ANNUAL REPORT
2018
Year ended 30 June 2018
Reporting period:
Previous corresponding period: Year ended 30 June 2017
ABN 90 009 237 889
TABLE OF CONTENTS
CORPORATE DIRECTORY ................................................................................................................................................3
CHAIRMAN’S LETTER .......................................................................................................................................................4
REVIEW OF OPERATIONS ................................................................................................................................................5
DIRECTOR’S REPORT .......................................................................................................................................................9
CORPORATE GOVERNANCE STATEMENT ...................................................................................................................26
AUDITOR’S INDEPENDENCE DECLARATION ...............................................................................................................27
FINANCIAL STATEMENTS ...............................................................................................................................................28
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME ..................................................................................29
CONSOLIDATED BALANCE SHEET ................................................................................................................................30
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ............................................................................................31
CONSOLIDATED STATEMENT OF CASH FLOWS .........................................................................................................32
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS .......................................................................................33
DIRECTOR’S DECLARATION ..........................................................................................................................................70
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF IMMUTEP LIMITED .....................................................71
SHAREHOLDER INFORMATION .....................................................................................................................................77
2
CORPORATE DIRECTORY
Directors
Company Secretaries
Registered office &
principal place of business
Share Registry
Auditor
Banker
Dr Russell Howard (Non – Executive Chairman)
Mr Pete Meyers (Non – Executive Director & Deputy Chairman)
Mr Marc Voigt (Executive Director & Chief Executive Officer)
Mr Grant Chamberlain (Non – Executive Director)
Ms Deanne Miller
Mr Tom Bloomfield
Level 12
95 Pitt Street
Sydney NSW 2000
Boardroom Pty Ltd
Grosvenor Place
Level 12, 225 George Street
Sydney, NSW 2000
PricewaterhouseCoopers
One International Towers Sydney, Watermans Quay
Barangaroo, NSW 2000
National Australia Bank Ltd
Kew Branch
Melbourne, Victoria 3000
Stock exchange listings
Immutep Limited shares are listed on the:
Australian Securities Exchange (ASX code: IMM), and
NASDAQ (NASDAQ code: IMMP)
Website address
www.immutep.com
3
CHAIRMAN’S LETTER
Dear Shareholders,
I am pleased to pres-
ent Immutep’s Annual
Report for the 2018
financial year. This is
my first Annual Report
as your Chairman
and our first Annual
Report as Immutep
Limited, after chang-
ing the Company’s
name from Prima BioMed Ltd to Immutep Limited at our
Annual General Meeting in November 2017.
Dr. Russell Howard
It has been an exceptionally busy and successful year for Im-
mutep, particularly in terms of clinical development achieve-
ments that place us in a leadership position in the LAG-3
immunotherapy field, as well as with corporate achievements
that have solidified the Company’s strategy.
Immutep is a biotechnology company that is developing novel
immunotherapy treatments for cancer and autoimmune diseas-
es. We are proud to be the global leader in developing lympho-
cyte-activation gene 3 (LAG-3) therapeutics, with four LAG-3
based product candidates, one in preclinical development and
three in clinical development. LAG-3 continues to be an area of
intensifying interest within the pharmaceutical industry.
During the financial year, we were delighted to sign a new
collaboration and supply agreement with Merck & Co., Inc.,
Kenilworth, NJ, USA (known as MSD outside the United
States and Canada), to commence a new Phase II clinical
trial (called TACTI-002) that will evaluate the combination
of our lead product candidate eftilagimod alpha (“efti”or
“IMP321”) with MSD’s anti-PD-1 therapy KEYTRUDA® (pem-
brolizumab) in three different clinical settings. Efti is also
being evaluated by Immutep as a combination therapy in our
Phase IIb (AIPAC) and Phase I (TACTI-mel) clinical trials. In
addition, Efti is being evaluated in an investigator sponsored
trial (INSIGHT).
The new collaboration with MSD builds on our existing
partnerships with GlaxoSmithKline (GSK), Novartis and EOC
Pharma, an oncology focused affiliate of Eddingpharm, for
the development of our LAG-3 product candidates.
Our clinical trial pipeline has been significantly strengthened
during the year. Our partnership with MSD has added a new
Phase II clinical trial to the pipeline. In addition, Novartis has
recently doubled the number of trials it is running for LAG525
(derived from Immutep’s IMP701 antibody), adding another
two Phase II clinical trials to their development program.
Fundamentally, Immutep’s success will be driven by the clin-
ical data that emerges from these trials and we are pleased
that we were able to report encouraging clinical results
during the financial year. TACTI-mel, our Phase I clinical trial
evaluating efti in combination with KEYTRUDA® (pembroli-
zumab) in melanoma patients, was expanded on the back
of encouraging interim data that was reported in November
2017 and a positive safety review. This data was further sup-
ported by more mature interim data in May 2018.
In July 2017, Immutep was able to successfully complete its
first capital raise using American Depository Shares (ADS)
since listing on NASDAQ in 2012, raising approximately
US$5 million (approximately A$6.5 million) and bringing
several U.S. specialist healthcare institutional investors onto
the share register.
Immutep also completed a successful placement via its ASX
listing in March 2018 that attracted two major Australian insti-
tutional investors, Australian Ethical Investment and Platinum
Asset Management to our register. The capital raise was also
supported by our former Chairman, Lucy Turnbull, AO and
Ridgeback Capital. Alongside this placement, we are grateful
for the strong support we received from existing sharehold-
ers through our share purchase plan in April 2018. The total
proceeds from this financing were A$13.16 million, meaning
Immutep is well funded with a cash reach into Q2 of FY2020
or Q4 of calendar year 2019.
There were a number of changes to the Board during the
financial year. At our AGM in November 2017 we farewelled
our long-serving Chair Lucy Turnbull and Vice-Chairman
Albert Wong. I took over as Chairman and Pete Meyers took
over as Deputy Chairman at that time and Grant Chamber-
lain was appointed Non-Executive Director in August 2017.
On behalf of the Board, I would like to thank all our share-
holders for their continued support of Immutep. The strong
operational and business development progress that has
been made during the financial year has positioned the
Company well for further success in FY2019, as we prepare
to report the first Progression Free Survival (PFS) data from
AIPAC in calendar year 2019.
I look forward to updating you on further progress in the
coming year.
Yours sincerely,
Dr. Russell Howard
Chairman
Immutep Limited
21 August 2018
4
REVIEW OF OPERATIONS
On behalf of the directors and management of Immutep, it is my pleasure to report on
our operations for the 2018 financial year.
