A N N U A L R E P O R T | 2 0 2 1
Annual Report
Where innovation and technology
meet medical experience
IMEXHS® was founded in 2012 by two radiologists and two
software engineers who decided to solve two pervasive issues in
global healthcare: the prohibitive cost of care and the need for
access to modern technology.
Ten years later, IMEXHS® has ~250 employees across two
businesses – Medical Imaging Software and Radiology Services.
Our software is fully web and cloud-based, includes innovative
artificial intelligence (AI) tools, and has a lower cost-base than our
competitors, enabling us to provide attractive pricing to our
customers. Our radiology services business consists of ~110
radiologists who exclusively use our software and provide us with
a growing radiology database to develop AI tools.
- 2 -
Our 10 Year
Journey
| 2 0 1 2 |
Founded in Bogota, Colombia to provide healthcare professionals
access to medical technology in hard-to-reach areas like the
Amazon jungle.
| 2 0 1 5 |
Expanded into countries in Latin America such as Ecuador and
Mexico.
| 2 0 1 8 |
Listed on the Australian Stock Exchange (ASX:IME) to expand our
global presence.
| 2 0 1 9 |
Received FDA Clearance in the US, expanded into new medical
verticals & AI tools.
| 2 0 2 0 |
Launched a standardised radiology imaging solution, AQUILA in
the Cloud, to accelerate global expansion.
| 2 0 2 1 |
Purchased RIMAB SAS to strengthen our radiology services
business and to access vast amount of data provided by in-house
radiologists.
2021 | Annual Report - 3 -
Table of Contents
4
Gl oba l footp rint a n d
key sta ts
6
Finan c ial H ighlights
8
Cha irman’s Letter
11
CEO’s Repor t
14
Ab out u s
27
Current case stud y
32
Stra tegic alli an ces
a n d priorit ies
36
Up da tes to so ftware
developm ent
38
Ou r team & o ur
cu l ture
43
Finan c ial Repo r t
2021 | Annual Report Global Footprint and
Key Stats
- 5 -
Global
Footprint
A U S T R A L I A
B O L I V I A
C H I L E
C O L O M B I A
C O S T A R I C A
D O M I N I C A N
R E P U B L I C
E C U A D O R
E L S A L V A D O R
G U A T E M A L A
H O N D U R A S
M E X I C O
N I C A R A G U A
P A N A M A
P E R U
S P A I N
U N I T E D S T A T E S
Key Stats
as at 31/12/2021
+
7 . 8 m
5 6 3 m
I N 2 0 2 1
1 . 5 b
I N T O T A L
N E W S T U D I E S
P E R Y E A R
I M A G E S S T O R E D
( A N O N Y M I Z E D )
5 . 2 1 P B
3 8 6 S I T E S
P E T A B Y T E S
S T O R E D
R U N N I N G O U R
A P P L I C A T I O N S
+
2 . 4 k
S P E C I A L I S T S
U S I N G O U R
A P P L I C A T I O N
1 . 4 m U S E R S W I T H
2 . 5 m P O R T A L E N T R I E S
P A T I E N T S & D O C T O R S
U S I N G O U R P O R T A L
* T H A I L A N D
A d d e d i n J a n u a r y
2 0 2 2
1 7 *
3 5
C O U N T R I E S
D I S T R I B U T O R S
2021 | Annual Report | Global Footprint and Key Stats
FY21 Financial Highlights
- 6 -
S T R O N G G R O W T H I N A R R D R I V E N B Y N E W
C O N T R A C T S F O R A Q U I L A I N T H E C L O U D, S T R O N G
G R O W T H I N A Q U I L A E N T E R P R I S E I M A G I N G V O L U M E S
A N D T H E A C Q U I S I T I O N O F R I M A B I N Q 4
S a l e s
R e v e n u e
1
$ 1 3 . 4 m
U p 2 3 % y o y
U p 3 4 % o n a
c o n s t a n t
c u r r e n c y b a s i s
A n n u a l i s e d
R e c u r r i n g
R e v e n u e ( A R R )
$ 2 0 . 4 m
U p 1 0 2 % y o y
U p 1 2 1 % o n a
c o n s t a n t
c u r r e n c y b a s i s
E B I T D A
( $ 3 . 0 m )
v s ( $ 1 . 3 m ) i n F Y 2 0
d u e t o i n c r e a s e d
i n v e s t m e n t i n
o p e r a t i o n s
R e c u r r i n g
r e v e n u e
C l o s i n g
C a s h
U n d e r l y i n g
E B I T D A
2
$ 1 2 . 2 m
U p 4 3 % y o y
U p 5 7 % o n a
c o n s t a n t
c u r r e n c y b a s i s
$ 4 . 2 m
( (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1) (cid:1)
$ 1 . 4m
)
$ 1 0 . 8 m a t 3 1
D e c e m b e r 2 0 2 0
v s ( $ 0 . 7 m )
i n F Y 2 0
1 F i n a n c i a l r e s u l t s i n c l u d e R I M A B R e s u l t s f r o m Q 4 F Y 2 1
2 E x c l u d e s t h e i m p a c t o f F X , s h a r e b a s e d p a y m e n t s a n d t r a n s a c t i o n c o s t s f o r t h e R I M A B a c q u i s i t i o n .
3 C o n s t a n t c u r r e n c y b a s i s a s s u m e s F Y 2 1 r e s u l t s a r e c o n v e r t e d a t t h e a v e r a g e f o r e i g n
e x c h a n g e r a t e f o r F Y 2 0 . T h i s r e m o v e s t h e i m p a c t o f c h a n g e s i n c u r r e n c y r a t e s a n d a l l o w s
c o m p a r i s o n o f I M E X H S ’ s u n d e r l y i n g o p e r a t i n g p e r f o r m a n c e .
2021 | Annual Report | Financial Highlights FY21 Financial Highlights
- 7 -
2 5
2 0
1 5
1 0
5
0
2 0 1 6
2 0 1 7
2 0 1 8
2 0 1 9
2 0 2 0
2 0 2 1
S P O T
N O T Y E T B I L L I N G
C O N S T A N T C U R R E N C Y
N O T Y E T B I L L I N G
$ 2 0 . 4 m
u p 1 0 2 % ( 1 2 1 % o n a
c o n s t a n t c u r r e n c y
b a s i s )
S E G M E N T E D R E V E N U E
A N D A R R
$ m
M E D I C A L
I M A G I N G
S O F T W A R E
R A D I O L O G Y
S E V I C E S
T O T A L
R E V E N U E
$ 5 . 0 m
$ 8 . 4 m
$ 1 3 . 4 m
A R R
$ 7 . 1 m
$ 1 3 . 3 m
$ 2 0 . 4 m
*FY21 figures in clude RIMAB Q4 contribution only.
*Audited 2021 Finan ci al Statem ents
2021 | Annual Report | Financial Highlights Chairman’s
Letter
- 9 -
CHAIRMAN’S LETTER TO SHAREHOLDERS
Dear Shareholders:
We are pleased with the progress made throughout 2021 to grow the business within Latin America and to expand overseas.
IMEXHS met 2021 revenue guidance provided during the year. Revenue growth was largely driven by expanding volumes of
existing customers for both our Medical Imaging Software and our Radiology Services. Other highlights for the year
included a high and rising share of recurring revenue, low customer churn and the expansion of our global footprint through
sales of our standardised radiology product, AQUILA in the Cloud.
Notably, this year saw the acquisition of Colombian radiology services provider RIMAB SAS, which is performing above our
expectations, has a strong growth profile and is solidly profitable. The Q4 results show the financial benefit of having RIMAB
within the Company. Furthermore, the acquisition of RIMAB removes related party transactions and administratively
complicated joint contracts with several customers. Going forward, our reporting should be clearer for shareholders with
segmental reporting covering Medical Imaging Software and Radiology Services.
Collectively, our Radiology Services business is one of exceptional quality and is recognized for having some of the best
radiologists in Colombia. The use of IMEXHS software provides an edge in terms of productivity and consequently, cost. This
is a significant step forward in our ability to provide outstanding service and win new business.
It is the Company’s intention to continue to build the Imaging Software business globally and grow the Radiology Services
business, particularly within Colombia. We have developed a structure to ensure that each business has appropriate
resources to both independently and symbiotically develop and grow.
During the year, the Board decided to proceed faster than anticipated on expenses associated with sales and distribution
and with capital invested in development. The Company also invested in equipment to support opportunities in radiology
services beyond original forecasts. Where appropriate, equipment investment was in part debt funded. The proportion of
revenue from one-off transactions continued to fall while broadening the base of recurring revenue.
The success of AQUILA in the Cloud is evident in terms of sales and the acceptance of the model of a non-customised SaaS
product distributed through 35 partners that is now present in 11 countries. In the early stages, product implementation was
slower as we learnt how to better help clients and partners prepare to onboard the software and adopt related beneficial
changes in working practices. To that end, we have developed better processes and implementation times have markedly
improved. Importantly, the software package approach offers us some interesting strategic options, through direct online
distribution and in applying the same packaged approach to other clinical practices, such as cardiology and pathology.
2021 | Annual Report | Chairman’s Letter
- 10 -
IMEXHS made two important announcements at the
Looking forward, the focus will be on maintaining strong
Radiological Society of North America (RSNA) Scientific
growth and reaching EBITDA breakeven and cash flow
Assembly held
in Chicago
in November 2021. Firstly,
positive with contract wins for AQUILA Enterprise and
IMEXHS announced a partnership agreement with Neusoft
AQUILA
in the Cloud, high recurring revenue, faster
Medical, a global leader in clinical diagnostic and treatment
conversion of AQUILA in the Cloud, and the contribution of
solutions. Secondly, IMEXHS announced the new IMEXHS
positive earnings from RIMAB. IMEXHS is well-placed to
Cloud product and solution. Neusoft will be one of IMEXHS’s
leverage its distribution channels and unique global market
first strategic partners to offer the new IMEXHS Cloud
positioning. The need for affordable Medical Imaging
product.
Software at all levels is not being met by the large players
and leaves an enormous addressable market.
Our Product Development
team continued
to do
outstanding work in 2021, the details of which are covered
The Board and management continue to recognize the
later in the report. We have had excellent feedback from
challenges, both actual and perceived, of overseeing a
new clients and from existing users as new releases have
Company whose operations are largely run outside of the
been seamlessly applied. Global development in medical
governance
jurisdiction. However,
the Board meets
software
in terms of architecture, the
integration of
frequently, both formally and
informally, with regular
capabilities, and the development of AI tools has never
management discussions. Furthermore, the Company has
moved so swiftly, and we believe this Company is well
in place appropriate governance charters and the Board is
placed to thrive.
satisfied as to the Company’s adherence to those charters
as well as the requirements of both the ASIC and ASX listing
Our thoughts are with our staff and their families who
rules and the spirit of those rules.
contracted COVID-19 during the year, and who have
thankfully all recovered.
We enter 2022 with a significant agenda but well placed to
seize the opportunities available. I would like to thank our
There is little doubt that pressure on health systems and
directors for their contributions throughout the year and of
hospitals due to COVID in Latin America caused delays in
course our management team and staff across the world,
decisions,
including deferring upgrades to
imaging
most ably led by our CEO, Dr German Arango. Lastly, thank
systems. However, reports show that Latin America, once a
you to our shareholders – we appreciate your continued
hotspot of COVID-19 cases, now leads the US and much of
support and commitment.
Doug Flynn
Chairman.
the world in vaccination rates and recovery. According to a
Wall Street Journal article (dated 25 December 2021) about
62% of Latin America’s population has been vaccinated.
“Thanks in part to the successes from past inoculation
campaigns, like the fight against yellow fever, citizens
across Latin America generally embrace vaccines.” The
somewhat younger demographic profile compared to
much of the Northern hemisphere has helped the recovery.
There are few travel restrictions, and the market is returning
to relatively normal levels.
The gradual recovery from COVID-19 conditions in Latin
America was reflected in our combined contract win for
Colombia's Central Police Hospital announced
in
December 2021, which will contribute over $1.1m
in
Annualised Recurring Revenue. This validates the RIMAB
acquisition and further positions IMEXHS as a more
integrated proposition, while still allowing customers the
flexibility of choice.
2021 | Annual Report | Chairman’s Letter CEO’s
Report
- 12 -
We founded IMEXHS in 2012 to improve the quality of life of patients and doctors by developing cutting edge technology to
address real needs of physicians, hospitals, clinics and diagnostic centers. Developing an innovative cloud-based medical
Imaging Software as a service has allowed us to become a market leader in Latin America and provided us with the
opportunity to expand into larger global markets such as the US. Guided by our philosophy, ‘Where innovation and
technology meet medical experience’, we are achieving great things for our Company, our customers and our future.
Our customers and staff continued to overcome COVID-related challenges in 2021 which have now started to ease. During
most of the year our staff worked remotely and had to overcome the challenges of conducting customer interactions
remotely, while IMEXHS also experienced some delays in customer decision-making among larger organizations.
We are pleased to report strong year-over-year growth in all our key metrics in 2021. Revenue for the twelve months ended
31 December 2021 was $13.4m, up 23% and up 34% on a constant currency basis versus pcp. Annualised Recurring Revenue
(ARR) of $20.4 million increased by 102% and 121% on a constant currency basis which consisted of $13.3m from Radiology
Services and $7.1m from Software. The EBITDA loss was $3.0m versus a loss of $1.3m in FY20 due to continued investment in
operations. We ended the year in a sound financial position with a cash balance of $4.2m. Underlying EBITDA, excluding the
impact of FX, share based payments and transaction costs for the RIMAB acquisition was a loss of $1.3m versus a loss of
$0.7m in FY20.
Our high touch and customised enterprise solution, AQUILA Enterprise, is the main source of our existing revenues and
continues to grow due to new contract wins and internal volume growth from existing customers. This product has helped
build our reputation and allows us to upsell, but importantly the platform demonstrates its value in increasing productivity. In
December 2021 we announced a new contract with Colombia’s Police Department with an ARR of $1.1m, reflecting a
reactivation of purchase activities among larger public sector customers and that our enhanced platform is already generating
good traction.
Our disruptive cloud offering, AQUILA in the Cloud, continues to generate strong interest, addressing the underserviced
need for small to mid-size enterprises around the world. We completed 111 AQUILA in the Cloud contracts in the financial
year, including 7 in the US and 5 in Australia. In November 2021, IMEXHS attended the Radiological Society of North America
(RSNA) Scientific Assembly held in Chicago and did not see a comparable proposition.
IMEXHS has a significant opportunity to expand our footprint globally through our standardised cloud solutions. We see
considerable demand in the US, driven by increasing technological advancements, as well as the high incidence of diseases
and subsequent need for data management.
During the year, we made significant improvements to the implementation process for AQUILA in the Cloud, which revolved
around ensuring customers were adequately equipped to install the software. We have also achieved significant
improvements in the time from signing deals to recognising revenue and collecting cash. Our key focus for 2022 will be to
continue to work with customers and partners to ensure the onboarding process becomes more efficient in order to invoice
customers and collect payment.
Welcoming RIMAB into IMEXHS in October 2021 was a significant milestone for the Company. It eliminates
related-party transactions and enabled us to restructure the Company into two businesses – Medical Imaging Software
and Radiology Services. As a founder of both companies, I was pleased to see the two businesses I started with my
partners ten years ago coming back together again. Over time, we expect radiology services and software to become
increasingly intertwined and strongly believe that artificial intelligence (AI) will be the vehicle for enhancing that
connection.
2021 | Annual Report | CEO’S report - 13 -
Radiology Services revenue growth was stronger in the final quarter due to pent up demand from COVID-19. Radiology
services revenue of $3.1m in Q4 was above plan and improved the results of the combined Group. We expect RIMAB to
maintain this momentum trend for the next year.
Our partners program supports the existing product line and expands our global reach. Additionally, the new channel and
distribution strategy has been well validated with the IMEXHS partners program, able to deliver most of the AQUILA in the
Cloud deals (73%) across 11 countries. This is optimized by the contribution of IMEXHS University, the standardized training
online platform. Our other significant partnerships, such as with VITAL Images and Entelai, continue to support our growth
and provide IMEXHS customers with the most advanced analysis tools.
IMEXHS now has 35 distributors in 15 countries. Most recently, we signed an agreement with Neusoft Medical, a global
leader in clinical diagnostic and treatment solutions. With 40,000 installations in more than 110 countries, Neusoft offers
advanced medical imaging solutions and high-quality care to patients and healthcare professionals worldwide. Neusoft will
be one of IMEXHS’s first strategic partners to offer the new IMEXHS Cloud product, providing affordable access to high-tech
medical imaging platforms through a combination of IMEXHS’ unique technology as well as Neusoft’s geographic reach.
We have already started training activities for the Neusoft team of country managers and are preparing the first proof
of concept.
The software development roadmap has been focused on product improvements with the integration of highly
sophisticated tools for advanced post-processing and AI, which makes our platform more efficient and disruptive in the
market. Among the broader team, we are excited to bring on-board highly qualified experts for the new Chief Technology
Officer and Product Manager roles. It is important that we continue expanding and building the team to support the pace
of growth.
Looking to 2022, we are progressing into a new stage of our strategy, focused on accelerating our AI verticals and growing
solid Imaging Software and Radiology Services, and strengthening the interconnection between these core areas. We have
strong fundamentals in the development and sales delivery for our Medical Imaging software platform, together with an
extensive number of outsourced radiology facilities, best in class radiologists, access to a high volume of images, and
demonstrated experience in developing AI tools. We are in an advantageous position, ideal for creating services that
anticipate the future needs of the industry.
This year, we are also updating our marketing and branding efforts to help promote our products and services, with a
rebrand and re-organization of AQUILA Enterprise, IMEXHS Cloud, and RIMAB.
In closing, 2021 was all about investing in growth through our sales, technology development and operational engineers,
which started to bear fruit towards the end of the year. We have retained some of the best engineers in the industry despite
some significant market resourcing challenges.
Our focus in 2022 will be on building AI at the core of our business. We will aim to win more large contracts for AQUILA
Enterprise, improve implementation timings for AQUILA in the Cloud, further integrate RIMAB into the business, and
leverage our partnership network.
I would like to extend my sincere thanks to the directors for their guidance, as well as the management team around the
world and the whole IMEXHS team for their efforts.
Dr. Germán Arango
CEO
2021 | Annual Report | CEO’ report About
US
A Q U I L A I N T H E C L O U D O U R C L O U D - B A S E D
S T A N D A R D I S E D R A D I O L O G Y S O L U T I O N , W A S L A U N C H E D I N 2 0 2 0
- 15 -
T O F A S T T R A C K O U R G L O B A L E X P A N S I O N A N D M E E T T H E
(cid:121) (cid:48) (cid:48) (cid:40) (cid:178) (cid:3) (cid:132) (cid:73) (cid:3) (cid:178) (cid:119) (cid:4) (cid:109) (cid:109) (cid:3) (cid:4) (cid:121) (cid:40) (cid:3) (cid:119) (cid:48) (cid:40) (cid:88) (cid:199) (cid:119) (cid:1612) (cid:178) (cid:88) (cid:240) (cid:48) (cid:40) (cid:3) (cid:48) (cid:121) (cid:192) (cid:48) (cid:170) (cid:167) (cid:170) (cid:88) (cid:178) (cid:48) (cid:178) (cid:1582) (cid:3) (cid:1654)
W I T H T H I S I N M I N D , A Q U I L A I N T H E C L O U D I S B U I L T
U P O N F O U R M A I N P I L L A R S :
To be FAST
is to be AVAILABLE
To be EASY
is to be ACCESIBLE
In 2021, AQUILA in the Cloud was
implemented in only 34 days on
average compared to +100 days which
is the industry’s standard.
In 2021, 498 new radiologists from 6
different sub-specialities were trained
and began using AQUILA in the Cloud.
In 2021, AQUILA in the Cloud was deployed
across 9 countries in 3 different continents.
AQUILA in the Cloud is an intuitive and
easy-to-use medical imaging platform. It
takes the average radiologist 2-3 amount of
clicks to finish a report compared to 6 clicks
using a legacy platform.
The AQUILA in the Cloud offering is
presented to potential customers is a
simple manner, they can either choose
from: Lite, Pro & Ultimate. This differs from
the industry standards which is complex,
confusing, and time-consuming. AQUILA in
the Cloud is EASY to buy.
To be DIFFERENT
is to be INNOVATIVE
To be FOR ALL
is to be AFFORDABLE
In 2021, AQUILA in the Cloud was
available across 138 countries for all
segments of the market. AQUILA in the
Cloud does not discriminate against small
to mid-sized enterprises (SME’s), it caters
for them and provides huge value.
AQUILA in the Cloud is available FOR ALL
In 2021, AQUILA in the Cloud customers
benefited from three proprietary,
powerful AI algorithms on a pay per
use model, as well as two third-party
algorithms and instant software
updates.
AQUILA in the Cloud allows 100% of its
users to work from anywhere at any
time. In 2021, over two thirds of its users
worked from home which meant that
despite the uncertainty produced by
COVID -19, they were still able to offer a
precise and timely diagnosis to their
patients.
