, excluding any
costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during
the financial year, adjusted for bonus elements in ordinary shares issued during the financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the
after income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted
average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
Goods and Services Tax ('GST') and other similar taxes
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of
the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of
financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities
which are recoverable from, or payable to the tax authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.
Share-based payments
The Company provides benefits in the form of share-based payments, whereby persons render services in exchange for
shares or rights over shares (‘equity settled transactions’). The Company does not provide cash settled share-based
payments.
The cost of equity-settled transactions is measured at fair value on grant date. Fair value is independently determined using
an option-pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share
price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest
rate for the term of the option, together with non-vesting conditions that do not determine whether the Company receives the
services that entitle the employees to receive payment. No account is taken of any other vesting conditions.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 1. Significant accounting policies (Cont’d)
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the period
in which the service conditions are fulfilled, ending on the date on which the relevant persons become fully entitled to the
award (the ‘vesting period’). The cumulative charge to profit or loss is calculated based on the grant date fair value of the
award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The
amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts
already recognised in previous periods.
All changes in the liability are recognised in profit or loss. Market conditions are taken into consideration in determining fair
value. Therefore, any awards subject to market conditions are considered to vest irrespective of whether or not that market
condition has been met, provided all other conditions are satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An
additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value
of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the Company or employee, the failure to satisfy the condition is treated as
a cancellation. If the condition is not within the control of the company or employee and is not satisfied during the vesting
period, any remaining expense for the award is recognised over the remaining vesting period, unless the award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense
is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award
is treated as if they were a modification.
Research and development
Research costs are expensed in the period in which they are incurred.
Capitalised Development Cost for Pilot Plant
Costs directly attributable to create, produce and prepare the pilot plant to be capable of operating in the manner intended
by management are recognised as an intangible asset when the following criteria are met:
It is technically feasible to complete the pilot plant so that it will be available for use;
•
• Management intends to complete the pilot plant and use it;
• There is an ability to use the pilot plant;
•
• Adequate technical, financial and other resources to complete the development and to use the pilot plant; and
• The expenditure attributable to the pilot plant during its development can be reliably measured.
It can be demonstrated how the pilot plant will generate probable future economic benefits;
Following initial recognition of the development expenditure as an asset, the asset is carried at cost less any accumulated
amortisation and accumulated impairment losses. Amortisation of the asset will begin when the development is complete
and the asset is available for use. It will be amortised over the period of expected future benefit. Amortisation will be recorded
in profit and loss.
Impairment of non-financial assets
Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually
for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-
financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount
may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its
recoverable amount.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the
present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or
cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to
form a cash-generating unit.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 1. Significant accounting policies (Cont’d)
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory,
have not been early adopted by the company for the annual reporting period ended 30 June 2019. The Company's assessment
of the impact of these new or amended Accounting Standards and Interpretations, most relevant to the company, are set out
below
AASB 16 Leases
This standard is applicable to annual reporting periods beginning on or after 1 January 2019. The standard replaces AASB
117 'Leases' and for lessees will eliminate the classifications of operating leases and finance leases. Subject to exceptions,
a 'right-of-use' asset will be capitalised in the statement of financial position, measured at the present value of the unavoidable
future lease payments to be made over the lease term. The exceptions relate to short-term leases of 12 months or less and
leases of low-value assets (such as personal computers and small office furniture) where an accounting policy choice exists
whereby either a 'right-of-use' asset is recognised or lease payments are expensed to profit or loss as incurred. A liability
corresponding to the capitalised lease will also be recognised, adjusted for lease prepayments, lease incentives received,
initial direct costs incurred and an estimate of any future restoration, removal or dismantling costs. Straight-line operating
lease expense recognition will be replaced with a depreciation charge for the leased asset (included in operating costs) and
an interest expense on the recognised lease liability (included in finance costs). In the earlier periods of the lease, the
expenses associated with the lease under AASB 16 will be higher when compared to lease expenses under AASB 117.
However, EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) results will be improved as the operating
expense is replaced by interest expense and depreciation in profit or loss under AASB 16. For classification within the
statement of cash flows, the lease payments will be separated into both a principal (financing activities) and interest (either
operating or financing activities) component. For lessor accounting, the standard does not substantially change how a lessor
accounts for leases. The Company has made an assessment and determined that this standard will have little to no impact
on the entity as it had no material leases for the period ended 30 June 2019.