Operational and Financial Review
The financial year was one that marked strong operational and financial progress for
Immutep. The Company continued its operational focus on LAG-3 immunotherapy, pro-
gressing the development of its LAG-3 based product candidates.
In terms of clinical results, we were very encouraged by the interim data we reported for
our TACTI-mel trial. These results are detailed below.
Marc Voigt, Executive Director & CEO
The year was also significant as the Company rebranded and changed its name from Prima BioMed Ltd to Immutep Limited,
following shareholder approval at its Annual General Meeting in November 2017. The name change reflects the Company’s
operational focus on its LAG-3 product candidates, which the Company acquired in late 2014 when it purchased Immutep
S.A.S. (formerly named Immutep S.A. and now the Company’s 100% owned subsidiary in France).
In July 2017, we successfully completed our first capital raise using American Depository Shares (ADS) since listing on the
NASDAQ in 2012, raising approximately US$5 million (approximately A$6.5 million) and bringing several U.S. specialist
healthcare institutional investors onto the share register.
In March-April 2018, we also raised a total of $13.16 million to support Immutep’s ongoing and planned immuno-oncology
clinical development program, its preclinical program in autoimmune disease and for general working capital purposes.
This financing consisted of a placement of 326,192,381 new fully paid ordinary shares in the Company at an issue price of
A$0.021 per share, raising A$6.85 million, along with a share purchase plan for existing shareholders which took place at the
same issue price and raised A$6.31 million through the issue of 300,561,089 new ordinary shares.
Financial Performance
Revenue from ordinary activities increased from nil in FY2017 to A$2.63 million in FY2018, which is attributed to milestone
payments received from the Company’s partners. In particular, in August 2017, the company received a US$1 million
milestone payment from Novartis relating to the development of IMP701, and in January 2018, the Company received a
US$1 million milestone payment from EOC Pharma relating to the development of IMP321 in China.
Miscellaneous income increased by A$208K to A$1.08 million for FY2018 from A$0.8 million for FY2017. This increase was
primarily attributable to sales growth of our LAG-3 products used in research.
In March 2018, Immutep received a A$687K cash rebate from the Australian Federal Government’s R&D tax incentive pro-
gram, which was provided in respect of expenditure incurred on eligible research and development activities conducted in
FY2017 and mainly related to our TACTI-mel trial being conducted in Australia. In addition, Immutep has recognised approxi-
mately A$720K grant income from the Australian Federal Government’s R&D tax incentive program.
The Company’s French subsidiary has also benefited from cash grants of €877K (approximately A$1.35 million) from the
French Crédit d’Impôt Recherche scheme (received in August 2017) for the eligible research and development expenditures
incurred in the 2016 calendar year in Europe. The French subsidiary has also recognised A$2.5 million grant income from
the French Crédit d’Impôt Recherche scheme for the expenditure incurred on eligible research and development activities
conducted in FY2018.
Interest income increased by A$73K to A$177K in FY2018. The increase was due to the increase in the level of cash held on
term deposit and an increase in interest rates.
Research and development and intellectual property expenses increased by A$2.5 million to A$10.0 million in FY2018. The
significant increase was expected and was primarily due to the increase in research and development expenses due to
patient recruitment for our two IMP321 related clinical trials, AIPAC and TACTI-mel, and the development of our new product
candidate IMP761. Corporate administrative expenses for FY2018 were A$7.2 million compared to A$4.3 million in FY2017.
5
REVIEW OF OPERATIONS
This increase of A$2.9 million was primarily due to an increase of A$0.6 million in salary expense due to increased headcount
and an increase in non-cash expenses including A$1.4 million in employee share-based payments and A$0.5 million in trans-
action costs relating to the US capital raising.
Whilst the loss after tax for FY2018 of A$12,746,020 was higher compared to A$9,367,206 for FY2017, mainly due to non-
cash expenses, the operating cash outflows reduced year on year from $8.5 million in FY2017 to $7.8 million in FY2018.
Strategic Development
The development of our four product candidates towards marketing approval forms Immutep’s core operational focus. Stra-
tegically, the Company progresses these product candidates through preclinical and clinical development either on its own
or in collaboration with its large pharmaceutical partners.
AIPAC
AIPAC is Immutep’s Phase IIb clinical trial that is evaluating efti in combination with paclitaxel in metastatic breast cancer.
The primary clinical end-point of the study is Progression-Free Survival (PFS).
During the financial year, clinical trial sites were opened across Germany, the UK, France, Hungary, Belgium, Poland and the
Netherlands and are now actively recruiting and treating patients as part of the randomised and controlled phase of the study.
The Company was pleased to report that a total of 113 patients had been enrolled in the trial by June 2018, marking the mid-
point of patient recruitment and first PFS data remains on track to be reported in calendar year 2019.
TACTI-002
TACTI-002 is the Company’s announced Phase II clinical trial being conducted in collaboration with MSD. The trial will eval-
uate the combination of efti with MSD‘s KEYTRUDA® (pembrolizumab) in patients with two different types of cancers: head
and neck squamous cell carcinoma (2nd line) and non-small cell lung carcinoma (1st and 2nd line). Up to 110 patients will be
recruited for the trial which will take place in up to 15 study centres across the U.S., Europe and Australia.
During the financial year, the clinical team progressed its preparations for the trial, including developing the trial protocol,
selecting clinical sites and submitting an investigational new drug (IND) application for efti with the U.S. Food and Drug Ad-
ministration (FDA) in June 2018, following the Company’s Pre-Investigational IND meeting with the FDA in November 2017.
In July 2018, Immutep announced the approval of the IND by the FDA. Immutep plans to commence the TACTI-002 study in
the last quarter of calendar year 2018, with an expectation of reporting the first data from the trial in mid 2019.
TACTI-mel
In November 2017, Immutep was pleased to report encouraging interim data from its TACTI-mel Phase I clinical trial. This
study is evaluating the combination of efti with KEYTRUDA® (pembrolizumab) in unresectable or metastatic melanoma pa-
tients. In February 2018, the Data and Safety Monitoring Board (DSMB) confirmed that the combination of efti with pembroli-
zumab was safe and well tolerated at doses up to 30 mg per subcutaneous injection.
Encouraged by the interim data and the positive outcome from the DSMB review, Immutep expanded the TACTI-mel study to
include a fourth cohort (Part B) of six patients which will evaluate 30 mg of efti in combination with pembrolizumab starting at
cycle one. Dosing for this cohort commenced in March 2018 and the cohort was fully recruited earlier this month.