2021 | Annual Report | Key Competitive Advantages - 16 -
IMEXHS® Enterprise
Imaging Universe
O L O G I E S
R A D I O L O G Y
P A T H O L O G Y
C A R D I O L O G Y
ARTIFICIAL
INTELLIGENCE
ADVANCED
VISUALISATION
PICTURE ARCHIVING AND
COMMUNICATION SYSTEM/
VENDOR NEUTRAL ARCHIVE
VIEWER
CORE
(cid:31)(cid:30)(cid:29)(cid:28)(cid:27)(cid:26)(cid:25)(cid:26)(cid:24)(cid:23)(cid:22)(cid:27)(cid:21)(cid:30)(cid:24)(cid:27)(cid:20)(cid:24)(cid:22)(cid:19)(cid:26)(cid:18)(cid:17)(cid:16)(cid:30)(cid:29)(cid:15)
See page 17 for details
CHEST
COVID
VITAL
LUNG
ALMA
NEURO(*)
BRAVIZ
BREAST(*)
BRAVIZ
PORTAL
VOICE
RECOGNITION
BUSINESS
INTELLIGENCE
IMEXHS
UNIVERSITY
PARTNERS
PROGRAM
See pages 21 & 22
for details
ADVANCED
TOOLS
See pages 21,22
& 23 for details
COMMUNITY
See page 24
for details
(*) Third Party Algorithm
2021 | Annual Report | Product Offering Product offering
- 17 -
AQUILA - Radiology is a multiplatform web system that allows the total management of the
radiology service, in a centralized and agile way. The system provides management tools and
consultation of productivity
indicators for the administrator, from the appointment
scheduling to the delivery of the result. It is a multi-user and multimodal platform with the
availability of work lists and consultation of care status. AQUILA’s main objective is to
optimize the care processes in the radiology service, allowing efficient decision making.
ALULA – Pathology is a fully functional multiplatform and multi-browser system under a
web environment. This product guides the entire pathology workflow from the reception of
samples to the creation of final reports. In this system are the different phases of pathology
such as macroscopy, histotechnology, microscopy. ALULA presents a digital view of these
images where you can make use of different tools such as zone selection, measurement and
in-depth exploration.
(cid:31)(cid:30)(cid:29)(cid:28)(cid:27)(cid:26)(cid:25)(cid:26)(cid:24)(cid:23)(cid:22)(cid:27)(cid:21)(cid:30)(cid:24)(cid:27)(cid:20)(cid:24)(cid:22)(cid:19)(cid:26)(cid:18)(cid:17)(cid:16)(cid:30)(cid:29)(cid:15)
ANTEROS - Cardiology is a cloud-based platform that provides secure cloud storage, a
universal web viewer, CIS, PACS and business intelligence tools, and access to all the
functionalities of a VNA web platform in a single solution. Implementing ANTEROS in the
cardiology department will make medical imaging and diagnosis simpler and easier,
improving patient care, maximizing productivity, and minimizing risk.
2021 | Annual Report | Product Offering - 18 -
Discover AQUILA 3.5
A Q U I L A G O E S O N E S T E P F U R T H E R
W I T H I T S N E W V E R S I O N 3 . 5
In this new version 3.5, you can enjoy new or improved features, security fixes and, better
compatibility with different devices and tools. In addition, it presents an optimization in the
stability of the software, eliminating obsolete functions. Other new features of this new version
include hanging protocols, MPR improvements and the ability to access AI algorithms.
All of these updates are aimed at improving the user experience, ensuring that you can take full
advantage of its technology, and positively impacting patients and physicians around the
world.
AQUILA in the Cloud
AQUILA in the Cloud is our standardised
radiology offering launched in May 2020.
It provides small and medium-sized
centers with an affordable and accessible
RIS/PACS product. The standardised
solution is a cloud-based, multi-tenant,
end-to-end radiology solution. It handles
the workflow of an imaging center from
the billing with
to
the scheduling
high-end tools for medical visualization
and reporting. It is a subscription-based
model with additional charges are based
on volumes of radiology studies.
Charges are based on volumes of
radiology studies.
During 2021 IMEXHS signed 91 AQUILA
in the Cloud contracts and reached a
total of 111 projects in 13 countries by the
end of the year. This number of projects
represents an increase of more than
110% compared to 2020. Between 2020
and 2021, the number of radiologists
using AQUILA in the Cloud increased by
98.4%.
2021 | Annual Report | Product Offering - 19 -
R A D I O L O G I S T S U S I N G
A Q U I L A I N T H E C L O U D
4 9 8
2 5 1
G R O W T H
9 8 . 4 %
2 0 2 0
2 0 2 1
Good progress has been made improving implementation times from order to cash. There
remains significant ramp up in cash in billings going into 2021. Further, we are seeing strong
volume growth within clients as they become used to and enjoy the benefits of the AQUILA in
the Cloud software.
The channel strategy has been strongly validated with more than 73% of the sales completed by
distributors and more than 75% of AQUILA in the Cloud sales coming from outside of Colombia.
Sales outside of Colombia are contracted in USD or AUD. To improve the onboarding process
particularly in new geographies, IMEXHS has implemented a standardized training program for
distributors through the online platform IMEXHS University. Strong sales momentum was
generated in key markets with new orders from the US and Australia.
The AQUILA in the Cloud platform is becoming a window for efficient access into the most
sophisticated tools for advanced post processing and artificial intelligence. It is democratising
access to the most advanced medical technology across all the segments of the market.
Equipment manufacturers have taken note of the advantages of the product and the ease of
integration. This has led to a global product partnership with Neusoft Medical as we have done
previously with Canon VITAL Imaging.
2021 | Annual Report | Product Offering - 20 -
AQUILA Enterprise
AQUILA Enterprise (formerly AQUILA Custom) is our customised Enterprise imaging platform
for large clinics and hospitals with a high level of integration of third-party platforms. It has been
specially designed for solving the workflow demands for multi-site and teaching hospitals,
providing highly sophisticated tools for visualization, post processing, Business Intelligence and
practice management. This has been bolstered by the recent integration of AI tools developed
by the IMEXHS team and third parties, bringing improvements in productivity and reporting
accuracy.
Each AQUILA Enterprise contract tends to be unique, there is no standard model. These are
normally multi-year agreements (five years on average) and charged on the basis of
volume-related tiers.
Most of the current IMEXHS software revenue is derived from this business model and despite
the COVID pandemic, the main metrics continue to grow. This is as a consequence of new
customers and internal volume growth from existing customers. This business model creates
opportunities for upselling and cross-selling with some of the new product releases. In all
Radiology Service contracts, IMEXHS software features and is priced on a commercial basis.
IMEXHS finished 2021 with almost 100 AQUILA Enterprise projects across eight countries,
representing revenue growth of 9%. There was also an increase in closed projects of almost 80%
compared to 2020, when we had 54 projects in five countries. Between 2020 and 2021, the
number of AQUILA Enterprise studies rose by 21.3%.
N U M B E R O F
S T U D I E S
7 , 5 1 1 , 3 7 7
6 , 1 9 3 , 4 1 3
G R O W T H
2 1 . 3 %
2 0 2 0
2 0 2 1
Closing tenders in 2021 proved challeging throughout the year due to COVID delays; however
the Company won several smaller contracts and an important tender from the Central Police
Hospital of Colombia. This coupled with the provision of clinical radiology services, added more
than AUD$1.1m in ARR for the consolidated group.
2021 | Annual Report | Product Offering - 21 -
A I E X P E R T I S E
Highly skilled and experience team in developing
AI technology.
Large database of images (more than one billion)
to feed data sets and data lakes.
STELLA.I engine for the seamless integration of
AI algorithms into our software products.
Business models like AQUILA in the Cloud, ideal
for enhancing the sales and distribution activities.
E X I S T I N G A I P R O D U C T S
IMEXHS AI CHEST: able to detect 14
diseases on a chest x-ray, useful for ER
triage and for supporting non radiolo-
gist physicians.
IMEXHS AI COVID: automatic
segmentation and detection of areas
of covid lung pneumonia.
IMEXHS AI LUNG: segmentation and
volumetry of areas lung involvement by
ground glass opacities and consolidation.
IMEXHS AI NEURO: third party algorithm
trained with our data set which helps
physicians diagnose conditions such as
dementia, multiple sclerosis on brain MRI,
reducing time and optimizing workflow.
IMEXHS AI BREAST : third party algorithm
trained with our dataset which enables the
splitting out the radiologist mammography
work list into normal and abnormal.
Braviz: : advance post-processing neuro
suite for DTI tractography and brain
volumetry.
Artificial
Intelligence
Over the past two years, IMEXHS has
gained significant knowledge and
benefits from the development of
artificial intelligence (AI). This has
become a core activity which perfectly
connects the technology to medical
practices, a significant part of the logic
for the acquisition of RIMAB and
strengthening
Company’s
competitive position.
the
in
the
tools
STELLA.I offers a set of artificial
intelligence
cloud,
developed to help specialists in the
diagnosis. These tools make it possible
to sort studies by relevance, identify
pathologies more easily and perform
advanced
providing
analysis,
quantitative data to support medical
decisions.
and
support
is developing proprietary
IMEXHS
artificial intelligence algorithms and
training third parties to strengthen our
the diagnostic
solutions,
optimize workflow.
process
IMEXHS will continue to develop AI
tools in-house. We have a number of
key success drivers: relatively low cost,
access to a large and growing data
images with high
base of patient
quality
successful
development track record, a strong
platform
for trialling, training and
refining new AI tools, and a program for
assessing accuracy, client benefit and
clinical productivity.
reporting,
2021 | Annual Report | Product Offering - 22 -
Advanced
Tools
A D V A N C E D
V I S U A L I S A T I O N
A unique partnership with VITAL Images, a leading provider of Enterprise Imaging
solutions and a Canon Group company, provides a highly sophisticated and compelling
set of tools in the cloud via the IMEXHS platforms.
Users are able to render complex imaging protocols from MR and CT acquisitions, into
images, delivering accurate information for complex diseases, which is frequently
required by the high-end imaging centres and normally not accessible at the low end of
the market.
IMEXHS offers advanced tools for neurological images, abdomen and chest, vascular and
MSK protocols, offering the option to examine medical images in order to obtain
additional qualitative or quantitative data, efficiently post-process large volumes of data,
study the functionality of specific organs, evaluate different pathologies and study
structural changes associated with a pathology.
Currently, seven customers and 11 sites have post-processing tools.
Braviz, brain visualisation,
is a highly sophisticated suite of tools for advanced
post-processing of neurological images, including brain volumetry and segmentation,
DTI tractography, functional MRI and statistical tools for research. Currently installed and
used by research groups.
P O R T A L
Web-based system that allows the end user a fast and centralized access to the results
issued by the institution's diagnostic imaging service. The portal is a multi-user
platform with 24/7 availability of radiological examination consultations. The portal
provides fast and easy access for radiologists, referring doctors, specialists and
patients.
It has been a very successful product with more than 150,000 portal entries per
month, reaching more tan 2.5 million portal entries by 2021 and guaranteeing access
to more than 1.4 million patients and doctors.
2021 | Annual Report | Product Offering
- 23 -
P o r t a l e n t r i e s
Q 1
U s e r s
2 9 1 , 1 9 1
5 1 9 , 3 2 8
Q 2 U s e r s
3 2 5 , 6 2 0
P o r t a l e n t r i e s
5 8 0 , 7 2 1
P o r t a l e n t r i e s
Q 3 U s e r s
3 9 3 , 3 2 1
7 0 1 , 4 6 0
Q 4 U s e r s
4 3 8 , 0 9 6
P o r t a l e n t r i e s
7 5 3 , 5 3 6
C l i c k s
Total
Users
1 , 4 4 8 , 2 2 8
Total
portal
entries
2 , 5 5 5 , 0 4 5
5 1 9 . 3 2 8
V O I C E
R E C O G N I T I O N
This advanced tool powered by Nuance offers the dictation of patient diagnosis reports. There
is also the option to preload templates previously made with the most recurrent diagnoses
encountered by radiologists in his daily work through specific voice commands. It is currently
installed in 152 sites and during 2021 supported the reporting process of more than 2.1 million
studies. Thus, during 2021 about 28% of new studies were supported by our voice recognition
tool.
B U S I N E S S
I N T E L L I G E N C E
All our solutions have a big data analysis within the application, which allows business
managers and radiology leaders to obtain statistics on the performance of the following
parameters:
Addendums
Agenda
Agenda reservation and timeliness indicators
Cancellations
Contracts
Income
Integrations
Invoices
Note details
Note report
Radiological technique
Readings
Statuses
Studies
Tariff manual
2021 | Annual Report | Product Offering - 24 -
Community
IMEXHS – University
IMEXHS has taken on the mission of providing partners, clients and employees with
training and tools that allow them to keep up-to-date and to learn about the key
components of the IMEXHS universe. IMEXHS University currently has 10 training courses in
sales, marketing, implementation, support, techno vigilance, SaaS structure, among others.
The partners onboarding process is carried out through the platform, and there are plans to
carry out further training for our different products and new releases. Currently all our ~250
employees are registered and we have more than 150 registered users from various
partners and 11 from customers.
IMEXHS-University is a Universe of Innovation.
PARTNERS
PROGRAM
This year our business partner model was redesigned
with new rules that facilitate the sale of products
through our distributor network. The new rules include:
The new process and structure of the sales this process to constantly accompany the
distributor. structure includes the creation of new work teams for inbound marketing,
outbound marketing, Sales Development Representative, Customer Success and
Account Management.
A new 100% virtual Onboarding process
for distributors, training in marketing,
sales, CRM, customer
success and
customer support.
rewards
A new
(iPoints)
incentivizes distributors to accumulate
points based on their sales and can
redeem them for prizes.
scheme
2021 | Annual Report | Product Offering - 25 -
Radiology
Services Offering
OUR HIGH QUALITY PROPOSAL INCLUDES TWO MAIN
BUSINESS MODELS:
Outsourcing of
imaging facilities
Solution offering for hospitals including
hardware, software and medical services.
This business model represents 95% of
current revenues.
Teleradiology
Medical imaging reporting from
remote locations for images produced
by third parties. This business model
represents 5% of current revenues.
Radiology services to hospitals and medical facilities in Colombia and teleradiology to HT Medica
(Health Time SL) in Spain.
OUR VALUE PROPOSITION IS DRIVEN MAINLY BY OUR HIGH
QUALITY OFFERING:
Extensive experience in the production and reporting of large volumes of
medical images.
High level of specialization of the radiologist team and the reporting
database based on medical imaging subspecialties:
NEURO
ABDOMEN
CHEST
MSK
BREAST
PEDIATRIC
INTERVENTIONAL
Highly skilled radiologist team with strong academic credentials, visibility
and recognition.
2021 | Annual Report | Radiology Services Offering Combined
Group
- 26-
T H E F U T U R E
O F R A D I O L O G Y
Anticipation of the future following the
industry trends
The incorporation of technology in the medical practice and in particular in
the medical imaging field is rapidly growing. We anticipate in the near
future the elimination of the boundaries between technology and medical
activities, so consider it a high priority to be highly involved in both fronts.
End-to-End radiology offering
The amalgamation of IMEXHS, a technology company, and RIMAB, a
services company, allows the group to have a fully end-to-end radiology
offering. By bringing together the clinical practice with the technology
provider for medical imaging, the combined group can offer and provide
software technology, human talent and operational capacity.
Develop and test products
the combined group is able to develop and test products in a fast and agile
way by having in-house radiologists who have access to a real, complex and
sophisticated test scenario.
Develop AI algorithms
RIMAB runs more than a million imaging reports per year, which provides
IMEXHS with a vast amount of data to drive the development of its artificial
intelligence algorithms. IMEXHS provides RIMAB with the
imaging
technology – AI, software and teleradiology – to make the radiology process
more efficient.
1
2
3
4
2021 | Annual Report | Combined Group Offering Current
Case Study
- 28 -
Central Police Hospital of Colombia
HOCEN
I N T R O D U C T I O N
The Central Police Hospital of Colombia, provides healthcare to police personnel and
their families, is now supported by the IMEXHS diagnostic imaging platform. With
640,000 users and their respective beneficiaries, the Central Police Hospital relies on
IMEXHS digitalisation and centralisation of diagnostic images.
T H E C H A L L E N G E
The main challenge facing the Central Police Hospital was to update and improve all
aspects of its imaging centre.
Problems with the agility and efficiency of their radiologist teams in treating physicians
and the ability to view images from any device in any place, led to reprocessing,
additional costs, and delays in the care and treatment of patients.
Additionally, the Central Police Hospital needed to contribute to the consolidation of the
National Government's Democratic Security Policy, which means that each of its
activities needs to guarantee compliance with the data protection and security law
imposed by the Ministry of Defence.
T H E S O L U T I O N
With the implementation of AQUILA Enterprise, the Central Police Hospital has access to
a world class radiology solution that is intuitive, flexible and accessible, and which can
optimise workflow from start to finish. Furthermore, with AQUILA, the Central Police
Hospital was able to centralise their radiology department’s information nationwide.
Physicians, police personnel and beneficiaries now have access to all studies along with
the specialist's diagnosis from any device, anywhere. This translates into higher quality
patient care, and time and cost reductions for the organisation.
Thanks to the Advanced Visualisation advanced tools, the Central Police Hospital meets
the diagnostic needs of the most current global protocols.
Additionally, given the importance of patient care, IMEXHS’ web portal designed for
patients and treating physicians allows anytime access without delays, providing the
possibility to share, cooperate and maintain control of the diagnostic history.
2021 | Annual Report | Case Study - 29 -
In addition, with the contribution from RIMAB, the radiology department was completely
renovated. An initial projected four-month timeline to develop the project, the combined group
was able to complete it in record two months. The redesign generated significant benefits,
using best practices to improve the user experience with the installation of state-of-the-art
architectural finishes for hospital centers.
I M P L E M E N T A T I O N
IMEXHS® in alliance with RIMAB (now part of Radiology Services), and complying with all
the established data and infrastructure security requirements, provided their expertise to
achieve immediate user access to required services, optimising care and controlling the
proper use of the Health System of the Central Hospital of the Colombian Police.
Additionally, state-of-the-art equipment was installed.
Central Police Hospital of Colombia
HOCEN
2021 | Annual Report | Case Study I N S T A L L A T I O N
D I A G R A M
A Q U I L A ® R I S
P N H O C E N . H I R U K O . C O M . C O
R V S P E E C H A N Y W H E R E
S A S P N H O C E N . H I R U K O . C O M . C O
- 30-
- S I E M E N S -
- I N T E R N E T -
C E N T R A L P O L I C E
H O S P I T A L
R E S O N A N C E A N D C T S C A N A R E A
R E M O T E A C C E S S I P S E C
R o u t e r S R S
I P P U B : 1 9 0 . 1 4 4 . 1 1 9 . 1 5 7
P r o x m o x V i r t u a l i z a t i o n .
S e r v e r S i e m e n s S y n g o . v i a
I P - E T H O
I P - I L O H P
I P - E H T 1
1 9 2 . 1 6 8 . 1 0 0 . 1 0
1 9 2 . 1 6 8 . 1 0 0 . 1 1
1 7 2 . 2 8 . 7 . 3 4
I P : 1 9 2 . 1 6 8 . 1 0 0 . 1 2
I P P U B : 1 9 0 . 1 4 4 . 1 1 9 . 1 5 4
H T T P S
H T T P
S S H
4 4 3
8 0
2 2 2 2 5
p n h o c e n . h i r u k o . c o m . c o o
U R L :
8 4 4 5
4 5 2 1 0
1 1 1 1 2
M I R T H
W A D O
D I C O M
4 4 3
H T T P S
3 3 8 9
R D P
I P
I L O
H P
1 9 2 . 1 9 8 . 1 0 0 . 2 0
1 9 2 . 1 9 8 . 1 0 0 . 2 1
V I S O R
S Y N G O . V I A
W i n d o w s S e r v e r
2 0 1 0 O n M e t a l
I P
1 1 1 1 2
2 6 1 0 0
2 2 2 2 3
1 9 2 . 1 6 8 . 1 0 0 . 1 3
D I C O M
W A D O
S S H
W i n d o w s S e r v e r
1 0 O n M e t a l
I P
I P P U B
1 9 2 . 1 9 8 . 1 0 0 . 2 3
1 9 0 . 1 4 4 . 1 1 9 . 1 5 8
I P
1 9 2 . 1 6 8 . 1 0 0 . 1 4
1 5 8 9 0
P S Q L
2 2 2 2 4
S S H
I P
1 9 2 . 1 6 8 . 1 0 0 . 1 5
4 4 3
H T T P S
3 3 8 9
R D P
3 3 8 9
R D P
S E R V E R
C L I E N T E
S Y N G O
I P : 1 9 2 . 1 6 8 . 1 0 0 . 1 6
I P P U B : 1 9 0 . 1 4 4 . 1 1 9 . 1 5 6
4 4 3
1 0 2 2
3 3 8 9
U R L :
H T T P S
H T T P S
R D P
s a s p n h o c e n . h i r u k o . c o m . c o
R I S
P C
U S E R S
I P
1 9 2 . 1 9 8 . 1 0 0 . X
R I S R V
R E A D I N G S T A T I O N S
I P
I P
1 9 2 . 1 9 8 . 1 0 0 . X
1 9 2 . 1 9 8 . 1 0 0 . X
V M R I S
M W L
V M
P A C S
V M D B
V M
N M S R V
V M
D M S R V
1 5 7 T B
N A S
S Y N O L O G Y
I P
1 9 2 . 1 6 8 . 1 0 0 . 1 8
5 0 0 0
W E B
P o r t s f o r p u b l i c a n d l o c a l a c c e s s b e t w e e n s i t e s
P o r t s f o r a c c e s s b e t w e e n s e r v e r s
D i c o m L o c a l i n f o r m a t i o n t r a n s f e r ( i m a g e s )
P l a t f o r m C o n s u m p t i o n
C o n s u l t a t i o n b y P u b l i c I P
T W O N E W D I G I T A L
X - R A Y M A C H I N E S
T W O U L T R A S O U N D
M A C H I N E S
D I G I T A L M A M M O G R A P H E R
2021 | Annual Report | Case Study - 31 -
Global Market Opportunity
I M E X H S O P E R A T E S I N L A R G E A N D G R O W I N G
G L O B A L M A R K E T S
R A D I O L O G Y
S O F T W A R E
M E D I C A L
I M A G I N G A I
2 0 2 0 U S $ 2 . 7 b
2 0 2 5 U S $ 3 . 2 b
C A G R 3 . 4 %
2 0 2 0 U S $ 8 0 0 m
2 0 2 5 U S $ 1 . 2 b
C A G R 2 6 %
D I A G N O S T I C
I M A G I N G M E D I C A L
S E R V I C E S :
2 0 2 1 U S $ 5 8 9 . 9 b
2 0 3 0 U S $ 9 0 5 . 8 b
C A G R 4 . 8 8 %
R A D I O L O G Y A S A S E R V I C E
2 0 2 1 U S $ 1 . 3 b
2 0 2 8 U S $ 4 . 7 b
C A G R 2 0 . 3 %
P A T H O L O G Y
S O F T W A R E
2 0 2 0 U S $ 5 7 4 m
2 0 2 7 U S $ 1 . 4 b
C A G R 1 3 . 9 %
A D V A N C E D
V I S U A L I S A T I O N I T
T E L E R A D I O L O G Y
2 0 2 0 U S $ 1 . 1 b
2 0 2 5 U S $ 1 . 4 b
C A G R 4 . 5 %
2 0 2 0 U S $ 1 . 3 b
2 0 2 5 U S $ 2 . 8 b
C A G R 1 8 . 5 %
S O U R C E O F M A R K E T S T A T S :
S I G N I F Y R E S E A R C H , 2 0 2 1
R E S E A R C H A N D M A R K E T S , 2 0 2 1
2021 | Annual Report | Global Market Opportunity Strategic Alliances
and Priorities
- 33 -
Strategic Global
Business Alliances
To join forces and promote growth and competitiveness, we have established
new alliances while strengthening existing partnerships.