Note 2: Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and assumptions that
affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in
relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and
assumptions on historical experience and on other various factors, including expectations of future events, management
believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal
the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are
discussed below.
Share-based payment transactions
The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes
model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and
assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and
liabilities within the next annual reporting period but may impact profit or loss and equity.
Capitalised development costs of pilot plant
The Company capitalises developments costs for the pre-pilot plant in accordance with the accounting policy. Initial
capitalisation of costs is based on management’s judgement that technological and economic feasibility is confirmed, usually
when the project moves from the research phase into the development phase. In determining the amounts to be capitalised,
management makes assumptions in relation to what costs relate to the development stage.
Impairment of capitalised development costs of pilot plant
The Company has assessed the capitalised development costs at the reporting date. This requires determining the
recoverable amount of the asset either using the fair value less costs of disposal or a value-in-use calculation, which require
management to use a number of key estimates and assumptions.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 3. Operating segments
The Company has considered the requirements of AASB8 – Operating Segments and has identified its operating segments
based on the internal reports that are reviewed and used by the Board of Directors (chief operating decision-makers) in
assessing performance and determining the allocation of resources.
The Company operates as a single segment being research and development of novel graphite-and-hydrogen-production
technology. There is no difference between the audited financial report and the internal reports generated for review. The
company is domiciled in Australia and is currently in the development phase and hence has not begun to generate revenue
from operations. All the assets are located in Australia.
Note 4. Financial risk management objectives and policies
The Company’s principal financial instruments comprise cash and short term deposits.
The Company manages its exposure to key financial risks, including interest rate and liquidity risk in accordance with its
financial risk management policy. The objective of the policy is to support the delivery of its financial targets whilst protecting
future financial security.
The Company uses different methods to measure and manage different types of risks to which it is exposed. These include
monitoring levels of exposure to interest rate risk and assessments of market forecasts for interest rates. Liquidity risk is
monitored through the development of future rolling cash flow forecasts.
Primary responsibility for identification and control of financial risks rests with the Board. The Board reviews and agrees
policies for managing each of the risks identified below.
Interest rate risk
At reporting date, the company had $6,003,068 (2018: $6,185,008) in cash and cash equivalents exposed to interest rate risk.
The company’s exposure to market interest rates relates primarily to cash and short-term deposits.
At reporting date, if interest rates had moved, as illustrated in the table below, with all other variables held constant, net loss
and equity would have been affected as follows:
Net loss
Higher / (lower)
Equity
Higher / (lower)
2019
$
2018
$
2019
$
2018
$
+1% (100 basis points)
60,030
61,850
60,030
61,850
-1% (100 basis points)
(60,030)
(61,850)
(60,030)
(61,850)
The movements are due to higher / lower interest revenue from cash balances.
Liquidity Risk
Liquidity risk is managed through the company’s objective to maintain adequate funding to meet its needs, currently
represented by cash and short term deposits sufficient to meet the current cash requirements.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 4. Financial risk management objectives and policies (Cont’d)
Capital management
The primary objective of the company’s capital management is to ensure that it maintains a strong credit rating and healthy
capital ratios in order to support its business and maximise shareholder value.
The company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To
maintain or adjust the capital structure, the entity may return capital to shareholders or issue new shares. No changes
were made in the objectives, policies or processes during the years ended 30 June 2019 and 30 June 2018.
The company monitors capital with reference to the net debt position. The company’s current policy is to keep the net
debt position negative, such that cash and cash equivalents exceeds debt.