In May 2018, Immutep reported more mature data from the study, which supported earlier interim data that the combination
therapy delivers a durable response in a subset of patients. Specifically, data from the initial three cohorts of the TACTI-mel
trial yielded an Overall Response Rate (“ORR“) of 61% when the response rates from the initial four cycles of pembrolizumab
monotherapy are used, and an ORR of 33% measured from the start of combination therapy where IMP321 was added at
cycle five of pembrolizumab treatment. Encouragingly, two complete responses according to RECIST have been reported
from the trial, out of 18 patients.
Immutep expects to report updated data from TACTI-mel in November 2018. Part B of the study is ongoing and was fully
recruited in August 2018.
6
CONTINUED REVIEW OF OPERATIONS
INSIGHT Investigator Sponsored Trial
INSIGHT is a collaborative study being conducted and directed by Immutep’s partner, IKF in Frankfurt, Germany. INSIGHT is
investigating the potential for efti in different settings in terms of route of administration and indications. In July 2017, IKF re-
ceived the necessary approvals to commence the INSIGHT trial and has been recruiting patients. We expect IKF will report
interim data from the trial in calendar year 2018.
Preclinical development of IMP761
The preclinical development of our product candidate for autoimmune diseases, IMP761 has also advanced during the finan-
cial year, completing a preclinical study in cynomolgus monkeys. The Company expects to report data from the study later in
the 2018 calendar year.
Clinical development by Immutep’s partners
Immutep’s commercial partners GSK and Novartis continued to progress the development of GSK2831781 (derived from
Immutep’s IMP731 antibody) and LAG525 (derived from Immutep’s IMP701 antibody), respectively, during the financial year.
The Company was pleased to note that Novartis expanded its clinical development program for LAG525 earlier this calendar
year, now having three active clinical trials with LAG525 with a fourth trial expected to commence soon. GSK completed its
Phase I study evaluating GSK2831781 in psoriasis in March 2018.
In early 2018, Immutep‘s partner CYTLIMIC commenced its phase I study evaluating CYTLIMIC’s proprietary peptide vaccine
(which contains efti as an adjuvant) in hepatocarcinoma. The trial is being conducted at the Yamaguchi University Graduate
School of Medicine and is the second trial conducted by CYTLIMIC with its vaccine.
Our Chinese partner EOC Pharma, an oncology focused affiliate of Eddingpharm, commissioned the manufacture of Good
Manufacturing Practice (GMP) batches of efti from our manufacturing partner in China, WuXi Biologics in June 2018. The
GMP batches are to be used for EOC Pharma’s clinical development program for efti, following the grant of EOC Pharma’s
Investigational New Drug (IND) application in China in December 2017, which resulted in a US$1 million milestone payment
to Immutep. EOC Pharma is expected to commence a Phase I trial of efti in combination with paclitaxel in metastatic mela-
noma in September 2018.
Preclinical study at Monash University
Together with its research partner Monash University in Melbourne, Immutep was pleased to be awarded an Australian
Research Council (ARC) Linkage Project scheme grant of A$360,000 in August 2017. The grant will help fund a research
project into the role of LAG-3 in immune responses, which will be conducted by Professor Jamie Rossjohn of Monash’s
Biomedicine Discovery Institute in collaboration with Immutep.
Intellectual Property portfolio
Immutep has a strong and continually expanding patent portfolio across major geographic markets. During the financial year,
the Company continued to strengthen its intellectual property position, adding four new patents to its patent portfolio, name-
ly a Japanese patent and a European patent relating to efti (IMP321), a Japanese patent for IMP731, and a United States
patent for LAG525 (IMP701).
Outlook
Over the last year, Immutep has observed increasing investment into the LAG-3 immunotherapy space, with more patients
participating in more LAG-3 related clinical trials in 2018. We believe that LAG-3 will continue to attract investment from
pharmacutical and biotechnology companies around the globe and Immutep intends to remain very active in terms of busi-
ness development.
Immutep is expecting to report further data from its TACTI-mel and INSIGHT trials, as well as potential updates from our
pharmaceutical partners during the 2019 financial year and will be preparing to report the first data from the AIPAC trial in
calendar year 2019.
7
CONTINUED REVIEW OF OPERATIONS
Clinical progress is also expected to continue as we commence our new TACTI-002 trial in Europe, Australia and in the US.
Our Chinese partner, EOC Pharma, plans to commence its Phase I clinical trial in the coming months. This would bring the
number of active clinical trials for efti alone to five, a very encouraging investment in this novel immunotherapy.
On behalf of the Board and management team of Immutep, we thank you for your continued support and look forward to the
coming twelve months with great optimism.
Sincerely,
Marc Voigt
Executive Director & Chief Executive Officer (CEO)
Immutep Limited
21 August 2018
8
CONTINUED
DIRECTOR’S REPORT
The directors present their report on the consolidated entity (referred to hereafter as the ‘consolidated entity’ or ‘group’)
consisting of Immutep Limited (referred to hereafter as the ‘Company’ or ‘parent entity’) and the entities it controlled at the
end of, or during, the year ended 30 June 2018.
Directors
The following persons were directors of Immutep Limited during the whole of the financial year and up to the date of this
report, unless otherwise stated:
Dr Russell Howard (Non – Executive Chairman) - Note 1
Mr Pete Meyers (Non-Executive Director & Deputy Chairman) - Note 2
Mr Marc Voigt (Executive Director & Chief Executive Officer)
Mr Grant Chamberlain (Non-Executive Director, appointed 21 August 2017)
Ms Lucy Turnbull, AO (Non-Executive Chairman: prior to 17 November 2017) - Note 3
Mr Albert Wong (Non-Executive Deputy Chairman: prior to 17 November 2017) - Note 4
Note 1 - Dr Russell Howard was appointed as Non – Executive Chairman on 17 November 2017
Note 2 - Mr Pete Meyers was appointed as Deputy Chairman on 17 November 2017
Note 3 - Ms Lucy Turnbull, AO resigned as Non-Executive Director and Chairman on 17 November 2017
Note 4 - Mr Albert Wong resigned as Non-Executive Director and Deputy Chairman on 17 November 2017
Principal activities
During the financial year the principal continuing activities of the consolidated entity consisted of research, development and
commercialisation of biologicals.
Dividends
There were no dividends paid or declared during the current or previous financial year.
Review of operations
The loss for the consolidated entity after providing for income tax amounted to $12,746,020 (30 June 2017: $9,367,206).
Refer to the Review of Operations on page 5 for further detail.
Significant changes in the state of affairs
Immutep was able to successfully complete in July 2017 its first capital raise using American Depository Shares (ADS) since
listing on NASDAQ in 2012, raising approximately US$5 million (approximately A$6.5 million) and bringing several U.S. spe-
cialist healthcare institutional investors onto the share register.