I N 2 0 2 1 I M E X H S ® S I G N E D A N E W P A R T N E R S H I P
A G R E E M E N T W I T H N E U S O F T M E D I C A L
This partnership agreement signed in November 2021 will combine the technology of IMEXHS
with the broad geographic reach of Neusoft Medical, company that maintains over 40,000
installations in more than 110 countries. As a result of this alliance, Neusoft is projected to
consolidate its position as one of our main AQUILA in the Cloud distributors and one of the first to
IMEXHS Cloud, IMEXHS Box, IMEXHS Marketplace and IMEXHS Teleradiology portal.
I M E X H S ® M A I N T A I N S I T S G L O B A L P A R T N E R S H I P
A G R E E M E N T W I T H V I T R E A – V I T A L
In September 2020 IMEXHS teamed up with VITAL, so our our clients can access their data,
perform complex analyses and run advanced visualisation processes directly from our AQUILA
platform. VITAL, a Canon Group company, has a legacy of leadership in healthcare imaging using
smart algorithms and techniques of innovation. Their solutions give clinicians the ability to make
real-time precise decision-making for today’s empowered healthcare consumer while delivering
an exceptional patient care experience.
I M E X H S ® S T R E N G T H E N E D I T S P A R T N E R S H I P A G R E E M E N T
W I T H E N T E L A I P I C
IMEXHS has reinforced its strategic agreement with Entelai Pic, an Argentine company specialized
in artificial intelligence. Since 2020 AQUILA has been offering an embedded AI neuro tool powered
powered by Entelai. This year a new tool has been added to strengthen our advanced tools:
IMEXHS AI Breast. This add-on permits rapid detection of abnormalities such as calcifications and
benign or malignant nodules, optimizing workflows and achieving faster and more accurate
diagnostics.or malignant nodules, optimizing workflows and achieving faster and more
accurate diagnostics.
2021 | Annual Report | Strategic Alliances and Priorities - 34 -
Strategic Global
Business Alliances
N U A N C E T O O L S C O N T I N U E T O L E V E R A G E
I M E X H S ® T E C H N O L O G Y
Thanks to a two years plus Alliance with Nuance, IMEXHS continues to offer the best voice
recognition tools to make the diagnostic process more efficient and agile. From one of the
first voice recognition systems to the most advanced ambient clinical intelligence ever
introduced, Nuance has played a foundational role in the emergence of conversational AI.
A L L I A N C E S W I T H U N I V E R S I T I E S
U N I V E R S I D A D D E L O S
A N D E S
U N I V E R S I D A D S I M Ó N
B O L Í V A R
Internship programs for computer
science graduate engineers to carry
out work internships in the company
or to support the development of
their degree projects in co-develop-
ment mode.
Development of joint research
projects and training agreements in
technology and medicine at RIMAB's
facilities for neurologists and
radiologists.
F U N D A C I Ó N
U N I V E R S I T A R I A D E
C I E N C I A S D E L A S A L U D
After four years of research, a project
in which IMEXHS participated as
co-executor was completed this year.
The project culminated with the
publication of a scientific article
published in the renowned journal
Nature.
U N I V E R S I D A D D E L A
S A B A N A
Talent attraction program through
internships for students in training
cycles and who want to enter the
industry in an accelerated manner.
2021 | Annual Report | Strategic Alliances and Priorities - 35 -
Industry Trends
I M E X H S ® I S W E L L P L A C E D T O B E N E F I T F R O M
I N D U S T R Y T A I L W I N D S O U T L I N E D B E L O W
Large, growing but highly
fragmented global medical
imaging sector.
Increased proportion of the
value chain coming from
(cid:4)(cid:562)(cid:584)(cid:478)(cid:731)(cid:423)(cid:478)(cid:394)(cid:502)(cid:3)(cid:88)(cid:513)(cid:584)(cid:437)(cid:502)(cid:502)(cid:478)(cid:464)(cid:437)(cid:513)(cid:423)(cid:437)(cid:3)(cid:1600)(cid:4)(cid:88)(cid:1601)(cid:1582)
Shift from client server
architecture to cloud solutions.
LAND & EXPAND with
multiple verticals including
pathology, strengthening our
portfolio.
EXPAND into new geographies,
leveraging our partner program
network and AQUILA in the Cloud and
enterprise offerings.
INVEST in product and sales for
AQUILA Enterprise to accelerate growth
in high end customised solutions.
Chronic global radiologist
shortage driving demand for
teleradiology.
Growing use of big data for
optimizing diagnostic
techniques.
S T R A T E G I C
P R I O R I T I E S
ENHANCE our teleradiology solution to
allow radiologists to access images from
any device or location.
IMPROVE the implementation
process for AQUILA in the Cloud.
ACCELERATE our AI verticals, by
using our extensive database and
testing environment to develop AI
tools.
2021 | Annual Report | Strategic Alliances and Priorities Updates to Software
Development
Updates to Software
Development
- 37 -
I M E X H S A I
I M E X H S C L O U D
Core element of the new software development roadmap,
attempting to deliver new AI algorithms developed by our
own, keep training third party algorithms, enhance the AI
integration engine and finally taking advantage of the
huge available database, work through structuring and
labeling images to offer data lakes and data sets to third
parties. This will become the bridging element between
imaging software and the diagnostic medical services.
A cloud based medical imaging platform that provides an
innovative way to manage medical imaging for healthcare
institutions, offers advanced technological tools, with an
affordable business model and all the security of a cloud
service provider such as Azure (Microsoft). IMEXHS Cloud will
initially have three main components: Cloud PACS, Enterprise
Web Viewer and an App Marketplace.
I M E X H S M A R K E T P L A C E
An App Store with extensions that can enhance
the user experience (for radiologists and
non-radiologists) while using the medical
image management platform.
I M E X H S B O X
IMEXHS Cloud.
A complimentary component to the
IMEXHS Box is a specific use device (appliance) designed
for customers who wish to have a smooth and controlled
transition to the cloud. IMEXHS Box allows the user to keep
local (OnPrem), while
image processing and storage
enabling extensions and add-ons provided from IMEXHS
Cloud.
A Q U I L A N E W V E R S I O N
This new version will be packed with new features that allow
users to improve their productivity and workloads through its
renewed PACS/VNA engine and rules engine to better
integrate with any cycle revenue management system.
The big focus is in enhancing the enterprise offer, bringing
rules for highly complex We are developing a disruptive offer
for the high-end market, supported by a new marketing and
sales strategy.
I M E X H S T E L E R A D I O L O G Y
P O R T A L
An innovative solution that has been designed to increase the
efficiency of remote radiological diagnostic service providers.
I M E X H S O P H T H A L M O L O G Y
Ophthalmology centers and clinics now can take
advantage of the power of our AQUILA software with
Vendor Neutral Archive capabilities, helping our
customers to improve their digital workflows, either
are using DICOM or Non-DICOM equipment.
2021 | Annual Report | Updates to Software Development Our Team and
Our Culture
- 39 -
Board
of Directors
Doug Flynn
Non-executive Chairman
Mr Flynn is an experienced international business leader, having run multiple companies in Europe and Australia. As an executive, Mr Flynn has
broad business knowledge in manufacturing and mining services (ICI), business services, (Rentokil Initial), media (NewsCorp) and advertising and
marketing services (Aegis Group). He also has experience in non-executive roles in media (West Australian Newspapers, Seven West Media, and
APN Outdoor), technology infrastructure (NextDC) and human services (Konekt Limited). In the UK Mr Flynn successively ran News International
plc, Aegis Group plc and Rentokil Initial plc. Mr Flynn is also chair of NextDC Ltd.
Dr Arango has over 17 years' experience as a practicing Radiologist in Colombia. Dr. Arango completed a fellowship in Diagnostic Neuroradiology
at McGill University, Montreal, Canada, holds a degree in Medicine and Surgery from Universidad El Bosque, with residency in Radiology and
Diagnostic Imaging from Universidad de La Sabana, and a visiting fellowship in Neuroradiology from Medical College of Georgia, granted by
SILAN. Dr. Arango is a renowned person in the academic environment having being professor of Neuroradiology for the Radiology, Neurology,
Neurosurgery and Maxillofacial surgery residency programs of the main universities in Colombia.
Dr. Germán Arango
CEO & co-founder
Carlos Palacio
Non-executive Director
Doug Lingard
Non-executive Director
Damian Banks
Non-executive Director
Mr Palacio is an entrepreneur with more
Mr Lingard is a radiologist and nuclear
Mr Banks is a proven business leader with
than 27 years of experience in international
medicine doctor with extensive experience,
experience
in
the development and
IT,
telecommunications, and strategic
who has worked
in various
leadership
profitable expansion of businesses across
management. Mr Palacio is currently CEO
positions in Auckland, Washington DC and
health, employment, and banking with a
of CrossPoint Telecommunications, a
Sydney. In Australia, Mr Lingard co-founded
focus
on
financial management,
provider of managed
IT services that
Pittwater Radiology Partners, a company
technology, and people. Mr Banks also has
specialises in creating and managing IT
that after a series of mergers and
a strong track record in customer focused
solutions for multinational organisations.
acquisitions listed on the ASX in mid-2000
culture development, and considerable
He holds a bachelor’s degree in electrical
and became Medical Imaging Australasia
M&A experience. His most recent executive
engineering with a specialisation
in
Ltd. He holds a medical degree from
role was as Managing Director and CEO of
telecommunications from the University of
MB.ChB from the University of Otago. Mr
Konekt Ltd, a technology focussed health
Technology Sydney, a master’s degree in
Lingard
is currently a member of the
and employment company. He led Konekt
administration from Macquarie University
Radiologists Association of Royal Australia &
from its listing on ASX in 2012 through to its
and a master’s degree
in business
New Zealand, a Senior Associate of FinSIA,
successful sale
to private equity
in
administration from Macquarie University.
and a member of the Australian Institute
December 2019. Prior to this Mr Banks
and a member of the Australian Institute of
worked in several leadership positions with
Business Directors.
Westpac Banking Corporation.
Mr Banks currently holds directorship roles
with Boom Logistics Ltd and RPM
Automative Group Ltd.
2021 | Annual Report | Our Team and Culture
Senior
Management
Team
- 40 -
Dr Germán Arango
CEO & co-founder
See page 39 for biography.
Dr Jorge Marín
(cid:33)(cid:472)(cid:478)(cid:437)(cid:463)(cid:3)(cid:119)(cid:437)(cid:430)(cid:478)(cid:423)(cid:394)(cid:502)(cid:3)(cid:132)(cid:463)(cid:731)(cid:423)(cid:437)(cid:562)(cid:3)(cid:1739)(cid:3)(cid:423)(cid:524)(cid:1612)(cid:463)(cid:524)(cid:592)(cid:513)(cid:430)(cid:437)(cid:562)
Reena Minhas
(cid:33)(cid:472)(cid:478)(cid:437)(cid:463)(cid:3)(cid:73)(cid:478)(cid:513)(cid:394)(cid:513)(cid:423)(cid:478)(cid:394)(cid:502)(cid:3)(cid:132)(cid:463)(cid:731)(cid:423)(cid:437)(cid:562)
in medicine and surgery
Dr Marin has more than 16 years of experience as a
practicing radiologist in Colombia and Spain. Previously Mr
Marin was chief radiologist of the CETIR teleradiology group,
the Dos de Mayo Hospital and the San Rafael Hospital. He
from the
holds a degree
Universidad Pontificia Bolivariana and specialisation
in
the National
Radiology & Diagnostic
University. He also holds a European Diploma
in
Neuroradiology, from ESNR. Mr Marin is a member of the
IMAGINE research and development group for advanced
imaging diagnosis at the University of Los Andes and
for
assistant professor of diagnostic neuroradiology
residency programs
and
neurosurgery at the University FUCS.
in neurology,
radiology
Imaging
from
Ms Minhas has extensive experience as CFO and Company
Secretary of ASX-listed businesses, providing the financial
leadership and strategic direction necessary to drive
superior business performance. Ms Minhas was previously
the CFO and Company Secretary of ASX-listed Konekt
Limited where she played a key role in the sale to Quadrant
Private Equity’s APM. Prior to joining Konekt Limited, she
was CFO and Company Secretary of ILH Group Limited and
Energy One Limited. Her experience includes roles in
acquisitions, debt and equity capital formation as well as
the development of sound finance functions.
Alejandro Varettoni
(cid:33)(cid:472)(cid:478)(cid:437)(cid:463)(cid:3)(cid:178)(cid:394)(cid:502)(cid:437)(cid:570)(cid:3)(cid:132)(cid:463)(cid:731)(cid:423)(cid:437)(cid:562)(cid:3)
Orlando Joven
(cid:33)(cid:472)(cid:478)(cid:437)(cid:463)(cid:3)(cid:192)(cid:437)(cid:423)(cid:472)(cid:513)(cid:524)(cid:502)(cid:524)(cid:464)(cid:623)(cid:3)(cid:132)(cid:463)(cid:731)(cid:423)(cid:437)(cid:562)
Mr Varettoni is an electrical engineer with an executive MBA
and 25 years of experience in different companies in the
LATAM region, among which stands out his long career at
Agfa HealthCare. During his 14 years at Agfa, Mr Varettoni led
the digital transformation of the imaging business from
different roles: Key Account Manager, Sales Manager and
Regional Manager of LATAM North. Mr Varettoni has worked
within Healthcare, IT and Telecom throughout his career. He
is currently a faculty member of the Aden Business School.
Mr Joven has a master's degree in Administration (IMBA)
and more than 18 years of managerial and executive
experience, as well as P&L responsibility in multinational
companies in technology, FMCG and financial services
industries. Mr Joven has extensive experience leading
regional teams (+100 people) in the areas of digital
transformation, innovation, technology, digital product
and software development, business management, sales
and finance. From the roles of CIO, CTO and CDO Officer,
he has been responsible for the definition of digital
strategies and new business models, and
the
development of digital products and services.
2021 | Annual Report | Our Team and Culture - 41 -
Our culture
T H E W A Y W E D O B U S I N E S S R E V O L V E S A R O U N D
T H E C O M P A N Y ’ S V A L U E P R O P O S I T I O N T O M A K E
I T F A S T E R , E A S I E R , F O R A L L A N D D I F F E R E N T .
Make it faster
Based on the principle of optimization to improve the
quality of life of patients and physicians around the
world, we ask ourselves all the time: How can we
simplify this to make it more efficient?
Make it easier
Intuitive approach to everything we are and do. We
seek to reduce complexity to favor the well-being of
patients, physicians, partners, clients and employees.
Make it for All
Our purpose is to democratize access to high-tech
image management platforms for centers of all sizes,
while generating and sharing efficient business
models that allow us to grow as a society.
Make it different
We are agile innovators. We prioritize the ability to find
growth opportunities and new developments that
allow us to fulfill our purpose.
D E V E L O P M E N T P I L L A R S
We are committed to delivering high values tools for
today’s healthcare sector. Nearly one third of our
team works in software development.
We assist with and facilitate academic collaborations,
industrial interaction, and knowledge transfer in the
following ways:
Ally with universities to collaborate in the generation
of new knowledge and product innovation projects for
the medical imaging sector.
Identify emerging technological opportunities to
include in our technological stack.
Explore novel approaches to solving complex clinical
problems.
Lead cooperative research initiatives and support
software development projects.
Develop research projects to enable the development
of novel services for the clinical context.
2021 | Annual Report | Our Team and Culture - 42 -
BOSQUE
in the Cloud
In 2021 IMEXHS launched BOSQUE in the Cloud.
Through this initiative we aim to plant two trees
in the Colombian Amazon región for each
AQUILA in the Cloud project sold. Over the year
we planted over 200 trees.
The project is carried out with the support of the
foundation, Saving the Amazon, which works to
rebuild the habitat of indigenous populations
living in the Amazon.
2021 | Annual Report | Our Team and Culture - 43 -
Table of Contents
Financial Report
44
Directors’ Report Auditor’s
57
Adutitor´s Independence declaration
58
Statement of profit or loss and other comprehensive income
59
Statement of financial position
60
Statement of changes in equity
61
Statement of cash flows
62
Notes to the financial statements
100
Directors’ declaration
101
Independent auditor’s report to the members of IMEXHS Limited
105
Shareholder information
107
Corporate directory
2021 | Annual Report IMEXHS Limited
Directors' report
31 December 2021
The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as
the 'Group') consisting of IMEXHS Limited (referred to hereafter as the 'Company' or 'parent entity') and the entities it
controlled at the end of, or during, the year ended 31 December 2021.
Directors
The following persons were directors of IMEXHS Limited during the whole of the financial year and up to the date of this
report, unless otherwise stated:
Mr Douglas Flynn
Dr German Arango
Dr Douglas Lingard
Mr Carlos Palacio
Mr Damian Banks
Chairman
Chief Executive Officer
Non-Executive Director
Non-Executive Director
Non-Executive Director
Principal activities
The Group operates two businesses - medical imaging software and radiology services.
●
The medical imaging software business is focused on the development and sale of modular imaging systems that
include information systems for Radiology (AQUILA), Cardiology (ANTEROS) and Pathology (ALULA), as well as a
Picture Archiving and Communications System (PACS). The information systems combine a workflow management
system with a patient data and image distribution system, and the PACS allows a healthcare organisation to capture,
store, view and share radiology images.
The radiology services business provides radiological diagnostic services to hospitals and medical facilities in Colombia
and Spain using IMEXHS medical imaging software. The services business also provides the Group with medical
images and radiologists interpretation and reports to develop artificial intelligence (AI) tools.
●
Dividends
There were no dividends paid, recommended or declared during the current or previous financial year.
Review of operations
A review of operations of the Group for the financial year ended 31 December 2021 is contained in Chairman's Letter and
Chief Executive Officer's Report. The Chairman's Letter and Chief Executive Officer's Report precedes the Directors' report.
Significant changes in the state of affairs
On 5 October 2021, the Group acquired 100% of the ordinary shares in RIMAB SAS, a Colombia-based radiology services
business, for total consideration of $6,762,468.
There were no other significant changes in the state of affairs of the Group during the financial year.
Matters subsequent to the end of the financial year
The consequences of the Coronavirus (COVID-19) pandemic are continuing to be felt around the world, and its impact on
the Group, if any, has been reflected in its published results to date. Whilst it would appear that control measures and related
government policies, including the roll out of the vaccine, have started to mitigate the risks caused by COVID-19, it is not
possible at this time to state that the pandemic will not subsequently impact the Group's operations going forward. The Group
now has experience in the swift implementation of business continuation processes should future lockdowns of the population
occur, and these processes continue to evolve to minimise any operational disruption. Management continues to monitor the
situation both locally and internationally.
No other matter or circumstance has arisen since 31 December 2021 that has significantly affected, or may significantly
affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
Likely developments and expected results of operations
Other than as referred to in this report, further information as the likely developments in the operations of the Group and
likely results of those operations would, in the opinion of the Directors, be speculative.
Environmental regulation
The Group is not subject to any significant environmental regulation under Australian Commonwealth or State law.
44
IMEXHS Limited
Directors' report
31 December 2021
Information on directors
Name:
Title:
Qualifications:
Experience and expertise:
Interests in shares:
Interests in options:
Other current directorships:
Former directorships (last 3 years): Konekt Limited and APN Outdoor Group Limited
Special responsibilities:
Mr Douglas Flynn
Non-Executive Chairman
B.Eng., MBA
Mr Flynn is a businessman with extensive executive and non-executive leadership
experience in large and small listed companies in Australia, UK and Hong Kong. He
also has sound experience in early stage technology businesses.