Note 5. Cash and cash equivalents
Cash at bank
Cash on deposit
Note 6. Other current assets
Prepayments
GST refundable
Other receivables
Deposit
Note 7. Capitalised development costs of Pilot Plant
Capitalised development cost of Pilot Plant
2019
$
2018
$
2,898,161
3,104,907
6,114,755
70,254
6,003,068
6,185,009
2019
$
2018
$
8,102
53,855
200
3,604
36,102
97,971
2,640
-
65,761
136,713
2019
$
2018
$
-
-
793,238
793,238
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 7. Capitalised development cost of Pilot Plant (Cont’d)
Reconciliations
Reconciliations of the written down values for the pilot plant at the beginning and end of the current and previous financial
year are set out below:
Opening balance
R&D tax offset
Additions
Amortisation expense
Closing balance
2019
$
2018
$
1,081,114
793,238
(105,321)
-
- 462,583
(793,238) (645,138)
-
793,238
The pilot plant is a key stage in the development of the Hazer process and the first stage in its transition from laboratory based
standard equipment to customer-designed constructed plant. Development costs directly attributable to create, produce and
prepare the pilot plant for the purpose intended by management is recognised as an intangible asset when the criteria under
AASB 138 are satisfied.
The pilot plant has been fully amortised as at 30 June 2019.
Note 8. Plant and equipment
Site equipment
Note 9. Trade and other payables
Trade payables
Other payables
Note 10. Provisions
Employee benefits
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
2019
$
2018
$
41,965
41,965
-
-
2019
$
2018
$
127,603
60,322
125,180
40,282
187,925
165,462
2019
$
2018
$
88,563
65,152
88,563
65,152
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 11. Income Tax
The prima facie tax receivable on loss before income tax is reconciled to the income tax expense as follows:
Prima facie benefit on operating loss at 27.5% (2018: 27.5%)
Tax losses not brought to account
Income tax benefit attributable to operating loss
2019
$
2018
$
1,209,004
(1,209,004)
3,027,566
(3,027,566)
-
-
A potential deferred tax asset, attributable to tax losses carried forward, amounts to approximately $6,089,752 (2018:
$4,880,748) and has not been brought to account at reporting date because the Directors do not believe it is appropriate to
regard realisation of the deferred tax asset as probable at this point in time. This benefit will only be obtained if:
•
•
•
the Company derives future assessable income of a nature and of an amount sufficient to enable the benefit from
the deductions for the loss and research and development expenditure to be realised;
the Company continues to comply with the conditions for deductibility imposed by law; and
no changes in tax legislation adversely affect the Company in realising the benefit from the deductions for the
loss and research and development expenditure.
Note 12. Equity - issued capital
Ordinary shares
Listed options
Movement in ordinary shares
Opening balance 1 July 2017
Issue of shares on exercise of listed options
Issue of shares on exercise of listed options
Issue of shares on the exercise of options
Issue of shares on exercise of listed options
Issue of shares on the exercise of options
Issue of shares on the exercise of options
Transfer from listed options
Share issue transaction costs, net of tax
Closing balance 30 June 2018
2019
Shares
2018
Shares
2019
$
2018
$
97,260,856 88,302,245 18,541,771 15,884,073
- 24,969,838
-
146,651
Date No of shares
Issue price
$
31 October 2017
8 December 2017
1 July 2017 76,550,995
5,000
40,000
29 December 2017 11,500,000
6,250
100,000
100,000
-
-
88,302,245
1 February 2018
1 February 2018
5 February 2018
30 June 2018
12,973,415
1,500
$0.30
12,000
$0.30
2,875,000
$0.25
1,875
$0.30
30,000
$0.30
30,000
$0.30
512
$0.01
-
(40,229)
15,884,073
Opening balance 1 July 2018
Issue of shares on exercise of Series C options
Issue of shares on exercise of Series C options
Issue of shares on the exercise of listed options
Issue of shares on exercise of Series C options
Issue of shares on the exercise of listed options
Issue of shares on the exercise of listed options
Issue of shares on exercise of Series C options
Issue of shares on exercise of Series C options
Issue of shares on exercise of Series C options
Transfer Series C options from options reserve
Transfer from listed options
Transfer from listed options
26 September 2018
23 October 2018
23 October 2018
16 November 2018
16 November 2018
19 November 2018
3 December 2018
17 December 2018
31 December 2018
31 December 2018
31 December 2018
31 December 2018
88,302,245
550,000
400,000
138,333
1,141,428
150,000
500,000
520,000
1,710,000
400,000
-
-
-
15,884,073
137,500
100,000
41,500
285,357
45,000
150,000
130,000
427,500
100,000
79,660
7,883
104,279
$0.25 1
$0.25
$0.30
$0.25
$0.30
$0.30
$0.25
$0.25
$0.25
-
$0.01
$0.005
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
147,163
-
-
-
-
-
(512)