In March-April 2018, the company successfully raised a total of $13.16 million to support Immutep’s ongoing and planned im-
muno-oncology clinical development program, its preclinical program in autoimmune disease and for general working capital
purposes.
There were no other significant changes in the state of affairs of the consolidated entity during the financial year.
Matters subsequent to the end of the financial year
On 31 July 2018, the company received approval of its Investigational New Drug (“IND”) application by the U.S. Food and
Drug Administration (“FDA”) for eftilagimod alpha (“efti” or “IMP321”), a LAG-3Ig fusion protein.
On 7 August, the company announced the grant of Canadian patent no. 2,685,584 entitled “Cytotoxic anti-LAG-3 monoclonal
antibody and its use in the treatment or prevention of organ transplant rejection and autoimmune disease.”
On 21 August, the company announced that it had received a €1,221,906 cash rebate from the French Government under its
Crédit d’Impôt Recherche scheme (CIR).
9
DIRECTOR’S REPORT
Likely developments and expected results of operations
Information on likely developments in the operations of the consolidated entity are included in the Review of Operations on
page 5. Information on the expected results of operations have not been included in this report because the directors believe
it would be likely to result in unreasonable prejudice to the consolidated entity.
Environmental regulation
The consolidated entity is not subject to any significant environmental regulation under Australian Commonwealth or State law.
Information on directors
Dr Russell Howard
Qualifications
Experience and expertise
Date of appointment
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
Mr Pete Meyers
Qualifications
Experience and expertise
Date of appointment
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
10
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Non-Executive Chairman
PhD
Dr. Russell Howard is an Australian scientist, executive manager and
entrepreneur. He was a pioneer in molecular parasitology and
commercialization of “DNA Shuffling”. He is an inventor of 9 patents
and has over 150 scientific publications. After his PhD in biochemistry
from the University of Melbourne, he held positions at several research laboratories, including the
National Institutes of Health in the USA where he gained tenure. In industry, Dr. Howard worked
at Schering-Plough’s DNAX Research Institute in Palo Alto, CA; was the President and Scientific
Director of Affymax, Inc. and co-founder and CEO of Maxygen, Inc. After its spin-out from Glax-
oWellcome, as Maxygen’s CEO, Dr. Howard led its IPO on NASDAQ and a secondary offering,
raising US$ 260 million. Maxygen developed and partnered dozens of technology applications
and products over 12 years of his tenure as CEO. After leaving Maxygen in 2008, he started the
Cleantech company Oakbio, Inc. And remains involved in several innovative companies in the
USA and Australia. He is currently Executive Chairman of NeuClone Pty Ltd.
Appointed as Non-Executive Director on 8 May 2013 and appointed as Non-Executive Chairman
on 17 November 2017
None
Circadian Technologies Ltd
Chair of Remuneration Committee and Member of Audit and Risk Committee (appointed 17
November 2017)
Non-Executive Director and Deputy Chairman
BS, MBA
Pete Meyers is currently the Chief Financial Officer of Eagle
Pharmaceuticals, Inc. (NASDAQ: EGRX). From May 2016 to January
2017, Mr. Meyers served as the Chief Financial Officer of Motif
BioSciences Inc. (NASDAQ: MTFB; AIM: MTFB), where he led the
execution of the company’s November 2016 US IPO. From August 2013 to March 2016,
Mr. Meyers served as Chief Financial Officer and Treasurer of TetraLogic Pharmaceuticals
Corporation (NASDAQ: TLOG), where he led the execution of the company’s December 2013
IPO and subsequent acquisition of Shape Pharmaceuticals, Inc. Prior to his role at TetraLogic,
Mr. Meyers spent 18 years in health care investment banking, holding positions of increasing
responsibility at Dillon, Read &Co., Credit Suisse First Boston LLC and, most recently, as
Co-Head of Global Health Care Investment Banking at Deutsche Bank Securities Inc. Mr. Meyers
is the Chairman and President of The Thomas M. Brennan Memorial Foundation, Inc. He earned
a Bachelor of Science degree in Finance from Boston College and a Master of Business Adminis-
tration degree from Columbia Business School.
Appointed as Non-Executive Director on 12 February 2014 and appointed as Non-Executive
Deputy Chairman on 17 November 2017
None
None
Chairman of the Audit & Risk Committee, Member of the Remuneration Committee (appointed 17
November 2017)
CONTINUED DIRECTOR’S REPORT
Mr Marc Voigt
Qualifications
Experience and expertise
Date of appointment
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
Mr Grant Chamberlain
Qualifications
Experience and expertise
Date of appointment
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Executive Director & Chief Executive Officer (CEO)
MBA
Marc has more than 18 years of experience in the financial and biotech
industry, having joined the Immutep team in 2011 as the General
Manager, European Operations based in Berlin, Germany. In May 2012,
he became Immutep ’s Chief Business Officer and in November 2012 its
Chief Financial Officer, as well as continuing to focus on its European operations. Having started
his career at the Allianz Group working in pension insurances and funds, he moved to net.IPO
AG, a publicly-listed boutique investment bank in Frankfurt where he was focused on IPOs and
venture capital investments. Marc then worked for a number of years as an investment manager
for a midsize venture capital fund based in Berlin, specializing in healthcare. He also gained
considerable operational experience while serving in different management roles with Revotar
Biopharmaceuticals, Caprotec Bioanalytics and Medical Enzymes AG respectfully, where he
handled several successful licensing transactions and financing rounds.
9 July 2014
None
None
None
Non-Executive Director
LLB (Hons), BCom
Mr Chamberlain is a principal of One Ventures, one of Australia‘s
leading venture capital firms. He has over 20 years’ experience in
investment banking and has advised on many of the largest mergers
and acquisitions transactions in Australia during that time. Mr Chamberlain was Head of Mergers
& Acquisitions and Financial Sponsors Australia at Bank of America Merrill Lynch until June 2017
and prior to joining Bank of America Merrill Lynch in 2013, Mr Chamberlain held senior positions
at Nomura Australia and Deutsche Bank. He began his career as a corporate lawyer at Freehill
Hollingdale & Page. Mr Chamberlain earned a Bachelor of Laws with Honours and a Bachelor of
Commerce from the University of Melbourne.