NextDC Limited
Member of the Remuneration and Nomination Committee and Audit and Risk
Committee
730,000 ordinary shares
560,000 unlisted options over ordinary shares
Experience and expertise:
Name:
Title:
Qualifications:
Dr German Arango
Chief Executive Officer
Medical Doctor and Surgery (El Bosque), Diagnostic Radiology (La Sabana),
Diagnostic Neuroradiology (McGill), Member of RSNA, Member of CAR, Member of
ACR, Member of ASNR
Dr Arango is the CEO and founder of Imaging Experts and Healthcare Services S.A.S.
and has over 15 years’ experience as a practising radiologist in Colombia.
None
Other current directorships:
Former directorships (last 3 years): None
None
Special responsibilities:
4,426,201 ordinary shares
Interests in shares:
655,009 options over ordinary shares
Interests in options:
Name:
Title:
Qualifications:
Experience and expertise:
Dr Douglas Lingard
Non-Executive Director
MB.ChB. FRANZCR, MAICD
Dr Lingard is an experienced Radiologist and Nuclear Physician who has worked in
various leadership roles in Auckland, Washington DC and Sydney. He is a Senior
Associate of FINSIA and a member of the Australian Institute of Company Directors.
He is the founder and present Chairman of the Mito Foundation, the peak charity in
Australia for people with mitochondrial disease.
Other current directorships:
None
Former directorships (last 3 years): None
Special responsibilities:
Member of the Remuneration and Nomination Committee and Audit and Risk
Committee
770,732 ordinary shares
840,000 options over ordinary shares
Interests in shares:
Interests in options:
Name:
Title:
Qualifications:
Experience and expertise:
Mr Carlos Palacio
Non-Executive Director
B.Elec.Eng, MBA
Mr Palacio has over 27 years’ experience internationally in IT, telecommunications and
strategic management.
None
Other current directorships:
Former directorships (last 3 years): None
Special responsibilities:
Chairman of the Remuneration and Nomination Committee and member of the Audit
and Risk Committee
2,076,672 ordinary shares
624,318 options over ordinary shares
Interests in shares:
Interests in options:
45
IMEXHS Limited
Directors' report
31 December 2021
Name:
Title:
Qualifications:
Experience and expertise:
Mr Damian Banks
Non-Executive Director
B.Ec, MAICD
Mr Banks is a proven business leader with experience in the profitable development
and expansion of companies in health, employment, banking and private equity. Mr
Banks has a proven business insight that leads to sustained performance of successful
businesses. He also has global experience in achieving a culture with strong customer
focus through vision development and rigorous leadership implementation.
Boom Logistics Limited and RPM Automotive Group Limited
Chairman of the Audit and Risk Committee and member of the Remuneration and
Nomination Committee
500,000 ordinary shares
None
Other current directorships:
Former directorships (last 3 years): Konekt Limited
Special responsibilities:
Interests in shares:
Interests in options:
'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.
Company secretary
The Company’s Company Secretary is Ms Reena Minhas. Ms Minhas is also the Chief Financial Officer.
Reena Minhas has extensive experience as a Chief Financial Officer and Company Secretary of ASX-listed businesses,
providing the financial leadership and strategic direction necessary to drive superior business performance. Ms Minhas was
previously the CFO and Company Secretary of ASX-listed Konekt Limited where she played a key role in the sale of that
business to Quadrant Private Equity’s APM. Prior to joining Konekt Limited, Ms Minhas was CFO and Company Secretary
of ILH Group Limited and Energy One Limited.
Meetings of directors
The number of meetings of the Company's Board of Directors ('the Board') and Board Committees held during the year
ended 31 December 2021, and the number of meetings attended by each director were:
Full Board
Attended
Held
Remuneration and
Nomination Committee
Attended
Held
Audit and Risk Committee
Attended
Held
Douglas Flynn
German Arango*
Doug Lingard
Carlos Palacio
Damian Banks
18
14
18
18
18
18
14
18
18
18
4
-
4
4
4
4
-
4
4
4
6
-
6
6
6
6
-
6
6
6
*
Dr Arango did not attend 4 meetings of the Board of Directors where the Board considered the company’s potential
acquisition of RIMAB SAS, due to being a RIMAB SAS shareholder.
46
IMEXHS Limited
Directors' report
31 December 2021
Remuneration report (audited)
Message from the Chair of Remuneration and Nomination Committee
This Remuneration Report details our relatively simple executive remuneration. At IMEXHS we are focused on creating a
corporate culture aligned with our core values. Retention and reward for performance and talent is a balancing act with
affordability and fairness.
2021 was the first year of awards under the Long Term Incentive Plan ('LTIP') which had been approved in 2020.
The key objectives of the plan are retention of talented key staff and alignment with shareholders interest. Details of the 2021
award are reported in the Remuneration Report on the following pages. With the exception of sales staff, no contracted Short
Term Incentive Plan is currently in place.
To help preserve cash and align directors interests with shareholders, non-executive directors received nil priced options as
part of their remuneration. That plan was also approved by shareholders. Both executive and non-executive plans were
subject to expert advice.
As the Company grows and as it operates in more diverse economies and disparate salary norms, the challenge to manage
our cost base, motivate, reward and retain that talent will become somewhat more challenging.
This is a young company and a talented team with an ambitious agenda. The remuneration structure and guidance we
provide will be critical to our success.
As with 2020 your company and the broader community have been impacted by Covid. As mentioned in the Chair’s report
the countries in which we operate while hard hit in the early stages of the pandemic they have also responded well to
vaccination programs. Although several of our staff have contracted the virus all have recovered well. We are grateful for the
diligence of staff during this difficult period.
The Board through the Remuneration and Nomination Committee has established a Board Skills Matrix and a Board
evaluation process which is performed at least annually.
_______________________
Carlos Palacio
Chair Remuneration and Nomination Committee
The remuneration report details the key management personnel remuneration arrangements for the Group, 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 disclosures relating to key management personnel
47
IMEXHS Limited
Directors' report
31 December 2021
Principles used to determine the nature and amount of remuneration
The objective of the Group's executive reward framework is to ensure reward for performance is competitive and appropriate
for the results delivered. The framework aligns executive reward with the achievement of strategic objectives and the creation
of value for shareholders, and it is considered to conform 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; and
transparency.
The Remuneration and Nomination Committee is responsible for determining and reviewing remuneration arrangements for
its directors and executives. The performance of the Group depends on the quality of its directors and executives. The
remuneration philosophy is to attract, motivate and retain high performance and high quality personnel.
The Remuneration and Nomination Committee has structured an executive remuneration framework that is market
competitive and complementary to the reward strategy of the Group.
The reward framework is designed to align executive reward to shareholders' interests. The Remuneration and Nomination
Committee has considered that it should seek to enhance shareholders' interests by:
●
●
having economic profit as a core component of plan design;
focusing on sustained growth in shareholder wealth, consisting of dividends and growth in share price, and delivering
constant or increasing return on assets as well as focusing the executive on key non-financial drivers of value; and
attracting and retaining high calibre executives to run and manage the business.
●
Additionally, the reward framework should seek to enhance executives' interests by:
●
●
●
rewarding capability and experience;
reflecting competitive reward for contribution to growth in shareholder wealth; and
providing a clear structure for earning rewards.
In accordance with best practice corporate governance, the structure of non-executive director and executive director
remuneration is separate.
Non-Executive Directors' remuneration
Fees and payments to non-executive directors reflect the Group’s current stage of development, remaining cognisant of
market rates for comparable companies for time, commitment and responsibilities. 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.
ASX listing rules require the aggregate non-executive directors' remuneration be determined periodically by a general
meeting. The most recent determination was at the Annual General Meeting held on 21 May 2020, where the shareholders
approved the maximum aggregate remuneration payable by the Company to all non-executive directors of the Company for
their services as directors including their services on a Board committee or sub-committee and including superannuation is
limited to $400,000 per annum.
The total remuneration packages exclusive of superannuation benefits for the Non-Executive Directors are as follows:
Board fees
Chairman
Non-Executive Directors
$ per annum
72,000
36,000
Executive remuneration
The Group aims to reward executives based on their position and responsibility, with a level and mix of remuneration which
has both fixed and variable components.
48
IMEXHS Limited
Directors' report
31 December 2021
The executive remuneration and reward framework has the following components:
●
●
●
●
base pay and non-monetary benefits;
performance pay incentives;
share-based payments; and
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, are reviewed annually by the
Remuneration and Nomination Committee based on individual and business unit performance, the overall performance of
the Group and comparable market remunerations.
Executives may be offered specific performance pay incentives based on key performance areas affecting the Group’s
financial results where the Remuneration and Nomination Committee deems such incentives to be appropriate.
The long-term incentives (‘LTI’) include long service leave and share-based payments. At the discretion of the Remuneration
and Nomination Committee, share options may be awarded to executives based on varied long-term incentive measures.
The Remuneration and Nomination Committee reviews the long-term equity-linked performance incentives specifically for
executives on an annual basis.
Consolidated entity performance and link to remuneration
Due to the change in the nature of operations of the business during the past two years there does not yet exist a clear link
between the gross revenue, profits and dividends for the last five years for the Group as well as the share price at the end
of the respective financial years. The normal operations of the Group during a full financial year for 2020 will help establish
these relationships.
Use of remuneration consultants
During the financial year ended 31 December 2021, the Group did not engage remuneration consultants to review its existing
remuneration policies.
Voting and comments made at the Company's 13 May 2021 Annual General Meeting ('AGM')
At the 2021 AGM, 97.82% of the votes received supported the adoption of the remuneration report for the year ended 31
December 2020. The Company did not receive any specific feedback at the AGM regarding its remuneration practices.
Details of remuneration
Amounts of remuneration
Details of the remuneration of key management personnel of the Group are set out in the following tables.
The key management personnel of the Group consisted of the following directors of IMEXHS Limited:
● Mr Douglas Flynn - Chairman
Dr German Arango - Chief Executive Officer
●
Dr Douglas Lingard - Non-Executive Director
●
● Mr Carlos Palacio - Non-Executive Director
● Mr Damian Banks - Non-Executive Director
And the following person:
● Ms Reena Minhas - Chief Financial Officer and Company Secretary
49
IMEXHS Limited
Directors' report
31 December 2021
Short-term benefits
Post-employment
benefits
Long-term
benefits
Share-
based
payments
2021
Non-Executive
Directors:
Mr Douglas Flynn*
Dr Douglas Lingard
Mr Carlos Palacio
Mr Damian Banks
Cash
salary
and fees
$
72,000
36,000
36,000
36,000
Executive Directors:
Dr German Arango
314,658
Cash
bonus
$
Non-
monetary
$
Super-
annuation
$
Termination
benefits
$
Long
service
leave
$
Equity-
settled
$
Total
$
-
-
-
-
-
-
-
-
-
7,020
3,510
3,510
3,510
-
-
-
-
12,112
15,455
27,101
-
-
-
-
-
248,305
42,230
35,790
35,790
327,325
81,740
75,300
75,300
14,644
383,970
Other Key
Management
Personnel:
Ms Reena Minhas**
250,228
744,886
50,000
50,000
16,794
28,906
24,397
57,402
-
27,101
484
484
101,881
443,784
478,640 1,387,419
*
Share based payment relates to the issue of 12,000,000 options (240,000 options post share consolidation) granted in
accordance with Mr Flynn’s appointment ($176,727) and options granted to non-executive directors in accordance with
the FY21 LTIP ($71,578).
** Ms Reena Minhas received a discretionary cash bonus of $50,000 during the year ended 31 December 2021.
Short-term benefits
Post-employment
benefits
Long-term
benefits
Share-
based
payments
2020
Non-Executive
Directors:
Mr Douglas Flynn*/**
Mr Howard Digby*
Dr Douglas Lingard
Mr Carlos Palacio
Mr Damian Banks*
Cash
salary
and fees
$
57,871
12,000
36,000
43,065
21,968
Executive Directors:
Dr German Arango
314,586
Other Key
Management
Personnel:
Ms Reena Minhas*
Mr Tony Thomas*
62,557
231,600
779,647
Cash
bonus
$
Non-
monetary
$
Super-
annuation
$
Termination
benefits
$
Long
service
leave
$
Equity-
settled
$
Total
$
-
-
-
-
-
-
-
-
-
-
-
-
-
-
5,498
-
3,420
4,091
2,087
-
-
-
-
-
12,109
14,177
27,103
4,533
-
16,642
5,943
-
35,216
-
-
27,103
-
-
-
-
-
-
-
-
-
555,273
-
9,750
-
-
618,642
12,000
49,170
47,156
24,055
-
367,975
-
-
73,033
231,600
565,023 1,423,631
*
**
Represents remuneration from the date of appointment and/or to the date of resignation
Share based payment relates to the issue of 28,000,000 options (560,000 options post share consolidation) granted in
accordance with Mr Flynn's appointment.
50
IMEXHS Limited
Directors' report
31 December 2021
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Name
Non-Executive Directors:
Mr Douglas Flynn
Mr Howard Digby
Dr Douglas Lingard
Mr Carlos Palacio
Mr Damian Banks
Executive Directors:
Dr German Arango
Other Key Management
Personnel:
Ms Reena Minhas
Mr Tony Thomas
Fixed remuneration
2020
2021
At risk - STI
At risk - LTI
2021
2020
2021
2020
100%
-
100%
100%
100%
10%
100%
80%
100%
100%
100%
100%
77%
-
100%
100%
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
23%
-
90%
-
20%
-
-
-
-
-
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 commencement:
Term of agreement:
Remuneration package:
Termination by Executive:
Dr German Arango
Chief Executive Officer
2 July 2018
No fixed term
Remuneration comprises a base salary of $290,000 per annum plus statutory
superannuation.
6 months’ written notice; or immediately by giving notice, if the Company is in breach
of a material term of its agreement with him; or with 6 months’ written notice if Dr
Arango’s role becomes redundant.
Termination by Company for cause: 1 month’s notice, or immediately with payment in lieu of notice if Dr Arango is unable
to perform his duties under the agreement for three consecutive months or a period
aggregating to three months in a 12 month period; or 6 months’ written notice if Dr
Arango’s role becomes redundant. If the Company terminates the employment of Dr
Arango within 6 months of a Change of Control it will be deemed to be a termination
by reason of redundancy. If the Company terminates for reason of redundancy it shall
be obliged to pay Dr Arango for any notice period worked. In addition, it will be
required to pay any redundancy amount payable under applicable laws, an amount
equal to 6 months’ base salary (less tax) and any accumulated entitlements; or at any
time with written notice and without payment (other than entitlements accrued to the
date of termination) as a result of any occurrence which gives the Company a right of
summary dismissal at common law.
Immediately with 6 months’ payment in lieu of notice.
The service agreement otherwise contains industry‐standard provisions for a senior
executive of a public listed company.
Termination by Company:
Other provisions:
51
IMEXHS Limited
Directors' report
31 December 2021
Name:
Title:
Agreement commencement:
Term of agreement:
Remuneration package:
Ms Reena Minhas
Chief Financial Officer and Company Secretary
1 October 2020
No fixed term
Remuneration comprises a base salary of $274,000 per annum including statutory
superannuation.
6 months’ written notice.
Termination by Executive:
Termination by Company for cause: At any time with written notice and without payment (other than entitlements accrued
to the date of termination) as a result of any occurrence which gives the Company a
right of summary dismissal at common law.
Immediately with 6 months’ payment in lieu of notice.
The service agreement otherwise contains industry‐standard provisions for a senior
executive of a public listed company.
Termination by Company:
Other provisions:
Key management personnel have no entitlement to termination payments in the event of removal for misconduct.
Share-based compensation
Issue of shares
There were no shares issued to directors and other key management personnel as part of compensation during the year
ended 31 December 2021.
Options
The terms and conditions of each grant of options over ordinary shares affecting remuneration of directors and other key
management personnel in this financial year or future reporting years are as follows:
Number of
options
granted
Exercise
price
Fair value
per
option at
grant date
Vested
%
160,000
160,000
240,000
10,000
30,000
140,000
11,307
22,957
14,361
29,158
19,719
$2.75
$3.50
$1.50
$2.65
$2.65
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
-
$1.300 100%
$1.250 100%
$1.350
$0.660 100%
$0.660 100%
$2.030
$1.706
$1.804
$1.259
$1.369
$1.815 100%
-
-
-
-
-
Name
Mr Douglas Flynn(a)
Mr Douglas Flynn(a)
Mr Douglas Flynn(a)
Dr Douglas Lingard(b)
Dr Douglas Lingard(b)
Ms Reena Minhas(c)
Ms Reena Minhas(d)
Ms Reena Minhas(d)
German Arango(e)
German Arango(e)
Carlos Palacio(f)
Grant date
26/05/2020
26/05/2020
26/05/2020
10/12/2018
10/12/2018
04/03/2021
20/04/2021
20/04/2021
14/05/2021
14/05/2021
14/05/2021
Vesting and
exercisable
date
26/05/2020
26/05/2020
31/12/2021
10/12/2020
10/12/2021
01/10/2023
01/03/2023
01/03/2024
01/03/2023
01/03/2024
14/05/2021
Expiry date
12/03/2027
12/03/2027
12/03/2027
09/12/2023
09/12/2023
01/03/2031
20/04/2031
20/04/2031
14/05/2031
14/05/2031
14/05/2025
52
IMEXHS Limited
Directors' report
31 December 2021
(a) On 26 May 2020, 560,000 share options (28,000,000 share options prior to the share consolidation) were granted to Mr
Douglas Flynn as part of his appointment as Non-Executive Chairman. The grant consists of 3 tranches, tranche 1 and
2 each comprise of 160,000 options and tranche 3 comprises of 240,000 options. Tranche 1 and 2 vest on 26 May 2020
and tranche 3 vests when the Company's share price reaches or exceeds a 30 day VWAP of $6.00 (12 cents prior to
the share consolidation). For the purposes of calculating the fair value of tranche 3, 31 December 2021 has been used
as the estimated vesting date. Tranche 1, 2 and 3 have an exercise price of $2.75, $3.50 and $1.50 respectively ($0.055,
$0.070 and $0.030 respectively prior to the share consolidation). All tranches expire on 12 March 2027.
(b) On 10 December 2018, 40,000 share options (2,000,000 shares options prior to the share consolidation) were issued
as remuneration to Non-Executive Director, Dr Douglas Lingard subject to vesting conditions. 10,000 options vested on
10 December 2020 and the remaining 30,000 options vest on 10 December 2021, have an exercise price of $2.65
($0.053 prior to the share consolidation) and expire on 9 December 2023.
(c) On 4 March 2021, 140,000 share options were granted to Reena Minhas under the companies Long Term incentive
Plan. The options vest on 1 October 2023, have a nil exercise price and expire on 1 March 2031.
(d) On 20 April 2021, 34,264 share options were granted to Reena Minhas under the companies Long Term Incentive Plan.
The grant consists of 2 tranches, tranche 1 comprises 11,307 options and tranche 2 of 22,957. Both tranches have a
nil exercise price and expire on 20 April 2031.
(e) On 14 May 2021, 43,519 share options were granted to the CEO German Arango under the companies Long Term
Incentive Plan. The grant consists of 2 tranches, tranche 1 comprises 14,361 options and tranche 2 of 29,158. Both
tranches have a nil exercise price and expire on 14 April 2031.
(f) On 14 May 2021, 98,594 share options were granted to Non-Executive Directors under the companies Long Term
Incentive Plan. The options vested immediately on the grant date with a nil exercise price and expire on 14 May 2025.
78,875 of the options have been exercised during 2021.
Options granted carry no dividend or voting rights.
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 Group, including their personally related parties, is set out below:
Ordinary shares
Mr Douglas Flynn
Dr German Arango*
Dr Douglas Lingard
Mr Carlos Palacio
Mr Damian Banks
Balance at
the start of
the year
Received
as part of
remuneration
Purchases
Options
exercised
Disposals/
other
Balance at
the end of
the year
591,649
3,150,503
515,825
2,076,672
361,660
6,696,309
-
-
-
-
-
-
90,011
-
186,868
-
158,340
87,777
-
68,039
-
68,059
(39,437)
1,275,698
-
-
(88,059)
730,000
4,426,201
770,732
2,076,672
500,000
435,219
223,875
1,148,202
8,503,605
*
Other for Dr German Arango relates to the shares issued as consideration for acquisition of RIMAB SAS on 5 October
2021.