146,651
146,651
-
(7,883)
(104,279)
-
(34,489)
-
NOTES TO THE FINANCIAL STATEMENTS
Issue of shares on exercise of listed options
Transfer from listed options
Share issue transaction costs, net of tax
7 January 2019
7 January 2019
30 June 2019
3,448,850
-
-
$0.30
$0.01
-
1,034,405
34,489
(19,875)
Closing balance 30 June 2019
97,260,856
18,541,771
Movement in listed options
Opening balance 1 July 2017
Exercise of options
Exercise of options
Exercise of options
Quotation of unlisted Series E options
Quotation of unlisted Series E options
Transfer to ordinary shares1
Closing balance 30 June 2018
Date
No of
options
Issue price
$
1 July 2017 15,221,088
(5,000)
31 October 2017
(40,000)
8 December 2017
(6,250)
1 February 2018
3,266,667
28 February 2018
6,533,333
21 June 2018
30 June 2018
-
30 June 2018 24,969,838
-
-
-
-
-
$0.01
Opening balance 1 July 2018
Exercise of options
Transfer to ordinary shares1
Transfer lapsed options to ordinary shares
Exercise of options
Transfer to ordinary shares1
1 July 2018 24,969,838
(788,333)
31 December 2018
31 December 2018
-
31 December 2018 (20,732,655)
31 December 2018 (3,448,850)
-
7 January 2019
-
$0.01
$0.005
-
$0.01
Closing balance 30 June 2019
1 Relates to issue of share upon the exercise of listed options.
-
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in proportion
to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value, and the Company
does not have a limited amount of authorised capital.
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
share shall have one vote.
Share buy-back
There is no current on-market share buy-back scheme in place.
Capital risk management
The Company’s objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can
provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce
the cost of capital.
In order to maintain or adjust the capital structure, the Company may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or sell assets to reduce debt.
The Company would look to raise capital when an opportunity to invest in a business or company was seen as value adding
relative to the current Company's share price at the time of the investment. The Company is not actively pursuing additional
investments in the short term as it continues to integrate and grow its existing businesses in order to maximise synergies.
The capital risk management policy remains unchanged from the previous financial reporting year.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 13. Equity - reserves
Option reserve
2019
$
2018
$
9,224,488
8,752,066
9,224,488
8,752,066
Option reserve
The option reserve records items recognised as expenses on the valuation of share options.
Movements in reserves
Movements in each class of reserve during the current and previous financial year are set out below:
Opening balance 1 July 2017
Options issued during a prior year vesting over multiple periods
Options issued during the current year vesting over multiple periods
Options exercised during the period
Existing options quoted as listed options during the year
Forfeiture
Closing balance 30 June 2018
Opening balance 1 July 2018
Options issued during a prior year vesting over multiple periods
Options issued during the current year vesting over multiple periods
Options exercised during the period
Options lapsed during the period - series C
Options lapsed during the period - series G
Options lapsed during the period - series F
No of Options
Value
$
42,166,667
-
24,700,000
(11,700,000)
(9,800,000)
(1,950,000)
43,416,667
43,416,667
-
6,500,000
(4,721,428)
(528,572)
(2,250,000)
(1,150,000)
2,649,225
929,523
5,515,315
-
-
(341,997)
8,752,066
8,752,066
358,750
556,200
(79,660)
(8,918)
-
(353,950)
Closing balance 30 June 2019
41,266,667
9,224,488
Note 14. Equity – accumulated losses
Accumulated losses at the beginning of the financial year
Loss after income tax expense for the year
Transfer expired options to accumulated losses
Accumulated losses at the end of the financial year
2019
$
2018
$
17,898,444
6,889,113
4,396,377 11,009,331
-
(362,868)
21,931,953 17,898,444
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 15. Key management personnel disclosures
Compensation
The aggregate compensation made to key management personnel of the Company is set out below:
Short-term employee benefits
Post-employment benefits
Long-term benefits
Share-based payments
Note 16. Remuneration of auditors
2019
$
2018
$
359,565
34,159
-
632,433
708,647
49,999
-
2,509,367
1,026,157
3,268,013
During the financial year the following fees were paid or payable for services provided by RSM Australia Partners, the auditor
of the Company, its network firms and unrelated firms:
Audit services
Audit or review of the financial statements
2019
$
2018
$
41,000
41,000
41,000
41,000
Note 17. Contingent assets and liabilities
The Company does not have any contingent assets or contingent liabilities at 30 June 2019 (2018: Nil).