21 August 2017
None
None
Member of the Audit and Risk Committee and Remuneration Committee (appointed 28 August
2017)
11
CONTINUED DIRECTOR’S REPORT
Ms Lucy Turnbull, AO
Qualifications
Experience and expertise
Date of appointment
Date of resignation
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
Mr Albert Wong
Qualifications
Experience and expertise
Date of appointment
Date of resignation
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Former Non-Executive Chairman
LLB University of Sydney, MBA AGSM
Lucy Hughes Turnbull AO is an urbanist, businesswoman and
philanthropist with longstanding interest in cities and their planning
and technological and social innovation. She chaired ASX listed
WebCentral Ltd from 2004-06 when it was acquired by ASX listed Melbourne IT Limited. She
was a director of Melbourne IT from 2006-2010 and was a director of Sealink Travel Group Ltd in
2015. She is Chief Commissioner of the Greater Sydney Commission and chairs the Committee
for Sydney. She was previously Deputy Chair of the COAG Reform Council’s Cities Expert Panel
advising on its Metropolitan Strategic Planning Report. She was the first female Lord Mayor of
the City of Sydney from 2003-4 and before that was Deputy Mayor from 1999-2003. She was
a board member of the Cancer Institute of NSW and the Australian Technology Park, Redfern.
In 2012 she was awarded an Honorary Doctorate of Business by the University of NSW for her
contribution to business, philanthropy and local government. In 2011 she became an Officer of
the Order of Australia for distinguished service to the community, local government and business.
7 October 2010
17 November 2017
None
Sealink Travel Group Ltd
Chairman of the Remuneration Committee and member of the Audit and Risk Committee (up to
17 November 2017)
Former Non-Executive Director and Deputy Chairman
Bachelor of Commerce (UNSW), F Fin, MSDIA, FAICD
Originally from Hong Kong, Mr Wong has been involved in the
investment banking and stockbroking industry for some 35 years, he
has and continues to serve on various boards including Kyckr Limited. Albert’s philanthropic
activities include serving on the boards of UNSW Foundation, The Children’s Medical Research
Institute, Australian Museum Foundation and Honorary Life Governor of the Physics Foundation
at the University of Sydney.
28 April 2010
17 November 2017
Kyckr Ltd
None
Member of the Audit and Risk Committee and Remuneration Committee (up to 17 November
2017)
‘Other current directorships’ quoted above are current directorships for listed entities only and excludes directorships in all
other types of entities, unless otherwise stated.
‘Former directorships’ (in the last 3 years) quoted above are directorships held in the last 3 years for listed entities only and
excludes directorships in all other types of entities, unless otherwise stated.
12
CONTINUED DIRECTOR’S REPORT
Meetings of directors
The number of meetings of the Company’s Board of Directors and of each board committee held during the year ended
30 June 2018, and the number of meetings attended by each director were:
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
(appointed 21 August 2017)
Ms Lucy Turnbull, AO
(resigned 17 November 2017)
Mr Albert Wong
(resigned 17 November 2017)
Full Board
Remuneration
Committee
Audit and Risk
Committee
Attended
Held
Attended
Held
Attended
Held
4
4
4
4
2
1
4
4
4
4
2
2
1
-
1
-
1
-
1
-
1
-
1
1
-
2
1
1
1
-
1
2
1
1
1
1
Held: represents the number of meetings held during the time the director held office or was a member of the relevant
committee.
Management directory
Ms Deanne Miller,
Chief Operating Officer, General Counsel & Company Secretary
Ms Miller has broad commercial experience having held legal, investment banking, regulatory
compliance and tax advisory positions, including, Legal Counsel at RBC Investor Services, Asso-
ciate Director at Westpac Group, Legal & Compliance Manager at Macquarie Group, Regulatory
Compliance Analyst at the Australian Securities and Investment Commission, and Tax Advisor at
KPMG. She joined Immutep as General Counsel and Company Secretary in October 2012 and was
promoted to the role of Chief Operating Officer in November 2016. She has a Combined Bachelor of Laws (Honours) and
Bachelor of Commerce, Accounting and Finance (double major) from the University of Sydney. She is admitted as a solicitor
in NSW and member of the Law Society of NSW.
Dr Frédéric Triebel,
Chief Scientific Officer & Chief Medical Officer
Frédéric Triebel, MD Ph.D., was the scientific founder of Immutep S.A. (2001) and served as the
Scientific and Medical Director at Immutep from 2004. Before starting Immutep, he was Professor in
Immunology at Paris University. While working at Institut Gustave Roussy (IGR), a large cancer cen-
tre in Paris, he discovered the LAG-3 gene in 1990 and continued working on this research program
since then, identifying the functions and medical usefulness of this molecule. He headed a research
group at IGR while also being involved in the biological follow-up of cancer patients treated in Phase I/II immunotherapy
trials. He was Director of an INSERM Unit from 1991 to 1996.
First trained as a clinical haematologist, Prof. Triebel holds a Ph.D. in immunology (Paris University) and successfully devel-
oped several research programs in immunogenetics and immunotherapy, leading to 144 publications and 16 patents.
13
CONTINUED DIRECTOR’S REPORT
REMUNERATION REPORT (AUDITED)
The Directors are pleased to present the 2018 remuneration report which sets out remuneration information for Immutep
Limited’s Non-Executive Directors, Executive Directors, and key management personnel.
Directors and key management personnel disclosed in this report
Name
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Position
Non – Executive Chairman
Non – Executive Director and Deputy Chairman
Executive Director & Chief Executive Officer
Mr Grant Chamberlain (appointed 21 August 2017)
Non- Executive Director
Ms Lucy Turnbull, AO (resigned 17 November 2017)
Non – Executive Chairman
Mr Albert Wong (resigned 17 November 2017)
Non – Executive Deputy Chairman
Key management personnel
Ms Deanne Miller
Dr Frédéric Triebel
Chief Operating Officer, General Counsel & Company Secretary
Chief Scientific Officer & Chief Medical Officer
The remuneration report is set out under the following main headings:
A Principles used to determine the nature and amount of remuneration
B Details of remuneration
C Service agreements
D Share-based compensation
A. Principles used to determine the nature and amount of remuneration
Remuneration Policy
Remuneration of all Executive and Non-Executive Directors and Officers of the Company is determined by the Remuneration
Committee.
Remuneration Governance
The Remuneration Committee is a committee of the board. It is primarily responsible for making recommendations to the
board on:
• non-Executive Director fees
•
•
• key performance indicators (KPI) and performance hurdles for the executive team.
remuneration levels of executive directors and other key management personnel
the over-arching executive remuneration framework and operation of the incentive plan, and
Their objective is to ensure that remuneration policies and structures are fair and competitive and aligned with the long-term
interests of the Company.
The Corporate Governance Statement provides further information on the role of this committee.