53
IMEXHS Limited
Directors' report
31 December 2021
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 Group, including their personally related parties, is set out below:
Options over ordinary shares
Mr Douglas Flynn
Dr German Arango
Dr Douglas Lingard
Mr Carlos Palacio
Mr Damian Banks
Ms Reena Minhas
Balance at
the start of
the year
608,340
917,235
888,320
604,599
48,340
-
3,066,834
Granted
Purchased
39,437
43,519
19,719
19,719
19,719
174,264
316,377
Expired/
forfeited/
other
Balance at
the end of
the year
-
-
-
-
-
-
-
(87,777)
(305,745)
(68,039)
(201,533)
(68,059)
-
(731,153)
560,000
655,009
840,000
422,785
-
174,264
2,652,058
The number of options over ordinary shares vested by directors and other key management personnel are set out below:
Options over ordinary shares
Mr Douglas Flynn
Dr German Arango
Dr Doug Lingard
Mr Carlos Palacio
Ms Reena Minhas
Vested and Unvested and
exercisable unexercisable
320,000
-
840,000
624,318
-
1,784,318
240,000
655,009
-
-
174,264
1,069,273
Balance at
the end of
the year
560,000
655,009
840,000
624,318
174,264
2,853,591
Other transactions with key management personnel and their related parties
The Group sold goods and services from entities that are controlled by members of the Group’s key management personnel
('KMP'):
KMP and related entity
Nature of Transactions
G Arango - RIMAB SAS(a)
C Palacio - CrossPoint
Telecommunications Pty Ltd
Sales revenue
Sales revenue
Income amounts
2021
2020
$
Balance outstanding
2020
2021
$
$
4,564,966
4,424,734
-
738,602
9,502
8,083
4,574,468
4,432,817
806
806
859
739,461
The Group acquired services from entities that are controlled by members of the Group’s KMP:
KMP and related entity
Nature of transaction
G Arango - RIMAB SAS(a)
G Arango - RIMAB SAS(a)
G Arango - German Arango(b) PaaS Equipment Financing
C Palacio - CrossPoint
Telecommunications Pty Ltd(c) Office space and IT Services
Interpretation services
Supplies and license
Expense amounts
2020
$
2021
$
Balance outstanding
2020
2021
$
$
1,178,084
672
74,651
1,169,703
1,985
87,198
16,785
14,831
1,270,192
1,273,717
-
-
-
10
10
-
-
7,115
1,628
8,743
54
IMEXHS Limited
Directors' report
31 December 2021
(a) During the year, the Company had an agreement with RIMAB S.A.S., an entity owned 65% by the Chief Executive
Officer, Dr German Arango. This entity was acquired on 5 October 2021 and the revenue and expenses information is
provided to that date.
(b) Chief Executive Officer, Dr German Arango, has provided equipment to Imaging Experts and Healthcare Services
S.A.S. in return for payments from a contract providing PaaS services. The equipment is repaid at a 200% rate of
return on their loan which is paid in monthly instalments over the initial term of the PaaS contract.
(c) CrossPoint Telecommunications is an associated entity of Non-Executive Director, Carlos Palacio, providing various
services to IMEXHS and also a non-exclusive distributor in Australia of IMEXHS’s products.
All transactions were made on normal commercial terms and conditions and at market rates.
This concludes the remuneration report, which has been audited.
Shares under option
Unissued ordinary shares of IMEXHS Limited under option at the date of this report are as follows:
Grant date
28 August 2018
28 August 2018
25 October 2018
10 December 2018
7 October 2019
31 October 2019
1 April 2020
1 April 2020
26 May 2020
26 May 2020
26 May 2020
4 March 2021
20 April 2021
20 April 2021
14 May 2021
14 May 2021
14 May 2021
Expiry date
28 August 2023
28 August 2023
25 October 2023
9 December 2023
31 March 2022
30 September 2022
1 April 2022
1 April 2023
12 March 2027
12 March 2027
12 March 2027
1 March 2031
20 April 1931
20 April 1931
14 May 2031
14 May 2031
14 May 2025
Exercise
price
Number
under option
$1.88
$1.88
$3.50
$2.65
$2.70
$2.70
$3.25
$5.00
$2.75
$3.50
$1.50
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
1,000,001
1,000,001
80,000
40,000
800,000
100,000
30,000
30,000
160,000
160,000
240,000
140,000
67,411
136,869
14,361
29,158
19,719
4,047,520
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 IMEXHS Limited were issued during the year ended 31 December 2021 and up to the date
of this report on the exercise of options granted:
Date options granted
22 July 2017
28 August 2018
14 May 2021
Exercise
price
Number of
shares issued
$1.25
$1.88
$0.00
700,000
50,000
78,875
828,875
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.
55
IMEXHS Limited
Directors' report
31 December 2021
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 non-audit services provided during the financial year by the auditor.
Officers of the Company who are former partners of Nexia Sydney Audit Pty Ltd
There are no officers of the Company who are former partners of Nexia Sydney Audit Pty Ltd.
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
immediately after this directors' report.
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
___________________________
Douglas Flynn
Chairman
28 February 2022
56
To the Board of Directors of IMEXHS Limited
Auditor’s Independence Declaration under section 307C of the Corporations Act 2001
As lead audit partner for the audit of the financial statements of IMEXHS Limited for the financial year ended
31 December 2021, I declare that to the best of my knowledge and belief, there have been no
contraventions of:
(a)
the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and
(b)
any applicable code of professional conduct in relation to the audit.
Yours sincerely
Nexia Sydney Audit Pty Ltd
Andrew Hoffmann
Director
Date: 28 February 2022
IMEXHS Limited
Statement of profit or loss and other comprehensive income
For the year ended 31 December 2021
Revenue
Other income
Interest revenue calculated using the effective interest method
Expenses
Hardware and licence expenses
Research and development and support expenses
Platform as a service expense
Clinical services expenses
Administration and sales expenses
Share-based payments expenses
Depreciation and amortisation expense
Loss on disposal of assets
(Impairment of)/reversal of impairment of inventories
Expected credit losses
Net foreign exchange losses
Other expenses
Finance costs
Loss before income tax expense
Income tax expense
Loss after income tax expense for the year attributable to the owners of
IMEXHS Limited
Other comprehensive loss
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
Other comprehensive loss for the year, net of tax
Total comprehensive loss for the year attributable to the owners of IMEXHS
Limited
Basic earnings per share
Diluted earnings per share
Consolidated
Note
2021
$
2020
$
5
13,372,709
10,913,968
197,417
18,848
67,674
20,068
(1,042,024)
(1,114,813)
(492,248)
(6,645,493)
(6,229,020)
(569,585)
(1,244,574)
(19,776)
(15,698)
(7,591)
(341,964)
(111,458)
(311,086)
(1,433,397)
(646,665)
(572,396)
(4,536,638)
(4,441,049)
(598,457)
(1,024,386)
-
86,617
(54,386)
(31,315)
(72,990)
(1,204,736)
(4,556,356)
(3,528,088)
(143,416)
(87,889)
(4,699,772)
(3,615,977)
6
6,24
6
7
(1,056,502)
(498,095)
(1,056,502)
(498,095)
(5,756,274)
(4,114,072)
Cents
Cents
38
38
(15.22)
(15.22)
(14.62)
(14.62)
The above statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
58
IMEXHS Limited
Statement of financial position
As at 31 December 2021
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
Inventories
Other
Total current assets
Non-current assets
Trade receivables
Property, plant and equipment
Right-of-use assets
Intangibles
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Contract liabilities
Borrowings
Lease liabilities
Income tax
Employee benefits
Contingent consideration
Total current liabilities
Non-current liabilities
Payables
Contract liabilities
Borrowings
Deferred tax
Total non-current liabilities
Total liabilities
Net assets
Equity
Issued capital
Reserves
Accumulated losses
Total equity
Consolidated
Note
2021
$
2020
$
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
7
4,186,428
7,006,321
84,432
258,117
11,535,298
10,796,484
3,756,525
389,668
302,187
15,244,864
1,396,237
4,467,909
30,158
8,329,416
14,223,720
997,688
3,346,293
102,046
1,113,256
5,559,283
25,759,018
20,804,147
3,768,825
32,812
1,082,241
30,157
207,589
1,685,408
292,454
7,099,486
580,214
68,911
1,285,200
72,448
2,006,773
2,382,531
53,548
868,777
101,469
6,611
1,045,997
-
4,458,933
-
-
727,951
81,277
809,228
9,106,259
5,268,161
16,652,759
15,535,986
23
24
34,765,453
2,101,133
(20,213,827)
28,461,991
2,588,050
(15,514,055)
16,652,759
15,535,986
The above statement of financial position should be read in conjunction with the accompanying notes
59
IMEXHS Limited
Statement of changes in equity
For the year ended 31 December 2021
Consolidated
Issued
capital
$
Reserves
$
Accumulated
losses
$
Total equity
$
Balance at 1 January 2020
19,757,466
2,457,248
(11,898,078)
10,316,636
Loss after income tax expense for the year
Other comprehensive loss 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 (note 23)
Share-based payments (note 39)
Share options issued
-
-
-
-
(498,095)
(3,615,977)
-
(3,615,977)
(498,095)
(498,095)
(3,615,977)
(4,114,072)
8,704,525
-
-
-
598,457
30,440
-
-
-
8,704,525
598,457
30,440
Balance at 31 December 2020
28,461,991
2,588,050
(15,514,055)
15,535,986
Consolidated
Issued
capital
$
Reserves
$
Accumulated
losses
$
Total equity
$
Balance at 1 January 2021
28,461,991
2,588,050
(15,514,055)
15,535,986
Loss after income tax expense for the year
Other comprehensive loss for the year, net of tax
Total comprehensive loss for the year
-
-
-
-
(1,056,502)
(4,699,772)
-
(4,699,772)
(1,056,502)
(1,056,502)
(4,699,772)
(5,756,274)
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs (note 23)
Shares to be issued as part consideration for subsidiary (note
23 and note 33)
Share-based payments (note 39)
5,181,159
1,122,303
-
-
-
569,585
-
-
-
5,181,159
1,122,303
569,585
Balance at 31 December 2021
34,765,453
2,101,133
(20,213,827)
16,652,759
The above statement of changes in equity should be read in conjunction with the accompanying notes
60
IMEXHS Limited
Statement of cash flows
For the year ended 31 December 2021
Cash flows from operating activities
Loss before income tax expense for the year
Adjustments for:
Depreciation and amortisation
Net loss on disposal of property, plant and equipment
Share-based payments
Foreign exchange differences
Expected credit losses
Impairment/(reversal of impairment) of inventories
Interest received
Interest and other finance costs
Change in operating assets and liabilities:
Decrease/(increase) in trade and other receivables
Decrease/(increase) in inventories
Increase/(decrease) in trade and other payables
Increase/(decrease) in contract liabilities
Increase in employee benefits
Interest received
Interest paid
Income taxes paid
Net cash used in operating activities
Cash flows from investing activities
Payment for purchase of subsidiary, net of cash acquired
Payments for property, plant and equipment
Payments for intangibles
Proceeds from disposal of property, plant and equipment
Net cash used in investing activities
Cash flows from financing activities
Proceeds from issue of shares
Proceeds from issue of options
Proceeds from borrowings
Repayment of borrowings
Share issue transaction costs
Repayment of lease liabilities
Net cash (used in)/from financing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
Consolidated
Note
2021
$
2020
$
(4,556,356)
(3,528,088)
1,244,574
19,776
569,585
115,015
7,591
15,698
(18,848)
311,086
1,024,386
-
598,457
65,635
54,386
(86,617)
(20,068)
1,204,736
(2,291,879)
(687,173)
1,330,823
289,538
(2,333,556)
48,175
301,222
(2,655,677)
18,848
(311,086)
(20,126)
(1,272,319)
(195,697)
952,246
(10,388)
195,916
(1,017,415)
20,068
(428,225)
(41,470)
(2,968,041)
(1,467,042)
(952,728)
(1,009,816)
(1,554,887)
131,194
-
(1,264,915)
(921,435)
-
(3,386,237)
(2,186,350)
968,750
-
506,808
(1,526,275)
(25,584)
(85,477)
9,280,000
30,440
939,825
(2,174,009)
(575,475)
(96,021)
(161,778)
7,404,760
(6,516,056)
10,796,484
(94,000)
3,751,368
7,149,683
(104,567)
33
13
15
23
Cash and cash equivalents at the end of the financial year
8
4,186,428
10,796,484
The above statement of cash flows should be read in conjunction with the accompanying notes
61
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 1. General information
The financial statements cover IMEXHS Limited as a Group consisting of IMEXHS Limited and the entities it controlled at
the end of, or during, the year. The financial statements are presented in Australian dollars, which is IMEXHS Limited's
functional and presentation currency.
IMEXHS Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office
and principal place of business is:
122 O’Riordan Street
Mascot NSW 2020
A description of the nature of the Group'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 28 February 2022. The
directors have the power to amend and reissue the financial statements.
Note 2. 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 Group 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. The adoption of these Accounting
Standards and Interpretations did not have any significant impact on the financial performance or position of the Group.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Going concern
The Group has prepared the financial statements for the year ended 31 December 2021 on the going concern basis, which
assumes continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary
course of business.
For the year ended 31 December 2021, the Group generated a consolidated loss of $4,699,772 (2020: loss of $3,615,977)
and incurred operating cash outflows of $2,968,041 (2020: outflows of $1,467,042). As at 31 December 2021, the Group had
cash and cash equivalents of $4,186,428 (2020: $10,796,484), a surplus of net current assets of $4,435,812 (2020:
$10,785,931) and surplus of net assets of $16,652,759 (2020: $15,535,986).
The Group’s ability to continue as a going concern is dependent upon the sufficiency of current cash reserves to meet existing
obligations. The directors believe current cash reserves are sufficient for the group to be able to pay its debts as and when
they fall due for a period of at least 12 months from the date of these financial statements.
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate
for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board ('IASB').
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, the
revaluation of financial liabilities at fair value through profit or loss.
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 Group'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 3.
62
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 2. Significant accounting policies (continued)
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the Group only.
Supplementary information about the parent entity is disclosed in note 32.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of IMEXHS Limited ('Company'
or 'parent entity') as at 31 December 2021 and the results of all subsidiaries for the year then ended. IMEXHS Limited and
its subsidiaries together are referred to in these financial statements as the 'Group'.
Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the Group is exposed
to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its
power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to
the Group. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the Group are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by
the Group.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest,
without the loss of control, is accounted for as an equity transaction, where the difference between the consideration
transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable
to the parent.
Where the Group loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling
interest in the subsidiary together with any cumulative translation differences recognised in equity. The Group recognises
the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in
profit or loss.
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') which has been identified by the Group as
the Managing Director and other members of the Board of Directors.
Foreign currency translation
The financial statements are presented in Australian dollars, which is IMEXHS Limited's functional and presentation currency.
Foreign currency transactions
Foreign currency transactions are translated into the Company's functional currency using the exchange rates prevailing at
the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from
the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are
recognised in profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting
date. The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange
rates, which approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences
are recognised in other comprehensive income through the foreign currency reserve in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of.
63
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 2. Significant accounting policies (continued)
Revenue recognition
The Group recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised from Software as a Service (SaaS) and Platform as a Service (PaaS) contracts. Revenue is
recognised at an amount that reflects the consideration to which the Group is expected to be entitled in exchange for
transferring goods or services to a customer. For each contract with a customer, the Group: 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.
Variable consideration within the transaction price, if any, reflects concessions provided to the customer such as discounts,
rebates and refunds, any potential bonuses receivable from the customer and any other contingent events. Such estimates
are determined using either the 'expected value' or 'most likely amount' method. The measurement of variable consideration
is subject to a constraining principle whereby revenue will only be recognised to the extent that it is highly probable that a
significant reversal in the amount of cumulative revenue recognised will not occur. The measurement constraint continues
until the uncertainty associated with the variable consideration is subsequently resolved. Amounts received that are subject
to the constraining principle are recognised as a refund liability.
Sales revenue comprises revenue earned (net of returns, discounts and allowances) from the sale of goods or provision of
services to entities outside the Group. The Group recognises revenue from contracts with customers in accordance with the
recognition of the completion of performance obligations under the contract. Where a contract includes an element of a
warranty obligation, the revenue attributable to this warranty obligation is recognised evenly over the period for which the
obligation exists.
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.
An income tax benefit will arise for the financial year where an income tax loss is incurred and, where the permitted to do so,
is carried-back against a qualifying prior period’s tax payable to generate a refundable tax offset.
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.
64
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 2. Significant accounting policies (continued)
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.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the Group's
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 the Group's 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.
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 Group 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.
Inventories
Stock on hand is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net of
rebates and discounts received or receivable.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion
and the estimated costs necessary to make the sale.
Joint operations
A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the
assets, and obligations for the liabilities, relating to the arrangement. The Group has recognised its share of jointly held
assets, liabilities, revenues and expenses of joint operations. These have been incorporated in the financial statements under
the appropriate classifications.
Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial
measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently measured at
either amortised cost or fair value depending on their classification. Classification is determined based on both the business
model within which such assets are held and the contractual cash flow characteristics of the financial asset unless an
accounting mismatch is being avoided.
65
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 2. Significant accounting policies (continued)
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and the
Group has transferred substantially all the risks and rewards of ownership. When there is no reasonable expectation of
recovering part or all of a financial asset, its carrying value is written off.
Financial assets at amortised cost
A financial asset is measured at amortised cost only if both of the following conditions are met: (i) it is held within a business
model whose objective is to hold assets in order to collect contractual cash flows; and (ii) the contractual terms of the financial
asset represent contractual cash flows that are solely payments of principal and interest.
Impairment of financial assets
The Group recognises a loss allowance for expected credit losses on financial assets which are either measured at amortised
cost or fair value through other comprehensive income. The measurement of the loss allowance depends upon the Group's
assessment at the end of each reporting period as to whether the financial instrument's credit risk has increased significantly
since initial recognition, based on reasonable and supportable information that is available, without undue cost or effort to
obtain.
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month expected credit
loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses that is attributable to a
default event that is possible within the next 12 months. Where a financial asset has become credit impaired or where it is
determined that credit risk has increased significantly, the loss allowance is based on the asset's lifetime expected credit
losses. The amount of expected credit loss recognised is measured on the basis of the probability weighted present value of
anticipated cash shortfalls over the life of the instrument discounted at the original effective interest rate.
Property, 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 property, plant and equipment
(excluding land) over their expected useful lives as follows:
Leasehold improvements
Furniture and fittings
Computer equipment
Medical equipment
1-5 years
5-10 years
3-5 years
5-10 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.
Leasehold improvements are depreciated over the unexpired period of the lease or the estimated useful life of the assets,
whichever is shorter.
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the
Group. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which
comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the
commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the
cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and
restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful
life of the asset, whichever is the shorter. Where the Group expects to obtain ownership of the leased asset at the end of the
lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for
any remeasurement of lease liabilities.
The Group has elected not to recognise a right-of-use asset and corresponding lease liability for short-term leases with terms
of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as
incurred.
66
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 2. Significant accounting policies (continued)
Intangible assets
Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at
the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible
assets are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are
subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising
from the derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying
amount of the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in
the expected pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or
period.
Goodwill
Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for impairment,
or more frequently if events or changes in circumstances indicate that it might be impaired, and is carried at cost less
accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not subsequently reversed.
Internally developed software
Research costs associated with internally developed software are expensed in the period in which they are incurred.
Development costs associated with internally developed software are capitalised when it is probable that the project will be
a success considering its commercial and technical feasibility; the Group is able to use or sell the asset; the Group has
sufficient resources and intent to complete the development; and its costs can be measured reliably. Capitalised development
costs are amortised on a straight-line basis over the period of their expected benefit, being 5 years.
Customer contracts
Customer contracts acquired in a business combination are amortised on a straight-line basis over the period of their
expected benefit, being their finite life of 5 years.
Copyright
Significant costs associated with copyright are deferred and amortised on a straight-line basis over the period of their
expected benefit, being their finite life of 5-10 years.
Licences
The acquisition of licences are capitalised as an asset and amortised on a straight-line basis over the period of their expected
benefit, being their finite life of 1-5 years.
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.
Trade and other payables
Trade and other payables represent liabilities for goods and services provided to the Group 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.
Contract liabilities
Contract liabilities represent the Group's obligation to transfer goods or services to a customer and are recognised when a
customer pays consideration, or when the Group recognises a receivable to reflect its unconditional right to consideration
(whichever is earlier) before the Group has transferred the goods or services to the customer.
67
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 2. Significant accounting policies (continued)
Borrowings
Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They
are subsequently measured at amortised cost using the effective interest method.
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present
value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or,
if that rate cannot be readily determined, the Group's incremental borrowing rate. Lease payments comprise of fixed
payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected
to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably
certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or
a rate are expensed in the period in which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured
if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual
guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an
adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset
is fully written down.
Finance costs
Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in
the period in which they are incurred.
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.
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. 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 high quality
corporate bonds with terms to maturity and currency that match, as closely as possible, the estimated future cash outflows.
Share-based payments
Equity-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the
rendering of services.
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using
either the Binomial or Black-Scholes 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 Group receives the services that entitle the employees to receive payment. No account is taken of any other
vesting conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over 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.
68
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 2. Significant accounting policies (continued)
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 Group or employee, the failure to satisfy the condition is treated as a
cancellation. If the condition is not within the control of the Group 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.
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.
Business combinations
The acquisition method of accounting is used to account for business combinations regardless of whether equity instruments
or other assets are acquired.
The consideration transferred is the sum of the acquisition-date fair values of the assets transferred, equity instruments
issued or liabilities incurred by the acquirer to former owners of the acquiree and the amount of any non-controlling interest
in the acquiree. For each business combination, the non-controlling interest in the acquiree is measured at either fair value
or at the proportionate share of the acquiree's identifiable net assets. All acquisition costs are expensed as incurred to profit
or loss.
On the acquisition of a business, the Group assesses the financial assets acquired and liabilities assumed for appropriate
classification and designation in accordance with the contractual terms, economic conditions, the Group's operating or
accounting policies and other pertinent conditions in existence at the acquisition-date.
Where the business combination is achieved in stages, the Group remeasures its previously held equity interest in the
acquiree at the acquisition-date fair value and the difference between the fair value and the previous carrying amount is
recognised in profit or loss.
Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair value. Subsequent
changes in the fair value of the contingent consideration classified as an asset or liability is recognised in profit or loss.
Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity.
The difference between the acquisition-date fair value of assets acquired, liabilities assumed and any non-controlling interest
in the acquiree and the fair value of the consideration transferred and the fair value of any pre-existing investment in the
acquiree is recognised as goodwill. If the consideration transferred and the pre-existing fair value is less than the fair value
of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference is recognised as a gain directly
in profit or loss by the acquirer on the acquisition-date, but only after a reassessment of the identification and measurement
of the net assets acquired, the non-controlling interest in the acquiree, if any, the consideration transferred and the acquirer's
previously held equity interest in the acquirer.
Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively adjusts the provisional
amounts recognised and also recognises additional assets or liabilities during the measurement period, based on new
information obtained about the facts and circumstances that existed at the acquisition-date. The measurement period ends
on either the earlier of (i) 12 months from the date of the acquisition or (ii) when the acquirer receives all the information
possible to determine fair value.
69
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 2. Significant accounting policies (continued)
Earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of IMEXHS 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.
Comparative information
Certain comparatives have been reclassified to align with current year presentation. These reclassifications had no effect on
the net result or net assets of the Group.
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 Group for the annual reporting period ended 31 December 2021. The Group has not yet
assessed the impact of these new or amended Accounting Standards and Interpretations.
Note 3. 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.
Coronavirus (COVID-19) pandemic
Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have,
on the Group based on known information. This consideration extends to the nature of the products and services offered,
customers, supply chain, staffing and geographic regions in which the Group operates. Other than as addressed in specific
notes, there does not currently appear to be either any significant impact upon the financial statements or any significant
uncertainties with respect to events or conditions which may impact the Group unfavourably as at the reporting date or
subsequently as a result of the Coronavirus (COVID-19) pandemic.
70
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 3. Critical accounting judgements, estimates and assumptions (continued)
Allowance for expected credit losses
The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on the
lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall expected credit
loss rate for each group. These assumptions include recent sales experience, historical collection rates, the impact of the
Coronavirus (COVID-19) pandemic and forward-looking information that is available. The allowance for credit losses, as
disclosed in note 9, is calculated based on the information available at the time of preparation. The actual credit losses in
future years may be higher or lower.
Goodwill and other indefinite life intangible assets
The Group tests annually, or more frequently if events or changes in circumstances indicate impairment, whether goodwill
and other indefinite life intangible assets have suffered any impairment, in accordance with the accounting policy stated in
note 2. The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These
calculations require the use of assumptions, including estimated discount rates based on the current cost of capital and
growth rates of the estimated future cash flows.
Lease term
The lease term is a significant component in the measurement of both the right-of-use asset and lease liability. Judgement
is exercised in determining whether there is reasonable certainty that an option to extend the lease or purchase the underlying
asset will be exercised, or an option to terminate the lease will not be exercised, when ascertaining the periods to be included
in the lease term. In determining the lease term, all facts and circumstances that create an economical incentive to exercise
an extension option, or not to exercise a termination option, are considered at the lease commencement date. Factors
considered may include the importance of the asset to the Group's operations; comparison of terms and conditions to
prevailing market rates; incurrence of significant penalties; existence of significant leasehold improvements; and the costs
and disruption to replace the asset. The Group reassesses whether it is reasonably certain to exercise an extension option,
or not exercise a termination option, if there is a significant event or significant change in circumstances.
Incremental borrowing rate
Where the interest rate implicit in a lease cannot be readily determined, an incremental borrowing rate is estimated to discount
future lease payments to measure the present value of the lease liability at the lease commencement date. Such a rate is
based on what the Group estimates it would have to pay a third party to borrow the funds necessary to obtain an asset of a
similar value to the right-of-use asset, with similar terms, security and economic environment.
Business combinations
As discussed in note 2, business combinations are initially accounted for on a provisional basis. The fair value of assets
acquired, liabilities and contingent liabilities assumed are initially estimated by the Group taking into consideration all
available information at the reporting date. Fair value adjustments on the finalisation of the business combination accounting
is retrospective, where applicable, to the period the combination occurred and may have an impact on the assets and
liabilities, depreciation and amortisation reported.
Issued Capital
No value has been allocated to the Class A Performance Shares due to the uncertainty of meeting the performance
milestone.
Issued Options
No value has been allocated to the Class B or Class C options due to the uncertainty of meeting the performance milestone.
Share Based Payments
Share based payments are measured at the fair value of goods or services received or the fair value of the equity instrument
issued (if the fair value of goods or services cannot be reliably determined) and are recorded at the date the goods or services
are received. The fair value of options is determined using the Black-Scholes option pricing model. The number of share and
options expected to vest is reviewed and adjusted at the end of each reporting period such that the amount recognised for
services received as consideration for the equity instruments granted is based on the number of equity instruments that
eventually vest.
71
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 4. Operating segments
The Group is organised into one main operating segment. All of the Group’s activities are interrelated and discrete financial
information is reported to the Board (Chief Operating Decision Maker) as a single segment. Accordingly, all significant
operating decisions are based upon analysis of the Group as one segment. The financial results from this segment are
equivalent to the financial statements of the Group as a whole.
Note 5. Revenue
Medical equipment and licences
Leasing equipment and software and services
Sale of inputs
Service and maintenance of equipment and software
Revenue
Disaggregation of revenue
The disaggregation of revenue from contracts with customers is as follows:
Timing of revenue recognition
Goods transferred at a point in time
Services transferred over time
The majority of the Group's revenue is derived from one geographic region, Latin America.
Note 6. Expenses
Loss before income tax includes the following specific expenses:
Finance costs
Interest and finance charges paid/payable on borrowings
Interest and finance charges paid/payable on lease liabilities
Consolidated
2021
$
2020
$
918,262
12,001,432
138,586
314,429
2,078,376
8,414,224
228,709
192,659
13,372,709
10,913,968
Consolidated
2021
$
2020
$
1,130,111
12,242,598
2,037,930
8,876,038
13,372,709
10,913,968
Consolidated
2021
$
2020
$
307,667
3,419
1,199,655
5,081
311,086
1,204,736
72
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 6. Expenses (continued)
Administration expenses
Employee and Director benefits expense*
Professional and consultancy fees*
Taxes
Office expenses
Insurance
Advertising and marketing
Corporate expenses*
Maintenance
Travel expenses
Other
*includes acquisition costs of $701,698
Leases
Short-term lease payments
Employee and Director benefits expense
Included in administration expenses:
Employee benefits expense excluding superannuation and share-based payments
Defined contribution superannuation expense
Included in research and development and support expenses and clinical services
expenses:
Employee benefits expense excluding superannuation and share-based payments
Defined contribution superannuation expense
Share-based payments expense
3,357,211
568,413
247,759
323,456
109,205
135,536
867,704
5,782
92,719
521,235
2,290,579
545,853
200,465
262,382
103,031
74,962
734,949
719
31,944
196,165
6,229,020
4,441,049
58,656
26,734
3,120,288
236,923
3,357,211
2,153,494
137,085
2,290,579
4,561,023
383,333
4,944,356
2,596,366
130,217
2,726,583
569,585
598,457
8,871,152
5,615,619
73
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 7. Income tax
Income tax expense
Current tax
Deferred tax - origination and reversal of temporary differences
Aggregate income tax expense
Deferred tax included in income tax expense comprises:
Increase in deferred tax liabilities
Numerical reconciliation of income tax expense and tax at the statutory rate
Loss before income tax expense
Tax at the statutory tax rate of 26% (2020: 27.5%)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Expected credit losses
Provision for inventories
Non-deductible taxes
Non-deductible employee contributions
Non-deductible interest, fines and levies
Non-deductible financial transactions levy
Other non-deductible expenses
Effect of overseas tax rates
Deferred tax assets not recognised
Income tax applied to companies in tax loss in overseas jurisdiction
Movement in deferred taxes
Adjustment of tax for prior period
Income tax expense
Deferred tax liability
Deferred tax liability comprises temporary differences attributable to:
Amounts recognised in profit or loss:
Property, plant and equipment
Intangible assets
Allowance for expected credit losses
Lease liabilities
Deferred tax liability
Movements:
Opening balance
Charged to profit or loss
Foreign exchange differences
Closing balance
74
Consolidated
2021
$
2020
$
143,416
-
6,612
81,277
143,416
87,889
-
81,277
(4,556,356)
(3,528,088)
(1,184,653)
(970,224)
43,446
3,913
67,226
(338,289)
26,077
6,835
467,044
20,427
1,014,623
-
126,649
-
16,767
63,198
1,834
68,030
(210,504)
21,629
7,308
223,233
32,834
762,649
6,612
6,599
81,290
-
143,416
87,889
Consolidated
2021
$
2020
$
27,706
229,797
(157,349)
(27,706)
31,082
257,801
(176,524)
(31,082)
72,448
81,277
81,277
-
(8,829)
-
81,277
-
72,448
81,277
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 8. Current assets - cash and cash equivalents
Cash at bank
Note 9. Current assets - trade and other receivables
Trade receivables
Less: Allowance for expected credit losses
Other receivables
Indirect taxes receivable
Consolidated
2021
$
2020
$
4,186,428
10,796,484
Consolidated
2021
$
2020
$
5,658,848
(214,497)
5,444,351
3,603,545
(866,708)
2,736,837
6,941
1,555,029
6,651
1,013,037
7,006,321
3,756,525
Allowance for expected credit losses
The Group has recognised a loss of $7,591 (2020: $54,386) in profit or loss in respect of the expected credit losses for the
year ended 31 December 2021.
The ageing of the receivables (current and non-current) and allowance for expected credit losses provided for above are as
follows:
Consolidated
Not overdue
0 to 3 months overdue
3 to 6 months overdue
6 to 12 months overdue
Over 6 months overdue
Expected credit loss rate
Carrying amount
2021
%
2020
%
2021
$
2020
$
Allowance for expected
credit losses
2021
$
2020
$
-
0.13%
14.60%
100.00%
100.00%
-
6.46%
75.00%
100.00%
100.00%
5,184,015
1,621,728
43,310
33,856
172,176
3,279,190
453,659
124,012
56,992
687,380
-
2,141
6,324
33,856
172,176
-
29,327
93,009
56,992
687,380
7,055,085
4,601,233
214,497
866,708
Opening balance
Additional provisions recognised
Additions through business combinations
Amounts recovered during the year
Foreign exchange differences
Closing balance
75
Consolidated
2021
$
2020
$
866,708
198,576
9,484
(815,331)
(44,940)
884,467
52,755
-
-
(70,514)
214,497
866,708
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 10. Current assets - inventories
Merchandise not manufactured by the Group - at cost
Materials and spare parts - at cost
Less: Provision for impairment
Consolidated
2021
$
2020
$
87,148
44,275
(46,991)
371,627
53,877
(35,836)
84,432
389,668
The cost of inventories recognised as an expense during the year ended 31 December 2021 was $1,042,024 (2020:
$1,433,397).
The cost of inventories recognised as an expense includes $15,698 (2020: write back of $86,617) in respect of reversal of
write downs of inventory to net realisable value.
Note 11. Current assets - other
Prepayments
Note 12. Non-current assets - trade receivables
Trade receivables
Consolidated
2021
$
2020
$
258,117
302,187
Consolidated
2021
$
2020
$
1,396,237
997,688
Refer to note 9 for an analysis of ageing of the receivables and allowance for expected credit losses.
76
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 13. Non-current assets - property, plant and equipment
Leasehold improvements - at cost
Less: Accumulated depreciation
Furniture and fittings - at cost
Less: Accumulated depreciation
Motor vehicles - at cost
Less: Accumulated depreciation
Computer equipment - at cost
Less: Accumulated depreciation
Medical equipment - at cost
Less: Accumulated depreciation
Consolidated
2021
$
2020
$
96,090
(3,200)
92,890
18,540
(5,161)
13,379
1,850
(126)
1,724
32,340
(359)
31,981
23,117
(13,922)
9,195
-
-
-
1,964,331
(1,010,610)
953,721
4,185,890
(779,695)
3,406,195
1,435,049
(773,137)
661,912
3,259,322
(616,117)
2,643,205
4,467,909
3,346,293
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Consolidated
Balance at 1 January 2020
Additions
Disposals
Exchange differences
Depreciation expense
Balance at 31 December 2020
Additions
Additions through business
combinations (note 33)
Disposals
Exchange differences
Transfers in/(out)
Depreciation expense
Leasehold
improvements
$
Furniture and
fittings
$
Motor
vehicles
$
Computer
equipment
$
Medical
equipment
$
Total
$
-
33,066
-
(718)
(367)
31,981
-
70,172
-
(8,250)
-
(1,013)
17,577
18,647
(19,091)
(2,777)
(5,161)
9,195
491
10,223
-
(1,059)
(1,927)
(3,544)
-
-
-
-
-
1,207,320
75,014
(92,233)
(130,017)
(398,172)
2,151,109
1,138,188
(61,319)
(263,084)
(321,689)
3,376,006
1,264,915
(172,643)
(396,596)
(725,389)
-
1,850
661,912
202,708
2,643,205
804,767
3,346,293
1,009,816
-
-
-
-
(126)
28,368
(1,102)
(72,178)
503,133
(369,120)
1,352,222
(149,868)
(380,642)
(501,206)
(362,283)
1,460,985
(150,970)
(462,129)
-
(736,086)
Balance at 31 December 2021
92,890
13,379
1,724
953,721
3,406,195
4,467,909
77
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 14. Non-current assets - right-of-use assets
Land and buildings - right-of-use
Less: Accumulated depreciation
Consolidated
2021
$
2020
$
140,266
(110,108)
153,185
(51,139)
30,158
102,046
The Group leases land and buildings for its offices under agreements of between 1 to 5 years with, in some cases, options
to extend. The leases have various escalation clauses. On renewal, the terms of the leases are renegotiated.
The Group leases office equipment under agreements of less than 1 year. These leases are either short-term or low-value,
so have been expensed as incurred and not capitalised as right-of-use assets.
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Consolidated
Balance at 1 January 2020
Additions
Modifications of lease terms
Exchange differences
Depreciation expense
Balance at 31 December 2020
Additions
Exchange differences
Depreciation expense
Balance at 31 December 2021
Land and
buildings
$
40,805
159,257
(2,341)
(6,202)
(89,473)
102,046
14,165
(7,742)
(78,311)
30,158
78
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 15. Non-current assets - intangibles
Goodwill - at cost
Internally developed software - at cost
Less: Accumulated amortisation
Customer contracts - at cost
Copyright - at cost
Less: Accumulated amortisation
Licenses - at cost
Less: Accumulated amortisation
Consolidated
2021
$
2020
$
5,316,420
-
2,082,518
(269,984)
1,812,534
946,674
23,745
(21,033)
2,712
998,942
(747,866)
251,076
805,629
-
805,629
-
24,275
(18,198)
6,077
892,058
(590,508)
301,550
8,329,416
1,113,256
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Consolidated
Balance at 1 January 2020
Additions
Disposals
Exchange differences
Amortisation expense
Balance at 31 December 2020
Additions
Additions through business
combinations (note 33)
Exchange differences
Amortisation expense
Internally
developed
software
$
Customer
contracts
$
Goodwill
$
Copyright
$
Licences
$
Total
$
-
-
-
-
-
-
-
-
805,629
-
-
-
805,629
1,417,704
-
-
-
-
-
-
-
5,704,649
(388,229)
-
-
(140,815)
(269,984)
1,015,804
(69,130)
-
10,413
-
-
(1,228)
(3,108)
6,077
-
-
(530)
(2,835)
459,474
115,806
(12,177)
(55,137)
(206,416)
469,887
921,435
(12,177)
(56,365)
(209,524)
301,550
137,183
1,113,256
1,554,887
-
(30,299)
(157,358)
6,720,453
(629,003)
(430,177)
Balance at 31 December 2021
5,316,420
1,812,534
946,674
2,712
251,076
8,329,416
Impairment testing
Goodwill acquired through business combinations has been allocated to one cash generating unit ('CGU'), being the
radiology services CGU. The radiology services business provides radiological diagnostic services to hospitals and medical
facilities in Colombia and Spain using IMEXHS medical imaging software. The services business also provides the Group
with medical images and radiologists interpretation and reports to develop artificial intelligence ('AI') tools.
Goodwill and the CGU to which it belongs is tested annually for impairment or at the end of each reporting date where an
indicator of impairment exists. At 31 December 2021, the recoverable amount of the CGU has been assessed. An impairment
exists when the carrying value of the CGU exceeds its recoverable amount.
79
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 15. Non-current assets - intangibles (continued)
Recoverable amount of CGU
The recoverable amount of the Group’s CGU’s has been determined by value in use ('VIU') calculations. The calculations
use cash flow projections based on a five-year discounted cash flow model, with a terminal value applied to the discounted
cash flows after year five.
Key assumptions and impairment testing results
Key assumptions are those to which the recoverable amount of an asset or CGU is most sensitive. The following key
assumptions were used in the VIU model at 31 December 2021:
Assumption
How determined
Rate used in the
VIU calculation
Discount rate (pre-tax)
Based on weighted average cost of capital reflecting current market
assessments of the time value of money and risks specific to the CGU.
22.7%
Sales volume growth rate
Based on a five year cash flow projection taking into account historical
growth rates and product lifecycle.
10%
Terminal value growth rate
Based on long-term economic growth rates.
Nil
The recoverable amount of the CGU including unallocated corporate assets is in excess of the carrying amount and therefore
no impairment charge was required. The excess of recoverable amount over carrying amount is such that a reasonably
possible change in assumptions is unlikely to reduce the recoverable amount below the carrying amount.
Note 16. Current liabilities - trade and other payables
Trade payables
Withholding tax payable
Other payables
Refer to note 26 for further information on financial instruments.
Note 17. Current liabilities - contract liabilities
Contract liabilities
Reconciliation
Reconciliation of the written down values (current and non-current) at the beginning and end
of the current and previous financial year are set out below:
Opening balance
Payments received in advance
Additions through business combinations (note 33)
Transfer to revenue - included in the opening balance
Exchange differences
Closing balance
80
Consolidated
2021
$
2020
$
3,194,493
458,286
116,046
1,457,945
617,161
307,425
3,768,825
2,382,531
Consolidated
2021
$
2020
$
32,812
53,548
53,548
72,139
74,264
(87,903)
(10,325)
63,936
42,533
-
(45,837)
(7,084)
101,723
53,548
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 17. Current liabilities - contract liabilities (continued)
Representing:
Contract liabilities - current
Contract liabilities - non-current (note 21)
32,812
68,911
53,548
-
101,723
53,548
Unsatisfied performance obligations
The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied at the end of the
reporting period was $101,723 as at 31 December 2021 ($53,548 as at 31 December 2020) and is expected to be recognised
as revenue in future periods as follows:
Within 6 months
6 to 12 months
12 to 18 months
18 to 24 months
Over 24 months
Note 18. Current liabilities - borrowings
Credit cards
Unsecured revolving credit loans
Unsecured fixed term loans
PaaS equipment financing loan*
Consolidated
2021
$
2020
$
21,394
11,419
13,170
25,990
29,750
24,042
1,868
27,638
-
-
101,723
53,548
Consolidated
2021
$
2020
$
11,012
22,310
1,040,467
8,452
2,759
40,833
808,588
16,597
1,082,241
868,777
*
Relates to various loans provided to the Company for PaaS contracts where the equipment is repaid at a 200% rate of
return on their loan which is paid in monthly instalments over the initial term of the PaaS contract.
Refer to note 26 for further information on financial instruments.
Note 19. Current liabilities - Contingent consideration
Contingent consideration - cash
Refer to note 27 and note 33 for further information.
Consolidated
2021
$
2020
$
292,454
-
81
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 20. Non-current liabilities - payables
Trade payables
Refer to note 26 for further information on financial instruments.
Note 21. Non-current liabilities - contract liabilities
Contract liabilities
Refer to note 17 for further information.
Note 22. Non-current liabilities - borrowings
Unsecured revolving credit loans
Unsecured fixed term loans
Refer to note 26 for further information on financial instruments.
Financing arrangements
Unrestricted access was available at the reporting date to the following lines of credit:
Total facilities
Unsecured revolving credit loans
Unsecured fixed term loans
Used at the reporting date
Unsecured revolving credit loans
Unsecured fixed term loans
Unused at the reporting date
Unsecured revolving credit loans
Unsecured fixed term loans
82
Consolidated
2021
$
2020
$
580,214
-
Consolidated
2021
$
2020
$
68,911
-
Consolidated
2021
$
2020
$
27,248
1,257,952
40,056
687,895
1,285,200
727,951
Consolidated
2021
$
2020
$
49,559
2,344,958
2,394,517
80,889
1,496,483
1,577,372
49,559
2,344,958
2,394,517
80,889
1,496,483
1,577,372
-
-
-
-
-
-
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 23. Equity - issued capital
Consolidated
2021
Shares
2020
Shares
2021
$
2020
$
Ordinary shares - fully paid
32,860,889
29,699,842
34,765,453
28,461,991
Movements in ordinary share capital
Details
Date
Shares
Balance
Issue of shares
Conversion of class A performance shares
Issue of shares
Issue of shares
Consolidation of shares 50 to 1
Share issue transaction costs, net of tax
Balance
Issue of shares on exercise of options
Issue of shares on exercise of options
Issue of shares on exercise of options
Issue of shares on exercise of options
Issue of shares on exercise of options
Issue of shares on exercise of options
Issue of shares on exercise of options
Issue of shares - acquisition of subsidiary (note 33)
Shares to be issued as part consideration for
acquisition of subsidiary (note 33)
Share issue transaction costs, net of tax
1 January 2020
26 May 2020
23 July 2020
30 October 2020
30 October 2020
6 November 2020
31 December 2020
26 February 2021
4 March 2021
30 March 2021
23 April 2021
20 September 2021
21 September 2021
22 September 2021
5 October 2021
1,175,657,186
16,666,667
6
276,000,000
16,666,667
(1,455,290,684)
-
29,699,842
301,680
193,320
205,000
50,000
19,719
39,437
19,719
2,332,172
-
-
Issue
price
$
$0.03
$0.03
$0.03
$0.03
$0.00
$1.25
$1.25
$1.25
$1.88
$0.00
$0.00
$0.00
$1.82
19,757,466
500,000
-
8,280,000
500,000
-
(575,475)
28,461,991
377,100
241,650
256,250
93,750
-
-
-
4,237,993
1,122,303
(25,584)
Balance
31 December 2021
32,860,889
34,765,453
Ordinary shares
Ordinary shares entitle the holder to participate in any dividends declared and any proceeds attributable to shareholders
should the Company be wound up, in proportions that consider both the number of shares held and the extent to which those
shares are paid up. 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.