Note 18. Commitments
Committed at the reporting date but not recognised as liabilities:
Lease commitments:
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
Later than 1 year but not later than 5 years
Research collaboration agreement:
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
Later than 1 year but not later than 5 years
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
2019
$
2018
$
33,876
45,168
38,617
-
145,444
-
145,444
252,585
-
252,585
224,488
291,202
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 19. Related party transactions
Key management personnel
Disclosures relating to key management personnel are set out in note 15 and the remuneration report in the Directors' Report.
Transactions with related parties
There were no other transactions with related parties.
Receivable from and payable to related parties
There were no amounts receivable or payable to related parties at the current or previous reporting period.
Note 20. Events after the reporting period
No matter or circumstance has arisen since 30 June 2019 that has significantly affected, or may significantly affect the
Company’s operations, the results of those operations, or the Company’s state of affairs in future financial years.
Note 21. Reconciliation of profit after income tax to net cash from operating activities
Loss after income tax expense for the year
Adjustments for:
Share-based payments
Amortisation
Depreciation
Change in operating assets and liabilities:
- Other current assets
-
-
-
trade and other payables
employee benefits
other provisions
Net cash used in operating activities
2019
$
2018
$
(4,396,377) (11,009,331)
914,950
793,238
754
6,102,841
645,138
-
70,952
22,463
23,411
-
(41,967)
(2,580)
(1,107)
(100,000)
(2,570,609)
(4,407,006)
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 22. Share based payments
For the year ended 30 June 2019:
Set out below are summaries of the movements of options granted to key management personnel, employees and
contractors of the Company:
2019
Grant date
Expiry date
16/09/2015
16/09/2015
01/07/2016
01/07/2016
22/08/2016
31/10/2016
15/11/2016
15/11/2016
20/03/2017
06/04/2017
06/04/2017
13/06/2017
06/09/2017
04/12/2017
04/12/2017
04/12/2017
29/12/2017
29/08/2018
14/11/2018
14/11/2018
14/11/2018
31/12/2018
31/12/2019
30/06/2019
30/06/2020
30/06/2020
30/06/2020
30/06/2019
30/06/2020
30/06/2020
31/12/2020
31/12/2021
30/06/2020
30/06/2020
30/06/2020
31/12/2020
31/12/2021
31/12/2020
30/06/2023
30/06/2022
30/06/2023
30/06/2024
Exercise
price
Balance at
the start of
the year
Exercised/
Quoted as
Granted Listed options
Expired/
forfeited/
other
Balance at
the end of
the year
$0.25
$0.40
$0.55
$0.75
$0.75
$0.75
$0.55
$0.75
$0.75
$0.95
$1.20
$0.75
$0.75
$0.75
$0.95
$1.20
$0.40
$0.70
$0.50
$0.70
$0.90
5,250,000
-
4,850,000
-
575,000
-
575,000
-
100,000
-
600,000
-
575,000
-
575,000
-
350,000
-
750,000
-
1,000,000
-
1,300,000
-
300,000
-
5,450,000P
P
-
3,000,000
-
2,500,000
-
11,500,000
-
500,000
-
- 2,000,000
- 2,000,000
- 2,000,000
(4,721,428)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(528,572)
-
(575,000)
-
-
-
(575,000)
-
-
-
-
-
-
(2,250,000)
-
-
-
-
-
-
-
-
4,850,000
-
575,000
100,000
600,000
-
575,000
350,000
750,000
1,000,000
1,300,000
300,000
3,200,000
3,000,000
2,500,000
11,500,000
500,000
2,000,000
2,000,000
2,000,000
39,250,000 6,500,000
(4,721,428)
(3,928,572)
37,100,000
On 20 March 2017 Mineral Resources Limited (ASX: MIN) were issued 4,166,667 unlisted options as part of a placement for
8,333,333 fully paid ordinary shares. The free attaching options issued to Mineral Resources Limited have not been included
in the table above.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 22. Share based payments (Cont’d)
For the year ended 30 June 2018:
Set out below are summaries of the movements of options granted to key management personnel, employees and
contractors of the Company:
2018
Grant date
Expiry date
30/01/2015
09/02/2015
16/09/2015
16/09/2015
16/09/2015