14
CONTINUED
DIRECTOR’S REPORT
Non-Executive Directors’ fees
Non-executive directors’ cash fees are determined within an aggregate directors’ fee pool limit, which is periodically recom-
mended for approval by shareholders. The maximum currently stands at $500,000 per annum and was approved by share-
holders at the annual general meeting on 26 November 2010.
The remuneration paid to each director is inclusive of committee fees. No retirement benefits are payable other than statutory
superannuation, if applicable.
The 3rd edition of the Corporate Governance Principles and Recommendations released by the ASX Corporate Governance
Council (Council) specifies that it is generally acceptable for non-executive directors to receive securities as part of their
remuneration to align their interest with the interests of other security holders, however non-executive directors should not
receive performance-based remuneration as it may lead to bias in their decision making and compromise their objectivity.
Accordingly, as a means of attracting and retaining talented individuals, given the fiscal constraints of a development stage
company, the Board has chosen to grant equity in the form of performance rights which vest based only on meeting continu-
ous service conditions. Non-Executive Directors do not receive performance based bonuses and prior shareholder approval
is required to participate in any issue of equity.
Executive remuneration policy and framework
In determining executive remuneration, the board aims to ensure that remuneration practices are:
•
competitive and reasonable, enabling the Company to attract and retain key talent from both the
domestic and international market places,
aligned to the Company’s strategic and business objectives and the creation of shareholder value, transparent, and
•
• acceptable to shareholders.
The executive remuneration framework has three components:
• base pay and benefits, including superannuation, social security payments and health insurance
• shortterm performance incentives, and
•
longterm incentives through participation in employee option plans and the grant of performance rights.
Executive remuneration mix
In accordance with the Company’s objective to ensure that executive remuneration is aligned to Company performance, a
portion of the executives’ target pay is “at risk”.
Base pay and benefits
Executives receive their base pay and benefits structured as a total employment cost (TEC) package which may be delivered
as a combination of cash and prescribed non-financial benefits at the executives’ discretion. Executives are offered a compet-
itive base pay that comprises the fixed component of pay and rewards.
Independent remuneration information is obtained from sources such as independent salary surveys to ensure base pay is
set to reflect the market for a comparable role. Base pay for executives is reviewed annually to ensure the executive’s pay is
competitive with the market.
In order to obtain the experience required to achieve the Company’s goals, it has been necessary to recruit management
from the international marketplace. Accordingly, executive pay is also viewed in light of the market from which our executives
are recruited in order to be competitive with the relevant market.
An executive’s pay is also reviewed on promotion. There are no guaranteed base pay increases included in any executives’
contracts. Superannuation benefits are paid on behalf of Australian based executives.
At this stage of the Company’s development, shareholder return is enhanced by the achievement of milestones in the devel-
opment of the Company’s products. The Company’s Remuneration Policy is not directly based on its financial performance,
rather on industry practice, given the Company operates in the biotechnology sector and the Company’s primary focus is
research activities with a long-term objective of developing and commercialising the research & development results. At
senior management level, performance pay is partly determined by achieving successful capital raising milestones to support
its clinical programs and the achievement of clinical milestones in a manner that aligns the executive’s performance pay with
value creation for shareholders.
15
CONTINUED
DIRECTOR’S REPORT
The Company envisages its earnings will remain negative whilst the Company continues in the research and development
phase. Shareholder wealth reflects this speculative and volatile market sector.
Short‑term incentives
Executives have the opportunity to earn an annual short-term incentive (STI) depending on their accountabilities and impact
on the organisation. STIs may be awarded at the end of a performance review cycle for meeting group and individual mile-
stone achievements that align to the Company’s strategic and business objectives at the discretion of the board.
The remuneration committee is responsible for determining the amount of STI to be awarded. To assist in this assessment,
the committee receives reports on performance from management. The committee has the discretion to adjust short-term
incentives downwards in light of unexpected or unintended circumstances.
In the current pre-commercialisation stage of the Company’s development, it is the Board’s preference to issue non-cash
STIs except in unusual circumstances.
Non-cash STIs are granted under the Executive Incentive Plan (EIP) which was approved by shareholders at the 2015 Annu-
al General Meeting. In light of our increasing operations globally the Board reviewed the Company’s incentive arrangements
to ensure that it continued to retain and motivate key executives in a manner that is aligned with shareholders’ interests. As a
result of that review, this ‘umbrella’ EIP was adopted to allow eligible executives to apply for the grant of performance rights
and/or options. Equity incentives granted in accordance with the EIP Rules are designed to provide meaningful remunera-
tion opportunities and will reflect the importance of retaining a world-class management team. The Company endeavours to
achieve simplicity and transparency in remuneration design, whilst also balancing competitive market practices in the United
States, France, Germany, and Australia.
Long‑term incentives
Long-term incentives (LTI) are also provided to certain employees via the EIP. The LTI is intended to:
• reward high performance and to encourage a high-performance culture
• align the interest of executives and senior management with those of the company and shareholders
• provide the company with the means to compete for talented staff by offering remuneration that includes an equity-based
component, like many of its competitors
• Assist with the attraction and retention of key personnel.
Executives and senior managers eligible to participate in the LTI are considered by the Board to be in roles that have the
opportunity to significantly influence long-term shareholder value.
The Company may issue eligible participants with performance rights which entitle the holder to subscribe for or be trans-
ferred one fully paid ordinary share of the Company for no consideration. Equity-settled performance rights carry no dividend
or voting rights.
The performance rights are issued to executive directors and employees for no consideration and are subject to the continu-
ing employment and lapse upon resignation, redundancy or termination, or failure to achieve the specified performance vest-
ing condition. The performance rights will immediately vest and become exercisable if in the Board’s opinion a vesting event
occurs (as defined in the plan rules) such as a takeover bid or winding up of the Company. If the performance rights vest and
are exercised, the employee receives ordinary shares in the Company for no consideration.
Voting and comments made at the Company’s 2017 Annual General Meeting
The Company received an 92.71% “yes” vote on its remuneration report for the 2017 financial year. The Company addressed
specific feedback at the AGM or throughout the year on its remuneration practices.
16
CONTINUED DIRECTOR’S REPORT
B. Details of remuneration
Amounts of remuneration
Details of the remuneration of the directors and key management personnel (defined as those who have the authority and respon-
sibility for planning, directing and controlling the major activities of the consolidated entity) are set out in the following tables.