Capital risk management
The Group'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.
Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated
as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return
capital to shareholders, issue new shares or sell assets to reduce debt.
83
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 23. Equity - issued capital (continued)
The Group 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 Group 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 Group is subject to certain financing arrangements covenants and meeting these is given priority in all capital risk
management decisions. There have been no events of default on the financing arrangements during the financial year.
The capital risk management policy remains unchanged from the 31 December 2020 Annual Report.
Note 24. Equity - reserves
Foreign currency reserve
Share-based payments reserve
Options reserve
Consolidated
2021
$
2020
$
(1,575,829)
3,646,522
30,440
(519,327)
3,076,937
30,440
2,101,133
2,588,050
Foreign currency reserve
The reserve is used to recognise exchange differences arising from the translation of the financial statements of foreign
operations to Australian dollars. It is also used to recognise gains and losses on hedges of the net investments in foreign
operations.
Share-based payments reserve
The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their
remuneration, and other parties as part of their compensation for services.
Options reserve
The reserve is used to record amounts received from option holders from the issue of options.
Movements in reserves
Movements in each class of reserve during the current and previous financial year are set out below:
Consolidated
Balance at 1 January 2020
Foreign currency translation
Share-based payments - options issued to KMP and
employees
Amounts paid on issue of options
Balance at 31 December 2020
Foreign currency translation
Share-based payments - options issued to KMP
Foreign
currency
reserve
$
Share-based
payments
reserve
$
Options
reserve
$
Total
$
(21,232)
(498,095)
2,478,480
-
-
-
2,457,248
(498,095)
-
-
598,457
-
(519,327)
(1,056,502)
-
3,076,937
-
569,585
-
30,440
30,440
-
-
598,457
30,440
2,588,050
(1,056,502)
569,585
Balance at 31 December 2021
(1,575,829)
3,646,522
30,440
2,101,133
Note 25. Equity - dividends
There were no dividends paid, recommended or declared during the current or previous financial year.
84
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 26. Financial instruments
Financial risk management objectives
The Group's activities expose it to a variety of financial risks: market risk (including foreign currency risk, price risk and
interest rate risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpredictability
of financial markets and seeks to minimise potential adverse effects on the financial performance of the Group. The Group
uses different methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis
in the case of interest rate, foreign exchange and other price risks and ageing analysis for credit risk.
Risk management is carried out by senior finance executives ('finance') under policies approved by the Board of Directors
('the Board'). These policies include identification and analysis of the risk exposure of the Group and appropriate procedures,
controls and risk limits.
Market risk
Foreign currency risk
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities that are denominated
in a currency that is not the Company’s functional currency. Individual transactions are assessed, and forward exchange
contracts are used to hedge the risk where deemed appropriate.
While the Group as a whole has assets and liabilities in different currencies, individual entities in the Group do not have a
significant foreign exchange exposure to receivables or payables in currencies that are not their functional currency.
The carrying amount of the Group's foreign currency denominated financial assets and financial liabilities at the reporting
date were as follows:
Consolidated
US dollars
Euros
Colombian peso
Assets
Liabilities
2021
$
2020
$
2021
$
2020
$
138,698
2,810
8,513,069
322,814
22,748
4,556,964
926,392
-
4,872,410
784,699
-
551,517
8,654,577
4,902,526
5,798,802
1,336,216
Based on the financial instruments held at 31 December 2021, had the Australian dollar weakened by 5% against the
Colombian Peso, US Dollar and Euro, with all other variables held constant, the Group’s pre-tax profit for the year would
have been $77,108 higher (2020: $27,962 higher). If the Australian dollar had strengthened the corresponding impact would
have been a decrease in pre-tax profit by the same amount.
Price risk
The Group is not exposed to any significant price risk.
Interest rate risk
The Group’s main interest rate risk arises from borrowings with variable rates, which expose the Group to cash flow interest
rate risk. Group policy is to have mainly fixed rate loans directly. During the financial years ended 31 December 2021 and
31 December 2020, the Group’s borrowings at variable rate were denominated in Colombian Pesos. The Group’s borrowings
and receivables are carried at amortised cost.
The Group is exposed to interest rate risk at the date of this report via its cash holdings.
85
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 26. Financial instruments (continued)
The exposure of the Group’s borrowings to interest rate changes and the contractual re-pricing dates of the borrowings at
the end of the reporting period are as follows:
2021
$
% of total
loans
%
2020
$
% of total
loans
%
Variable rate borrowings
Fixed rate borrowings (no repricing dates)
11,012
2,347,977
0.5
99.5
2,759
1,577,373
0.2
99.8
2,358,989
100.0
1,580,132
100.0
Due to the carrying value of borrowings at variable interest rate, the Group is not exposed to any significant interest rate risk.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the
Group. The Group has a strict code of credit, including obtaining agency credit information, confirming references and setting
appropriate credit limits. The Group obtains guarantees where appropriate to mitigate credit risk. The maximum exposure to
credit risk at the reporting date to recognised financial assets is the carrying amount, net of any provisions for impairment of
those assets, as disclosed in the statement of financial position and notes to the financial statements. The Group does not
hold any collateral.
The Group has adopted a lifetime expected loss allowance in estimating expected credit losses to trade receivables through
the use of a provisions matrix using fixed rates of credit loss provisioning. These provisions are considered representative
across all customers of the Group based on recent sales experience, historical collection rates and forward-looking
information that is available.
Generally, trade receivables are written off when there is no reasonable expectation of recovery. Indicators of this include
the failure of a debtor to engage in a repayment plan, no active enforcement activity and a failure to make contractual
payments for a period greater than 1 year.
Liquidity risk
Vigilant liquidity risk management requires the Group to maintain sufficient liquid assets (mainly cash and cash equivalents)
and available borrowing facilities to be able to pay debts as and when they become due and payable.
The Group manages liquidity risk by maintaining adequate cash reserves and available borrowing facilities by continuously
monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities.
86
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 26. Financial instruments (continued)
Remaining contractual maturities
The following tables detail the Group's remaining contractual maturity for its financial instrument liabilities. The tables have
been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial
liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual
maturities and therefore these totals may differ from their carrying amount in the statement of financial position.
Consolidated - 2021
Weighted
average
interest
rate
%
< 6 months
$
Trade payables
Other payables
Contingent consideration
Lease liabilities
Borrowings - variable rate
Borrowings - fixed rate
-
-
-
5%
27%
11%
3,194,493
116,046
-
26,102
11,012
703,013
6-12
months
$
-
-
292,454
4,055
-
615,706
Between 1
and 2
years
$
Between 2
and 5 Year
$
Over 5
Years
$
580,214
-
-
-
-
798,806
-
-
-
-
-
566,120
Total
contractual
cash flows
inclusive of
interest
payments
$
Carrying
amount
- 3,774,707 3,774,707
116,046
-
292,454
-
30,157
-
-
11,012
- 2,683,645 2,347,977
116,046
292,454
30,157
11,012
4,050,666
912,215 1,379,020
566,120
- 6,908,021 6,572,353
Consolidated - 2020
Weighted
average
interest
rate
%
< 6 months
$
Trade payables
Other payables
Lease liabilities
Borrowings - variable rate
Borrowings - fixed rate
-
-
5%
27%
14%
1,457,945
307,425
101,469
2,759
583,332
Between 1
and 2
years
$
Between 2
and 5
Years
$
Over 5
Years
$
Total
contractual
cash flows
inclusive of
interest
payments
$
Carrying
amount
-
-
-
-
635,669
-
-
-
-
179,145
- 1,457,945 1,457,945
307,425
-
101,469
-
-
2,759
- 1,773,175 1,577,374
307,425
101,469
2,759
6-12
months
$
-
-
-
-
375,029
2,452,930
375,029
635,669
179,145
- 3,642,773 3,446,972
Fair value of financial instruments
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
87
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 27. Fair value measurement
Fair value hierarchy
The following tables detail the Group's assets and liabilities, measured or disclosed at fair value, using a three level hierarchy,
based on the lowest level of input that is significant to the entire fair value measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the
measurement date
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or
indirectly
Level 3: Unobservable inputs for the asset or liability
Consolidated - 2021
Liabilities
Contingent consideration
Total liabilities
Level 1
$
Level 2
$
Level 3
$
Total
$
-
-
-
-
292,454
292,454
292,454
292,454
There were no transfers between levels during the financial year.
For all assets and liabilities net fair value approximates their carrying value. No financial assets and financial liabilities are
readily traded on organised markets in standardised form other than listed investments of which the entity has no holdings
in. Financial assets where the carrying amount exceeds net fair values have not been written down as the Group intends to
hold these assets to maturity. The aggregate net fair values and carrying amounts of financial assets and financial liabilities
are disclosed in the statement of financial position and in the notes to the financial statements.
There are no financial assets or liabilities that are carried at fair value in the financial statements therefore no additional
disclosures have been made with respect to fair value measurement.
Valuation techniques for fair value measurements categorised within level 2 and level 3
Contingent consideration has been valued using a discounted cash flow model.
Level 3 assets and liabilities
Movements in level 3 assets and liabilities during the current and previous financial year are set out below:
Consolidated
Balance at 1 January 2020
Balance at 31 December 2020
Additions
Foreign exchange differences
Balance at 31 December 2021
Contingent
consideration
$
-
-
313,811
(21,357)
292,454
The level 3 assets and liabilities unobservable inputs and sensitivity are as follows:
Description
Unobservable inputs Range of probabilities Sensitivity
Contingent consideration Probability of
to satisfy/not to satisfy If the specified revenue targets are achieved
achieving revenue
targets
100% of the contingent consideration is payable
/ if revenue targets are not achieved no
contingent consideration is payable
88
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 28. Key management personnel disclosures
Compensation
The aggregate compensation made to directors and other members of key management personnel of the Group is set out
below:
Short-term employee benefits
Post-employment benefits
Share-based payments
Note 29. Remuneration of auditors
Consolidated
2021
$
2020
$
773,792
84,987
478,640
796,289
62,319
565,023
1,337,419
1,423,631
During the financial year the following fees were paid or payable for services provided by Nexia Sydney Audit Pty Ltd, the
auditor of the Company, and its network firms:
Audit services - Nexia Sydney Audit Pty Ltd
Audit or review of the financial statements - Nexia Sydney Audit Pty Ltd
Other services - Nexia Sydney Tax Advisory Pty Ltd
Preparation of the tax return - Nexia Sydney Audit Pty Ltd
Other services - Nexia Sydney Tax Advisory Pty Ltd
Corporate Advisory - Nexia Sydney Corporate Advisory Pty Ltd
Audit services - network firms
Audit or review of the financial statements
Other services - network firms
Other
Audit services - other firms
Audit or review of the financial statements - BDO Audit (WA) Pty Ltd
Other services - other firms
Preparation of the tax return - BDO Audit (WA) Pty Ltd
Tax advice - BDO Audit (WA) Pty Ltd
Valuation services - BDO Audit (WA) Pty Ltd
Consolidated
2021
$
2020
$
102,196
26,500
11,915
-
82,819
196,930
-
26,500
19,957
31,835
27,007
46,964
1,341
33,176
-
41,601
-
1,000
5,500
6,500
18,762
-
-
60,363
250,394
120,039
On 30 October 2020, Nexia Sydney Audit Pty Ltd was appointed auditor or the Company following the removal of BDO Audit
(WA) Pty Ltd. During the financial year ended 31 December 2020, the fees presented in the table above represent fees which
were paid or payable for services provided by BDO Audit (WA) Pty Ltd up until 30 October 2020 and fees which were paid
or payable for services provided by Nexia Sydney Audit Pty Ltd thereafter. During the current financial year, the Group
engaged BDO Audit (WA) Pty Ltd for tax advice and valuation services.
89
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 30. Contingent liabilities
The Group had no contingent liabilities as at 31 December 2021 (2020: none)
Note 31. Related party transactions
Parent entity
IMEXHS Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 34.
Joint operations
Interests in joint operations are set out in note 35.
Key management personnel
Disclosures relating to key management personnel are set out in note 28 and the remuneration report included in the
directors' report.
Transactions with related parties
The following transactions occurred with related parties:
Sale of goods and services:
Sale of goods to key management personnel
Payment for goods and services:
Payment for services from key management personnel
Payment for other expenses:
Interest paid to key management personnel - on PaaS equipment financing loan
Consolidated
2021
$
2020
$
4,574,467
4,432,817
1,195,542
1,186,519
74,651
87,198
During the year, the Company had an agreement with RIMAB S.A.S., an entity owned 65% by the Chief Executive Officer,
Dr German Arango. This entity was acquired on 5 October 2021 and the revenue and expenses information is provided to
that date.
Receivable from and payable to related parties
The following balances are outstanding at the reporting date in relation to transactions with related parties:
Current receivables:
Trade receivables from key management personnel
Current payables:
Trade payables to key management personnel
Consolidated
2021
$
2020
$
806
739,461
10
1,628
90
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 31. Related party transactions (continued)
Loans to/from related parties
The following balances are outstanding at the reporting date in relation to loans with related parties:
Non-current borrowings:
Loan from key management personnel - PaaS equipment financing loan
Terms and conditions
All transactions were made on normal commercial terms and conditions and at market rates.
Note 32. Parent entity information
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
Loss after income tax
Total comprehensive loss
Statement of financial position
Total current assets
Total assets
Total current liabilities
Total liabilities
Equity
Issued capital
Share-based payments reserve
Options reserve
Accumulated losses
Total equity
Consolidated
2021
$
2020
$
-
7,115
Parent
2021
$
2020
$
(7,805,521)
(10,419,073)
(7,805,521)
(10,419,073)
Parent
2021
$
2020
$
3,029,675
9,324,261
8,391,390
9,326,465
2,514
2,514
5,109
5,109
38,446,255
3,300,703
30,440
(33,388,522)
32,142,799
2,731,118
30,440
(25,583,001)
8,388,876
9,321,356
Guarantees entered into by the parent entity in relation to the debts of its subsidiaries
The parent entity had no guarantees in relation to the debts of its subsidiaries as at 31 December 2021 and 31 December
2020.
Contingent liabilities
The parent entity had no contingent liabilities as at 31 December 2021 and 31 December 2020.
91
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 32. Parent entity information (continued)
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 31 December 2021 and 31 December
2020.
Significant accounting policies
The accounting policies of the parent entity are consistent with those of the Group, as disclosed in note 2, except for the
following:
●
●
●
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
Investments in associates are accounted for at cost, less any impairment, in the parent entity.
Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt may be an
indicator of an impairment of the investment.
92
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 33. Business combinations
On 5 October 2021, IMEXHS acquired 100% of the ordinary shares of RIMAB SAS for the total consideration transferred of
$6,762,468. RIMAB SAS is a radiology services business and was acquired to strengthen IMEXHS's customer offering with
imaging and teleradiology services and provide a test bed for artificial intelligence ('AI') development. The acquired business
contributed incremental revenues of $3,345,758 and profit after tax of $214,338 to the Group for the period from 1 October
to 31 December 2021. If the acquisition occurred on 1 January 2021, the full year contributions would have been incremental
revenues of $2,920,280 and EBITDA (before one-off costs and normalisations in relation to the acquisition) of
$1,463,425. The values identified in relation to the acquisition of RIMAB SAS are provisional as at 31 December 2021.
Details of the acquisition are as follows:
Cash and cash equivalents
Trade and other receivables
Income tax refund due
Prepayments
Other current assets
Property, plant and equipment
Customer contracts
Trade and other payables
Provision for income tax
Employee benefits
Financial liabilities
Indirect taxes
Other non-financial liabilities
Net assets acquired
Goodwill
Acquisition-date fair value of the total consideration transferred
Representing:
Cash paid or payable to vendor
IMEXHS Limited shares issued to vendor
Contingent consideration - cash
Contingent consideration - IMEXHS Limited shares
Acquisition costs expensed to profit or loss
Cash used to acquire business, net of cash acquired:
Acquisition-date fair value of the total consideration transferred
Less: cash and cash equivalents
Less: shares issued by Company as part of consideration
Less: shares to be issued by the Company as part of consideration
Less: contingent consideration
Net cash used
Fair value
$
135,633
3,194,704
986,580
760,062
1,343
1,460,985
1,015,804
(3,962,523)
(68,859)
(338,189)
(1,790,180)
(263,277)
(74,264)
1,057,819
5,704,649
6,762,468
1,088,361
4,237,993
313,811
1,122,303
6,762,468
701,698
6,762,468
(135,633)
(4,237,993)
(1,122,303)
(313,811)
952,728
As part of the acquisition of RIMAB SAS an amount of contingent consideration has been agreed, which is subject to RIMAB
SAS meeting pre-determined contract renewal and financial year 2022 revenue thresholds.
93
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 33. Business combinations (continued)
The amount of contingent consideration recognised, comprising of $313,811 payable in cash and $1,122,330 to be issued
in shares (based on a fixed number of shares at a fixed price) is the maximum amount payable if the pre-determined contract
renewal and revenue thresholds are met. If these thresholds are not met, then no amount is payable. Given the current
performance of the business, it appears probable that the thresholds will be met and as such, contingent consideration of
$313,811 payable in cash has been recognised as a liability and $1,122,330 to be issued in shares has been recognised in
equity.
Note 34. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance
with the accounting policy described in note 2:
Name
Principal place of business /
Country of incorporation
OMT Operations (AU) Pty Ltd*
Imaging Experts and Healthcare Services Pty Ltd
Imaging Experts and Healthcare Services S.A.S.
IMEXHS Corp
IMEXVR SAS*
IMEXMB SAS*
Dictatech Inc*
RIMAB SAS
Australia
Australia
Colombia
US
Colombia
Colombia
US
Colombia
*
Dormant.
Note 35. Interests in joint operations
Ownership interest
2020
2021
%
%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
-
During the comparative period for the year ended 31 December 2020, the Group recognised its 30% share of jointly held
assets, liabilities, revenues and expenses of joint operations in Hospital Central Policía Nacional (National Police Hospital)
Colombia.
The joint operations ceased on 5 October 2021 when the Group acquired 100% of the ordinary shares in RIMAB SAS, a
related party of the joint operations.
Note 36. Non-cash investing and financing activities
Shares issued in relation to business combinations
Contingent consideration - shares to be issued by the Company as part of consideration
Consolidated
2021
$
2020
$
4,237,993
1,122,303
5,360,296
-
-
-
94
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 37. Changes in liabilities arising from financing activities
Consolidated
Balance at 1 January 2020
Net cash used in financing activities
Acquisition of leases
Modifications of lease terms
Unwinding deferred borrowing costs
Balance at 31 December 2020
Net cash used in financing activities
Acquisition of leases
Changes through business combinations (note 33)
Borrowings
$
Lease
liabilities
$
2,059,483
(1,234,184)
-
-
771,429
1,596,728
(1,019,467)
-
1,790,180
40,574
(96,021)
159,257
(2,341)
-
101,469
(85,477)
14,165
-
Total
$
2,100,057
(1,330,205)
159,257
(2,341)
771,429
1,698,197
(1,104,944)
14,165
1,790,180
Balance at 31 December 2021
2,367,441
30,157
2,397,598
Note 38. Earnings per share
Consolidated
2021
$
2020
$
Loss after income tax attributable to the owners of IMEXHS Limited
(4,699,772)
(3,615,977)
Weighted average number of ordinary shares used in calculating basic earnings per share
30,887,790
24,730,188
Weighted average number of ordinary shares used in calculating diluted earnings per share
30,887,790
24,730,188
Number
Number
Basic earnings per share
Diluted earnings per share
Cents
Cents
(15.22)
(15.22)
(14.62)
(14.62)
Share options on issue have been excluded from the weighted average number of ordinary shares used in calculating diluted
loss per share as they are considered anti-dilutive.
95
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 39. Share-based payments
Options granted to key management personnel and external parties are as follows:
●
●
●
●
●
●
●
●
●
●
●
●
●
●
●
On 22 July 2017, 700,000 shares options (35,000,000 share options prior to the share consolidation) were granted to
key management personnel. The options have vested, have an exercise price of $1.25 ($0.025 prior to the share
consolidation) and expired on 31 March 2021.
On 28 August 2018, 1,000,001 Class A share options (50,000,000 Class A share options prior to the share
consolidation) were granted to key management personnel. The options vested immediately on grant date, have an
exercise price of $2.50 ($0.050 prior to the share consolidation) and expired on 30 June 2021.
On 28 August 2018, 1,000,001 Class B share options (50,000,000 Class B share options prior to the share
consolidation) were issued as consideration for Imaging Experts and Healthcare Services Pty Ltd. The options are
subject to the vesting condition of the Group exceeding $5,000,000 EBIT in any rolling four quarter period. The
options have an exercise price of $1.875 ($0.038 prior to the share consolidation) and expire on 28 August 2023.