25/11/2015
01/07/2016
01/07/2016
22/08/2016
31/10/2016
15/11/2016
15/11/2016
20/03/2017
06/04/2017
06/04/2017
13/06/2017
06/09/2017
04/12/2017
04/12/2017
04/12/2017
04/12/2017
29/12/2017
31/12/2017
31/12/2017
31/12/2017
31/12/2018
31/12/2019
31/12/2018
30/06/2019
30/06/2020
30/06/2020
30/06/2020
30/06/2019
30/06/2020
30/06/2020
31/12/2020
31/12/2021
30/06/2020
30/06/2020
30/06/2020
31/12/2020
31/12/2020
31/12/2021
31/12/2020
Exercise
price
Balance at
the start of
the year
Exercised/
Quoted as
Granted Listed options
Expired/
forfeited/
other
Balance at
the end of
the year
$0.25
$0.25
$0.25
$0.25
$0.40
$0.30
$0.55
$0.75
$0.75
$0.75
$0.55
$0.75
$0.75
$0.95
$1.20
$0.75
$0.75
$0.75
$0.90
$0.95
$1.20
$0.40
-
(8,000,000)
8,000,000
- (3,000,000)
3,000,000
(500,000)
-
500,000
-
-
5,250,000
-
-
4,850,000
1
- (10,000,000)P
10,000,000
-
-
575,000
-
-
575,000
-
-
100,000
-
-
600,000
-
-
575,000
-
-
575,000
-
-
350,000
-
-
750,000
-
-
1,000,000
-
-
1,300,000
-
300,000
-
- 5,450,0002
-
P
-
-
450,000
-
- 3,000,000
-
- 4,000,000
-
- 11,500,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(450,000)
-
(1,500,000)
-
-
-
-
5,250,000
4,850,000
-
575,000
575,000
100,000
600,000
575,000
575,000
350,000
750,000
1,000,000
1,300,000
300,000
5,450,000
-
3,000,000
2,500,000
11,500,000
38,000,000 24,700,000
(21,500,000)
(1,950,000)
39,250,000
On 20 March 2017 Mineral Resources Limited (ASX: MIN) were issued 4,166,667 unlisted options as part of a placement for
8,333,333 fully paid ordinary shares. The free attaching options issued to Mineral Resources Limited have not been included
in the table above.
1
2
9,800,000 unlisted options were quoted as listed options during the period.
Includes 2,250,000 of options with a vesting term conditional on Hazer signing a binding partnership with a third party
within 18 months of execution of the original agreement. As at signing date, no contract has been signed and due to
further uncertainty over meeting this vesting condition management has assigned a zero value to the options. The
probability will be re-assessed at the next reporting period.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
P
P
P
P
P
P
P
P
P
P
NOTES TO THE FINANCIAL STATEMENTS
Note 22. Share based payments (Cont’d)
Set out below are the options exercisable at the end of the financial year:
Option series Grant date
Expiry date
2019
Number
2018
Number
Series C
Series D
Series F
Series F
Series G
Series G
Series H
Series G
Series G
Series G
Series J
Series K
Series G
Series G
Series G
Series J
Series K
Series B
Series M
Series L
Series M
Series N
16/09/2015
16/09/2015
01/06/2017
15/11/2016
22/08/2016
31/10/2016
20/03/2017
20/03/2017
01/06/2017
15/11/2016
06/04/2017
06/04/2017
13/06/2017
06/09/2017
04/12/2017
04/12/2017
04/12/2017
29/12/2017
29/08/2018
14/11/2018
14/11/2018
14/11/2018
31/12/2018
31/12/2019
30/06/2019
30/06/2019
30/06/2020
30/06/2020
31/12/2019
30/06/2020
30/06/2020
30/06/2020
31/12/2020
31/12/2021
30/06/2020
30/06/2020
30/06/2020
31/12/2020
31/12/2021
31/12/2020
30/06/2023
30/06/2022
30/06/2023
30/06/2024
-
4,850,000
-
-
100,000
600,000
4,166,667
350,000
575,000
575,000
750,000
1,000,000
1,300,000
300,000
3,200,000
3,000,000
2,500,000
5,250,000
4,850,000
575,000
575,000
100,000
600,000
4,166,667
350,000
575,000
575,000
750,000
1,000,000
1,300,000
300,000
5,450,000
3,000,000
2,500,000
11,500,000 11,500,000
-
-
-
-
500,000
2,000,000
2,000,000
2,000,000
41,266,667 43,416,667
The weighted average remaining contractual life of options outstanding at the end of the financial year was 1.68 years (2018:
2.23)
For the options granted during the current financial year, the valuation model inputs used to determine the fair value at the
grant date, are as follows:
Grant date
Expiry date
Share price
at grant date
Exercise
price
Expected
volatility
Dividend
yield
Risk-free
Fair value
interest rate at grant date
29/08/2018
14/11/2018
14/11/2018
14/11/2018
30/06/2023
30/06/2022
30/06/2023
30/06/2024
$0.28
$0.30
$0.30
$0.30
$0.70
$0.50
$0.70