30-Jun-18
Dr R Howard
Mr P Meyers
Mr M Voigt
Mr G Chamberlain
Ms L Turnbull, AO
Mr A Wong
Short-term Benefits
Post
Employ-
ment
Benefits
Long-term
Benefits
Share-based
Payments
Total
Cash
salary
and fees
Cash
bonus
Non
Monetary
Super-
annuation
Long
service
leave
Termi-
nation
benefits
Executive
Performance
Rights
Options
Issued
$
$
$
$
$
$
$
$
$
90,000
-
-
-
-
136,0071,2
400,566
101,970
-
-
57,300
32,215
-
-
-
138,3873
-
-
-
-
Other Key Management Personnel
Dr F Triebel
Ms D Miller
261,721
218,333
9,620
75,000
1,060,135
186,590
274,394
-
-
-
-
5,443
3,060
-
27,867
36,370
-
-
-
-
-
-
-
11,429
11,429
-
-
-
-
-
-
-
-
-
-
-
836,5914,5
-
-
-
514,9914,5
388,6564,5
1,740,238
-
-
-
-
-
-
-
-
-
90,000
136,007
1,339,127
138,387
62,743
35,275
786,332
721,285
3,309,156
1 Mr Pete Meyers was issued 7,720,588 performance rights in lieu of cash for his services as a non‑executive director, in accordance with shareholder approval
received at the AGM on 14 November 2014.
The first tranche of his performance rights vested to him i.e. 1,715,686 converted to ordinary shares immediately after the shareholder approval was received.
(Being for service from date of appointment to 30 September 2014). The second tranche of 2,573,529 performance rights vested on 1 October 2015. (Being for
service from 1 October 2014 to 30 September 2015); The third tranche of 2,573,529 performance rights vested on 1 October 2016. (Being for service from 1
October 2015 to 30 September 2016); The final 857,844 vested on 1 October 2017. (Being for service from 1 October 2016 to 31 January 2017).
2 Mr Pete Meyers was issued 10,023,350 performance rights in lieu of cash for his services as a non‑executive director, in accordance with shareholder approval
received at the AGM on 25 November 2016.
The first tranche of his performance rights (1,814,249 rights) vested on 1 October 2017. (Being for service from 1 February 2017 to 30 September 2017). The
second tranche of 2,736,367 performance rights is due to vest on 1 October 2018. (Being for service from 1 October 2017 to 30 September 2018); The third
tranche of 2,736,367 performance rights is due to vest on 1 October 2019. (Being for service from 1 October 2018 to 30 September 2019); The final 2,736,367
will vest on 1 October 2020. (Being for service from 1 October 2019 to 30 September 2020).
3 Mr G Chamberlain was issued 13,272,356 performance rights in lieu of cash for his services as a non-executive director, in accordance with shareholder ap‑
proval received at the AGM on 17 November 2017.
The first tranche of his performance rights (4,739,293 rights) is due to vest on 1 October 2018. (Being for service from 21 August 2017 to 30 September 2018).
The second tranche of 4,266,531 performance rights is due to vest on 1 October 2019. (Being for service from 1 October 2018 to 30 September 2019); The third
tranche of 4,266,531 performance rights is due to vest on 1 October 2020. (Being for service from 1 October 2019 to 30 September 2020).
4 Performance Rights issued in prior years vested as follows:
• 1/3 vested on 5 August, 2015 to Mr M Voigt and Ms D Miller and on 31 January 2016 for Dr F Triebel.
• 1/3 vested on 5 August, 2016 to Mr M Voigt, Ms D Miller and Dr F Triebel.
• 1/3 vested on 5 August, 2017 to Mr M Voigt, Ms D Miller and Dr F Triebel.
5 The Performance Rights issued to Mr M Voigt, Ms D Miller and Dr F Triebel on 4 December 2017 vested as follows:
• 1/3 vested on 4 December 2017 to Mr M Voigt, Ms D Miller and Dr F Triebel.
Vesting is contingent upon the employee being continuously employed in good standing through the vesting period. The performance rights are subject to accel‑
erated vesting according to agreed terms in each person’s employment contract.
For vesting details of the other Performance Rights please refer to Section D on Share-based compensation below.
17
CONTINUED
DIRECTOR’S REPORT
Short-term Benefits
Post
Employment
Benefits
Long-term
Benefits
Share-based
Payments
Total
30-Jun-17
Cash
salary
and fees
Cash
bonus
Non
Monetary
Super-
annuation
Long
service
leave
Termi-
nation
benefits
Executive
Performance
Rights
Options
Issued
$
$
$
$
$
$
$
$
$
Ms L Turnbull, AO
137,520
Mr A Wong
Dr R Howard
Mr P Meyers
Mr M Voigt
84,040
90,000
-
328,802
Other Key Management Personnel
Dr F Triebel
Ms D Miller
245,616
180,384
1,066,362
-
-
-
-
-
-
-
-
-
-
-
189,8101,2
-
-
-
189,810
13,064
7,984
-
-
-
-
-
-
-
-
-
-
17,136
38,184
6,879
6,879
-
-
-
-
-
-
-
-
-
-
-
-
339,3553
136,2313
162,0513
637,637
-
-
-
150,584
92,024
90,000
-
189,810
-
-
-
-
668,157
381,847
366,450
1,938,972
1 Mr Pete Meyers was issued 7,720,588 performance rights in lieu of cash for his services as a non‑executive director, in accordance with shareholder approval
received at the AGM on 14 November 2014.
The first tranche of his performance rights vested to him i.e. 1,715,686 converted to ordinary shares immediately after the shareholder approval was received.
(Being for service from date of appointment to 30 September 2014). The second tranche of 2,573,529 performance rights vested on 1 October 2015. (Being for
service from 1 October 2014 to 30 September 2015); The third tranche of 2,573,529 performance rights vested on 1 October 2016. (Being for service from 1
October 2015 to 30 September 2016); The final 857,844 will vest on 1 October 2017. (Being for service from 1 October 2016 to 31 January 2017).
2 The majority of the Performance Rights issued in prior years vested as follows:
• 1/3 vested on 5 August, 2015 to Mr M Voigt and Ms D Miller and on 31 January 2016 for Dr F Triebel.
• 1/3 vested on 5 August, 2016 to Mr M Voigt, Ms D Miller and Dr F Triebel.
• 1/3 vested on 5 August, 2017 to Mr M Voigt, Ms D Miller and Dr F Triebel.
Vesting is contingent upon the employee being continuously employed in good standing through the vesting period. The performance rights are subject to accel‑
erated vesting according to agreed terms in each person’s employment contract.
For vesting details of the other Performance Rights please refer to Section D on Share-based compensation below.