On 28 August 2018, 1,000,001 Class C share options (50,000,000 Class C share options prior to the share
consolidation) were issued as consideration for Imaging Experts and Healthcare Services Pty Ltd. The options are
subject to the vesting condition of the Group exceeding $7,500,000 EBIT in any rolling four quarter period. The
options have an exercise price of $1.875 ($0.038 prior to the share consolidation) and expire on 28 August 2023.
On 28 August 2018, 250,000 shares options (12,500,000 share options prior to the share consolidation) were
granted to key management personnel. The options vested immediately on the grant date, have an exercise price of
$1.875 ($0.038 prior to the share consolidation) and expired on 30 June 2021.
On 28 August 2018, 600,000 shares options (30,000,000 share options prior to the share consolidation) were
granted to third party advisors in exchange for services provided. The options vested immediately on the grant date,
have an exercise price of $2.50 ($0.050 prior to the share consolidation) and expired on 30 June 2021.
On 25 October 2018, 80,000 share options (4,000,000 shares options prior to the share consolidation) were issued as
remuneration to Non-Executive Director, Mr Tom Pascarella subject to vesting conditions. The options vested when
Mr Tom Pascarella resigned on 30 November 2019. The options have an exercise price of $3.50 ($0.070 prior to the
share consolidation) and expire on 25 October 2023.
On 10 December 2018, 40,000 share options (2,000,000 shares options prior to the share consolidation) were issued
as remuneration to Non-Executive Director, Dr Douglas Lingard subject to vesting conditions. 10,000 options vested
on 10 December 2020 and the remaining 30,000 options vest on 10 December 2021, have an exercise price of $2.65
($0.053 prior to the share consolidation) and expire on 9 December 2023.
On 7 October 2019, 800,000 share options (40,000,000 shares options prior to the share consolidation) were issued
to Domatorisaro Pty Ltd, a related party of Dr Douglas Lingard, pursuant to a loan agreement. The options vested
immediately on the grant date, have an exercise price of $2.70 ($0.054 prior to the share consolidation) and expire on
31 March 2022.
On 31 October 2019, 100,000 share options (5,000,000 prior to the share consolidation) were granted to third party
advisors in exchange for services provided. The options vested immediately on the grant date, have an exercise price
of $2.70 ($0.054 prior to the share consolidation) and expire on 30 September 2022.
On 1 April 2020, 30,000 share options (1,500,000 share options prior to the share consolidation) were granted to an
employee. The options vest when the Company's share price reaches or exceeds a 10 day VWAP of $4.45 (8.5 cents
pre-consolidation). The options have an exercise price of $3.25 ($0.065 prior to the share consolidation) and expire
on 1 April 2022.
On 1 April 2020, 30,000 share options (1,500,000 share options prior to the share consolidation) were granted to an
employee. The options vest when the Company's share price reaches or exceeds a 10 day VWAP of $7.50 (15 cents
pre-consolidation). The options have an exercise price of $5.00 ($0.10 prior to the share consolidation) and expire on
1 April 2023.
On 26 May 2020, 560,000 share options (28,000,000 share options prior to the share consolidation) were granted to
Mr Douglas Flynn as part of his appointment as Non-Executive Chairman. The grant consists of 3 tranches, tranche 1
and 2 each comprise of 160,000 options and tranche 3 comprises of 240,000 options. Tranche 1 and 2 vest on 26
May 2020 and tranche 3 vests when the Company's share price reaches or exceeds a 30 day VWAP of $6.00 (12
cents prior to the share consolidation). Tranche 1, 2 and 3 have an exercise price of $2.75, $3.50 and $1.50
respectively ($0.055, $0.070 and $0.030 respectively prior to the share consolidation). All tranches expire on 12
March 2027.
On 4 March 2021, 140,000 share options were granted to Reena Minhas under the companies Long Term incentive
Plan. The options vest on 1 October 2023, have a nil exercise price and expire on 1 March 2031.
On 20 April 2021, 204,280 share options were granted to Employees under the companies Long Term Incentive Plan.
The grant consists of 2 tranches, tranche 1 comprises 67,411 options and tranche 2 of 136,869 which vest on 1
March 2023 and 1 March 2024 respectively, based on certain performance hurdles. Both tranches have a nil exercise
price and expire on 20 April 2031.
96
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 39. Share-based payments (continued)
●
●
On 14 May 2021, 43,519 share options were granted to the CEO German Arango under the companies Long Term
Incentive Plan. The grant consists of 2 tranches, tranche 1 comprises 14,361 options and tranche 2 of 29,158 which
vest on 1 March 2023 and 1 March 2024 respectively, based on certain performance hurdles. Both tranches have a
nil exercise price and expire on 14 May 2031.
On 14 May 2021, 98,594 share options were granted to Non-Executive Directors under the companies Long Term
Incentive Plan. The options vested immediately on the grant date with a nil exercise price and expire on 14 May
2025. 78,875 of the options have been exercised during 2021.
Set out below are summaries of options granted:
2021
Grant date
Expiry date
Exercise
price
Balance at
the start of
the year
Granted
Exercised
Expired/
forfeited/
other
Balance at
the end of
the year
22/07/2017
28/08/2018
28/08/2018
28/08/2018
28/08/2018
28/08/2018
25/10/2018
10/12/2018
07/10/2019
31/10/2019
01/04/2020
01/04/2020
26/05/2020
26/05/2020
26/05/2020
04/03/2021
20/04/2021
14/05/2021
14/05/2021
31/03/2021
30/06/2021
28/08/2023
28/08/2023
30/06/2021
30/06/2021
25/10/2023
09/12/2023
31/03/2022
30/09/2022
01/04/2022
01/04/2023
12/03/2027
12/03/2027
12/03/2027
01/03/2031
20/04/2031
14/05/2031
14/05/2025
$1.25
$2.50
$1.88
$1.88
$1.88
$2.50
$3.50
$2.65
$2.70
$2.70
$3.25
$5.00
$2.75
$3.50
$1.50
$0.00
$0.00
$0.00
$0.00
700,000
1,000,001
1,000,001
1,000,001
250,000
600,000
80,000
40,000
800,000
100,000
30,000
30,000
160,000
160,000
240,000
-
-
-
-
6,190,003
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
140,000
204,280
43,519
98,594
486,393
(700,000)
-
-
-
(50,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
(78,875)
(828,875)
-
(1,000,001)
-
-
(200,000)
(600,000)
-
-
-
-
-
-
-
-
-
-
-
-
-
(1,800,001)
-
-
1,000,001
1,000,001
-
-
80,000
40,000
800,000
100,000
30,000
30,000
160,000
160,000
240,000
140,000
204,280
43,519
19,719
4,047,520
Weighted average exercise price
$2.18
$0.00
$1.17
$2.43
$2.02
97
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 39. Share-based payments (continued)
2020
Grant date
Expiry date
Exercise
price
22/07/2017
28/08/2018
28/08/2018
28/08/2018
28/08/2018
28/08/2018
25/10/2018
10/12/2018
07/10/2019
31/10/2019
01/04/2020
01/04/2020
26/05/2020
26/05/2020
26/05/2020
31/03/2021
30/06/2021
28/08/2023
28/08/2023
30/06/2021
30/06/2021
25/10/2023
09/12/2023
31/03/2022
30/09/2022
01/04/2022
01/04/2023
12/03/2027
12/03/2027
12/03/2027
$1.25
$2.50
$1.88
$1.88
$1.88
$2.50
$3.50
$2.65
$2.70
$2.70
$3.25
$5.00
$2.75
$3.50
$1.50
Balance at
the start of
the year
35,000,000
50,000,000
50,000,000
50,000,000
12,500,000
30,000,000
4,000,000
2,000,000
40,000,000
5,000,000
-
-
-
-
-
278,500,000
Granted
Exercised
Expired/
forfeited/
other*
Balance at
the end of
the year
-
-
-
-
-
-
-
-
-
-
1,500,000
1,500,000
8,000,000
8,000,000
12,000,000
31,000,000
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(34,300,000)
(48,999,999)
(48,999,999)
(48,999,999)
(12,250,000)
(29,400,000)
(3,920,000)
(1,960,000)
(39,200,000)
(4,900,000)
(1,470,000)
(1,470,000)
(7,840,000)
(7,840,000)
(11,760,000)
(303,309,997)
700,000
1,000,001
1,000,001
1,000,001
250,000
600,000
80,000
40,000
800,000
100,000
30,000
30,000
160,000
160,000
240,000
6,190,003
Weighted average exercise price
$2.14
$2.59
$0.00
$2.18
$2.18
*
On 6 November 2020, the Company consolidated its options on a basis of 50 to 1.
Set out below are the options exercisable at the end of the financial year:
Grant date
Expiry date
22/07/2017
28/08/2018
28/08/2018
28/08/2018
25/10/2018
10/12/2018
07/10/2019
31/10/2019
26/05/2020
26/05/2020
14/05/2021
31/03/2021
30/06/2021
30/06/2021
30/06/2021
25/10/2023
09/12/2023
31/03/2022
30/09/2022
12/03/2027
12/03/2027
14/05/2025
2021
Number
2020
Number
-
-
-
-
80,000
40,000
800,000
100,000
160,000
160,000
19,719
700,000
1,000,001
250,000
600,000
80,000
10,000
800,000
100,000
160,000
160,000
-
1,359,719
3,860,001
The weighted average share price during the financial year was $1.70 (2020: $1.60).
The weighted average remaining contractual life of options outstanding at the end of the financial year was 2.57 years (2020:
1.85 years).
98
IMEXHS Limited
Notes to the financial statements
31 December 2021
Note 39. Share-based payments (continued)
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
04/03/2021
20/04/2021
20/04/2021
14/05/2021
14/05/2021
14/05/2021
01/03/2031
20/04/2031
20/04/2031
14/05/2031
14/05/2031
14/05/2025
Share price
at grant date
Exercise
price
Expected
volatility
Dividend
yield
Risk-free
interest rate
Fair value
at grant date
$2.03
$2.34
$2.34
$1.82
$1.82
$1.82
$0.00
$0.00
$0.00
$0.00
$0.00
$0.00
100.00%
100.00%
100.00%
100.00%
100.00%
100.00%
-
-
-
-
-
-
0.10%
0.07%
0.10%
0.08%
0.11%
0.74%
$2.030
$1.706
$1.804
$1.259
$1.369
$1.815
Note 40. Events after the reporting period
The consequences of the Coronavirus (COVID-19) pandemic are continuing to be felt around the world, and its impact on
the Group, if any, has been reflected in its published results to date. Whilst it would appear that control measures and related
government policies, including the roll out of the vaccine, have started to mitigate the risks caused by COVID-19, it is not
possible at this time to state that the pandemic will not subsequently impact the Group's operations going forward. The Group
now has experience in the swift implementation of business continuation processes should future lockdowns of the population
occur, and these processes continue to evolve to minimise any operational disruption. Management continues to monitor the
situation both locally and internationally.
No other matter or circumstance has arisen since 31 December 2021 that has significantly affected, or may significantly
affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
99
IMEXHS Limited
Directors' declaration
31 December 2021
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 2 to the financial statements;
the attached financial statements and notes give a true and fair view of the Group's financial position as at 31 December
2021 and of its performance for the financial year ended on that date; and
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable.
The directors have been given the 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
___________________________
Douglas Flynn
Chairman
28 February 2022
100
Independent Auditor’s Report to the Members of IMEXHS Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of IMEXHS Limited (the Company and its subsidiaries (the Group)), which
comprises the consolidated statement of financial position as at 31 December 2021, the consolidated statement
of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated
statement of cash flows for the year then ended, and notes to the financial statements, including a summary of
significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001,
including:
i) giving a true and fair view of the Group’s financial position as at 31 December 2021 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 Group in accordance with the Corporations Act 2001 and the ethical
requirements of the Accounting Professional & Ethical Standards Board’s APES 110 Code of Ethics for Professional
Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report
in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to
the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s
report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the financial report of the current period. These matters were addressed in the context of our audit of the
financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on
these matters.
Key audit matter
How our audit addressed the key audit matter
Revenue recognition
Refer to note 5 in the financial
report.
Revenue recognition is considered
a key audit matter as it is the
most significant balance in the
Group’s Statement of Profit or
Loss and Other Comprehensive
Income, and is the key driver to
the Group’s performance.
Furthermore, there are
complexities and significant
management judgements
associated with interpreting the
key contractual terms of revenue
contracts entered into by the
Group against the requirements of
the AASB 15 ‘Revenue from
Contracts with Customers’ (AASB
15).
Our audit procedures in respect of this area included but were not limited
to the following:
Assessing the adequacy of the disclosures in notes 2 and 5 of the
financial report.
Instructing and reviewing the audit work papers of the component
auditor in Columbia, which included the following specific procedures:
- Testing a sample of contracts, considering their terms and
conditions and identification of the performance obligations in
those arrangements, and assessing their accounting treatment
under AASB 15;
- Testing a sample of revenue transactions to sales contracts
signed by customers;
-
Performing cut-off testing for a sample of contracts to determine
whether revenue had been recorded in the correct accounting
period based on their contractual terms;
Testing material revenue contracts, including considering their terms
and conditions, and identification of the performance obligations in
those arrangements and assessing their accounting treatment under
AASB 15.
Capitalisation of internally
generated software intangibles
Our audit procedures in respect of this area included by were not limited
to the following:
We obtained an understanding of the Group’s processes and controls,
including the records and data relating to time incurred by core
development staff, used to identify and recognise capitalised software
development costs;
Instructing and reviewing the audit work papers of the component
auditor in Columbia, which included the following specific procedures:
- Tested a sample of capitalised development costs to ensure the
activities recorded were consistent with the recognition
requirements of AASB 138.
We obtained representations from management, including the Head
of Development that the allocation of costs to individual projects are
determined in accordance with AASB 138.
Refer to note 15 in the financial
report.
The capitalisation of internally
generated software intangibles is
considered a key audit matter due
to the significant judgement in the
assessment of development
project costs in accordance with
the requirements of AASB 138
‘Intangible Assets’ (AASB 138).
The Group has a number of active
internal software development
programs which are at various
stages of development. Given the
unique nature of the software in
development there is significant
management judgement in the
application of the recognition
criteria under AASB 138.
Business combinations and
acquisition accounting
Our audit procedures in respect of this area included by were not limited
to the following:
We obtained management’s assessment of the identifiable assets and
Key audit matter
How our audit addressed the key audit matter
Refer to note 33.
liabilities acquired, including intangible assets and goodwill;
We assessed whether transactions costs were appropriately
recognised in accordance with AASB 3;
We assessed whether deferred tax liabilities arising from the
acquisition were appropriately recognised;
We obtained an understanding of the contractual conditions and
calculations giving rise to the payment of contingent consideration in
the business combination;
We assessed the reasonableness of management’s assumptions and
its basis of calculating contingent consideration payable at the
acquisition date;
We assessed whether management’s measurement of contingent
consideration at reporting date was appropriate and recognised in
accordance with AASB 3; and
We assessed the appropriateness of the disclosures in the financial
statements.
The Group’s recent acquisitions
are required to be accounted for
under AASB 3 - Business
Combinations. There is a risk that
the acquisitions of these entities
have not been accounted for in
accordance with AASB 3, which
includes the determination of
identifiable intangible assets.
We consider the business
combinations and accounting for
acquisitions as a key audit matter
due to:
the level of estimation
involved in assessing the fair
value of assets acquired in a
business combination and the
reliance on a management’s
expert in determining this
valuation;
the risk that all assets and
liabilities on acquisition are
not identified and correctly
recognised; and
the level of estimation
involved in the calculation of
contingent consideration
including the probabilities that
targets will be achieved
Other information
The directors are responsible for the other information. The other information comprises the information in
IMEXHS Limited’s annual report for the year ended 31 December 2021, 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 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 the other
information we are required to report that fact. We have nothing to report in this regard.
Directors’ responsibility for the financial report
The directors of the Company are responsible for the preparation of the 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 Group’s ability to continue as
a going concern, disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have
no realistic alternative but to do so.
Auditor’s responsibility for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our
opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with the Australian Auditing Standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
A further description of our responsibilities for the audit of the financial report is located at The Australian
Auditing and Assurance Standards Board website at:
www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of our auditor’s
report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 47 to 55 of the directors’ Report for the year
ended 31 December 2021.
In our opinion, the Remuneration Report of IMEXHS Limited for the year ended 31 December 2021, complies
with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration
Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an
opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing
Standards.
Nexia Sydney Audit Pty Ltd
Andrew Hoffmann
Director
Dated: 28 February 2022
Sydney
IMEXHS Limited
Shareholder information
31 December 2021
The shareholder information set out below was applicable as at 31 January 2022.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
1 to 1,000
1,001 to 5,000
5,001 to 10,000
10,001 to 100,000
100,001 and over
Holding less than a marketable parcel
Equity security holders
Ordinary shares
Options over ordinary
shares
Number
of holders
% of total
shares
issued
Number
of holders
% of total
shares
issued
320
379
146
241
43
0.44
3.25
3.39
22.25
70.67
1,129
100.00
166
0.09
2
16
7
21
8
54
-
0.04
0.98
1.32
18.92
78.74
100.00
-
Twenty largest quoted equity security holders
The names of the twenty largest security holders of quoted equity securities are listed below:
National Nominees Limited
Digital Imaging Solutions Sas
Jaava Asesores Integrales Sas
Volegna Holdings Pty Ltd (The Csa A/C)
Irukandji Investments Pty Ltd (Longreach Family A/C)
Rio Negro Pty Ltd (The Medallo A/C)
Altor Capital Management P/L (Altor Alpha Fund)
Hsbc Custody Nominees (Australia) Limited
Dr & Lc Flynn Nominees Pty Limited (Flynn Super Fund A/C)
Dixson Trust Pty Limited
Sandhurst Trustees Ltd (Jmfg Consol A/C)
Tisia Nominees Pty Ltd (Henderson Family A/C)
Ilewise Pty Ltd (Lingard Family A/C)
Optim8 Pty Ltd (The Gic Super Fund A/C)
Ban Investment Group Pty Limited (Ban Investment A/C)
Carmen Cecilia Arango Bonnet
Virgina Marin Munoz
Ilewise Pty Ltd (Lingard Super Fund A/C)
Business Super Pty Ltd
John Alexander Sanz Ramirez
Unquoted equity securities
Options over ordinary shares issued
105
Ordinary shares
Number held
% of total
shares
issued
3,211,611
3,150,503
2,048,758
1,240,190
1,187,836
888,836
876,937
829,951
681,660
511,266
469,496
395,500
333,333
300,000
292,011
290,857
290,857
280,000
270,110
253,625
9.77
9.59
6.23
3.77
3.61
2.70
2.67
2.53
2.07
1.56
1.43
1.20
1.01
0.91
0.89
0.89
0.89
0.85
0.82
0.77
17,803,337
54.16
Number
on issue
Number
of holders
4,047,520
54
IMEXHS Limited
Shareholder information
31 December 2021
The following person holds 20% or more of unquoted equity securities:
Name
Class
Douglas Lingard and associate (Domatorisaro Pty
Ltd)
Option over ordinary shares
Substantial holders
Substantial holders in the Company are set out below:
National Nominees Limited
Digital Imaging Solutions Sas
Milla Paula Inari Palacio*
Jaava Asesores Integrales Sas
Number held
840,000
Ordinary shares
Number held
3,211,611
3,150,503
2,076,672
2,048,758
% of total
shares
issued
9.77
9.59
6.32
6.23
*
Irukandji Investments Pty Ltd (Longreach Family A/C) 1,187,836 shares (3.61%), Rio Negro Pty Ltd (The Medallo A/C)
888,836 shares (2.70%).
Voting rights
The voting rights attached to ordinary shares are set out below:
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.
106
Corporate directory
-107-
DIRECTORS
Mr Douglas Flynn - Non-Executive Chairman
Dr German Arango - Chief Executive Officer
Dr Douglas Lingard - Non-Executive Director
Mr Carlos Palacio - Non-Executive Director
Mr Damian Banks - Non-Executive Director
COMPANY SECRETARY
Ms Reena Minhas
NOTICE OF ANNUAL GENERAL
MEETING
The details of the annual general meeting of
IMEXHS Limited are:
To be held at 10:00AM on Thursday, 19 May 2022
The location is yet to be determined.
REGISTERED OFFICE
122 O’Riordan Street
Mascot NSW 2020
PRINCIPAL PLACE OF
BUSINESS
122 O’Riordan Street
Mascot NSW 2020
SHARE REGISTER
Automic Pty Ltd
Level 5, 126 Phillip Street
Sydney NSW 2000
Tel: 1300 288 664
Tel: +61 2 9698 5414 (international)
Email: hello@automic.com.au
AUDITOR
Nexia Sydney Audit Pty Ltd
Level 16, 1 Market Street Sydney NSW 2000
BANKERS
National Australia Bank
2 Carrington Street Sydney NSW 2000
STOCK EXCHANGE LISTING
IMEXHS Limited shares are listed on the
Australian Securities Exchange (ASX code: IME)
CORPORATE GOVERNANCE
STATEMENT
The directors and management are
committed to conducting the business of
IMEXHS Limited in an ethical manner and in
accordance with the highest standards of
corporate governance. IMEXHS Limited has
adopted and has complied with the ASX
Corporate Governance Principles and
Recommendations (Fourth Edition)
(‘Recommendations’) to the extent appropriate
to the size and nature of its operations.
The Corporate Governance Statement, which
sets out the corporate governance practices
that were in operation during the financial year
and identifies and explains any
Recommendations that have not been
followed was approved by the Board of
Directors at the same time as the Annual
Report and can be found at www.imexhs.com
2021 | Annual Report | Corporate directory A N N U A L R E P O R T | 2 0 2 1
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