$0.90
80%
80%
80%
80%
0.00%
0.00%
0.00%
0.00%
2.20%
2.13%
2.34%
2.34%
0.13
0.14
0.14
0.14
Expenses arising from share based payment transactions
Total expenses arising from share based payment transactions recognised during the year were as follows:
Options issued to KMP
Options issued to employees/consultants
Less:
Forfeiture – options granted to KMP
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
2019
$
2018
$
632,433
282,517
2,509,367
3,935,469
-
(341,997)
914,950
6,102,839
For personal use only
NOTES TO THE FINANCIAL STATEMENTS
Note 23. Earnings per share
Loss after income tax
2019
$
2018
$
4,396,377 11,009,331
Loss after income tax attributable to the owners of Hazer Group Limited
4,396,377 11,009,331
Weighted average number of ordinary shares used in calculating basic earnings per share
93,265,987 82,342,420
Number
Number
Basic loss per share
Diluted loss per share
Cents
Cents
4.71
4.71
13.37
13.37
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
DIRECTORS’ DECLARATION
In the Directors' opinion:
● the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the
Corporations Regulations 2001 and other mandatory professional reporting requirements;
● the attached financial statements and notes 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 give a true and fair view of the Company’s financial position as at 30 June
2019 and of its performance for the financial year ended on that date;
● there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable; and
The Directors have been given the declarations required by section 295A of the Corporations 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
______________________________
Geoff Ward
Managing Director
27 August 2019
Perth
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
INDEPENDENT AUDITOR’S REPORT
TO THE MEMBERS OF
HAZER GROUP LIMITED
Opinion
We have audited the financial report of Hazer Group Limited (the Company) which comprises the statement of
financial position as at 30 June 2019, the statement of profit or loss and other comprehensive income, the
statement of changes in equity and the statement of cash flows for the year then ended, notes to the financial
statements, including a summary of significant accounting policies, and the directors' declaration.
In our opinion, the accompanying financial report of the Company is in accordance with the Corporations Act 2001,
including:
(i)
giving a true and fair view of the Company's financial position as at 30 June 2019 and of its financial
performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor's Responsibilities for the Audit of the Financial Report section of
our report. We are independent of the Company in accordance with the auditor independence requirements of
the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards
Board's APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the
financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor's
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
For personal use only
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.
Key Audit Matter
How our audit addressed this matter
Share based payments
Refer to Note 22 in the financial statements
During the year, the Company issued 6,500,000
options.
Our audit procedures in relation to the share-based
payment included:
Management has used an option valuation model to
value these options issued during the year.
We determined this to be a key audit matter due to
the significant judgements involved in assessing the
fair value of the options issued during the year.
▪ Reviewing the key terms and conditions of the
options issued;
▪ Obtaining
the valuation models prepared by
management and assessing whether the models
were appropriate for valuing the options granted
during the year;
▪ Challenging
the
key
assumptions used by management to value the
options; and
reasonableness
of
▪ Reviewing the relevant disclosures in the financial
statements to ensure compliance with Accounting
Standards.
Other Information
The directors are responsible for the other information. The other information comprises the information included
in the Company's annual report for the year ended 30 June 2019, but does not include the financial report and
the auditor's report thereon.
Our opinion on the financial report does not cover the other information and accordingly 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.
If, based on the work we have performed, 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.
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 Company 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 Company or to cease operations, or have no
realistic alternative but to do so.
For personal use only
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 at: http://www.auasb.gov.au/auditors_responsibilities/ar2.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 within the directors' report for the year ended 30 June 2019.
In our opinion, the Remuneration Report of Hazer Group Limited, for the year ended 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.
RSM AUSTRALIA PARTNERS
Perth, WA
Dated: 27 August 2019
TUTU PHONG
Partner
For personal use only
SHAREHOLDER INFORMATION
UASX Additional Information
The Company’s ordinary shares are quoted as ‘HZR’ on ASX.
The shareholder information set out below was applicable as at 26 August 2019.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
100,001 and over
10,001 to 100,000
5,001 to 10,000
1,001 to 5,000
1 to 1,000
Holding less than a marketable parcel
Number
of ordinary
Number
of holders
shares of ordinary
shares
61,182,000
29,948,168
3,613,150
2,451,248
66,290
139
925
446
862
182
97,260,856
2,554
309,041
346
Equity security holders
Twenty largest quoted equity security holders
The names of the 20 largest security holders of each class of quoted equity securities are listed below:
MINERAL RESOURCES LIMITED
POINT AT INFINITY PTY LTD
OOFY PROSSER PTY LTD
THE UNIVERSITY OF WESTERN AUSTRALIA
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
CITICORP NOMINEES PTY LIMITED
MR ADRIAN JOHN MCTIERNAN
JAKANA PTY LTD
MRS LORRAINE ALYSSA GOLDSMITH
MR JAMIE PHILLIP BOYTON
MS EMMA WALDON
MRS JOANNE ROSEMARY LLOYD
MR NICHOLAS STUART BEATON DUNCAN
MR PETER HOWELLS
RANGEGROVE PTY LTD
MS AMANDA JANE WEAVER
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
SHERKANE PTY LTD
MR GRAEME STANLEY AH KIT
MARIA POCOCK
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
Ordinary shares
Number held
% of total
shares
issued
10,833,333
6,748,583
4,154,762
1,516,567
1,485,237
1,228,878
1,218,300
1,119,477
970,922
800,000
775,000
750,000
721,480
625,000
600,000
600,000
595,402
587,500
506,000
500,000
11.14
6.94
4.27
1.56
1.53
1.26
1.25
1.15
1.00
0.82
0.80
0.77
0.74
0.64
0.62
0.62
0.61
0.60
0.52
0.51
36,336,441
37.36
For personal use onlyU
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SHAREHOLDER INFORMATION
Unquoted equity securities
Options over ordinary shares – Series B
Options over ordinary shares – Series D
Options over ordinary shares – Series G
Options over ordinary shares – Series H
Options over ordinary shares – Series J
Options over ordinary shares – Series K
Options over ordinary shares – Series L
Options over ordinary shares – Series M
Options over ordinary shares – Series N
Total
Number
on issue
Number
of holders
11,500,000
4,850,000
7,000,000
4,166,667
3,750,000
3,500,000
2,000,000
2,500,000
2,000,000
41,266,667
7
5
23
1
4
3
1
2
1
Mineral Resources Limited holds 4,166,667 Series H options issued as part of a capital raising. The remaining unquoted
equity securities were issued to key management personnel, employees and contractors of the Company.
Substantial holders
Substantial holders in the Company are set out below:
Andrew Cornejo
Mineral Resources Limited
Voting rights
The voting rights attached to ordinary shares are set out below:
Ordinary shares
Number
heldP
% of total
shares
issued
6,748,583
10,833,333
6.94%
11.14%
Ordinary shares
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
share shall have one vote.
There are no other classes of equity securities.
On-market Buy-back
There is no current on-market buy-back of the Company’s securities in place.
HAZER GROUP LIMITED FOR THE YEAR ENDED 30 JUNE 2019
For personal use only
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