The relative proportions of remuneration that are linked to performance and those that are fixed are as follows:
Name
Fixed remuneration
At risk – STI
At risk – LTI
2018
2017
2018
2017
2018
2017
Non-Executive directors
Dr R Howard
Mr Pete Meyers
Mr Grant Chamberlain
Ms L Turnbull, AO
Mr A Wong
Executive directors
Mr M Voigt
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
-
-
-
-
-
30%
49%
8%
-
-
-
-
-
-
Other Key Management Personnel
Dr F Triebel
Ms D Miller
34%
35%
64%
56%
1%
11%
11%
-
-
-
-
-
-
62%
65%
54%
-
-
-
-
-
51%
25%
44%
18
CONTINUED
DIRECTOR’S REPORT
C. Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service agreements. The ser-
vice agreements specify the components of remuneration, benefits and notice periods. Participating in the STI and LTI plans
is subject to the Board’s discretion. Compensation paid to key management personnel is determined by the Remuneration
Committee on an annual basis with reference to market salary surveys. Determination of compensation for Non-Executive
Directors is detailed on pages 15, 16 and 17 of the directors’ report. Details of the current terms of these agreements are
below. Unless stated otherwise, all salaries quoted below are as at 30 June 2018.
Mr Marc Voigt
Agreement commenced:
Details
Base salary including superannuation
Ms Deanne Miller
Agreement commenced:
Details
Base salary including superannuation
Dr Frédéric Triebel
Agreement commenced:
Details
-
-
-
-
-
-
-
-
-
-
-
Executive Director & CEO
9 July 2014
The initial term was for a period of 3 years and has been extended to 6 years.
Each party is to provide at least 6 months’ notice of its intention to extend the
term of the contract.
The contract can be terminated by the company giving 12 months’ notice or
by Marc giving 6 months’ notice.
Immutep may make payments in lieu of the period of notice, or for any unex-
pired part of that notice period.
EUR 250,000
Chief Operating Officer, General Counsel & Company Secretary
17 October 2012
The agreement can be terminated with 6 months’ notice.
The termination terms are payment of base salary in lieu of notice period.
AUD 240,900
Chief Scientific Officer & Chief Medical Officer
12 December 2014
Each of the parties may terminate the employment contract and the present
Amendment, subject to compliance with the law and the Collective Bargaining
Agreement (“CBA”) and notably to a 6-month notice period as set forth in the
CBA.
The party which fails to comply with the notice period provisions shall be
liable to pay the other an indemnity equal to the salary for the remainder of
the notice period.
Base salary including superannuation
-
EUR 170,000
Key management personnel have no entitlement to termination payments in the event of removal for misconduct or gross
negligence.
D. Share-based compensation
Issue of shares
There were no shares issued to directors and key management personnel as part of compensation during the year ended 30
June 2018. During the year 54,825,086 performance rights and options were exercised and converted into ordinary shares.
19
CONTINUED
DIRECTOR’S REPORT
Options
There are no options which were granted in prior years which affected remuneration in this financial year or future reporting years.
Options granted under the plan carry no dividend or voting rights. When exercisable, each option is convertible into one
ordinary share.
Shares provided on exercise of remuneration options
No ordinary shares in the Company have been issued as a result of the exercise of remuneration options by a director.
Performance rights
The terms and conditions of each grant of performance rights affecting remuneration of key management personnel in this
financial year or future reporting years are as follows:
Type of
performance
right granted
Vesting date
and exercisable
date
Number of
performance
rights
Value
per right at
grant date
Vested and
exercised
30 June 2018
Grant date *
19 Sep 14(b)
19 Sep 14(b)
14 Nov 14(b)
14 Nov 14(b)
LTI – Tranche 1
LTI – Tranche 2
LTI – Tranche 1
LTI – Tranche 2
14 Nov 14(c)
Fixed short-term benefits
5 Aug 15(c)
7 Mar 16(a)
LTI
STI
25 Nov 16(c)
Fixed short-term benefits
25 Nov 16(c)
Fixed short-term benefits
25 Nov 16(c)
Fixed short-term benefits
25 Nov 16(c)
Fixed short-term benefits
17 Nov 17(c)
17 Nov 17(c)
17 Nov 17(c)
17 Nov 17(c)
17 Nov 17(c)
17 Nov 17(c)
29 Nov 17(a)
29 Nov 17(a)
29 Nov 17(a)
LTI – Tranche 2
LTI – Tranche 3
LTI – Tranche 4
LTI – Tranche 5
LTI – Tranche 6
LTI – Tranche 7
LTI – Tranche 5
LTI – Tranche 6
LTI – Tranche 7
2 Oct 17
1 Oct 18
2 Oct 17
1 Oct 18
1 Oct 17
5 Aug 17
5 Aug 17
1 Oct 17
1 Oct 18
1 Oct 19
1 Oct 20
1 Oct 18
1 Oct 19
1 Oct 20
1 Dec 17
1 Dec 18
1 Dec 19
1 Dec 17
1 Dec 18
1 Dec 19
2,757,353
919,118
9,191,177
3,063,725
857,844
14,000,001
1,486,326
1,814,249
2,736,367
2,736,367
2,736,367
4,739,294
4,266,531
4,266,531
16,666,667
16,666,667
16,666,666
20,000,000
20,000,000
20,000,000
$
0.044
0.044
0.038
0.040
0.037
0.047
0.041
0.038
0.038
0.038
0.038
0.024
0.024
0.024
0.024
0.024
0.024
0.023
0.023
0.023
%
-
-
-
-
100
100
100
100
-
-
-
-
-
-
100
-
-
100
-
-
(a) Performance hurdles based on individual KPIs have been set for performance rights granted.
(b) Performance hurdle representing 100% of the total number of performance rights granted – Compound Annual Growth
Rate (CAGR) in the share price over the measurement period of at least 20%.
(c) No performance hurdles have been set with respect to these performance rights granted.
* In addition to the performance hurdles set, the participant must be employed by the company on the vesting date.
Performance rights granted under the plan carry no dividend or voting rights.
When exercisable, each performance right is convertible into one ordinary share.
Details of performance rights over ordinary shares in the Company provided as remuneration to each director and each of
the key management personnel are set out below. The table further shows the percentages of the options granted under the
Employee Option Plan that vested and/or were forfeited during the year.
20
CONTINUED DIRECTOR’S REPORT
Details of bonuses and share‑based compensation
For each cash bonus and grant of performance rights included in the tables on page 17 and 18, the percentage of the
available bonus or grant that was paid, or that vested, in the financial year, and the percentage that was forfeited because
the person did not meet the vesting criteria is set out below.
Name
Cash bonus
Share-based compensation benefits (performance rights)
Year
granted
No
Granted
Paid Forfeited
%
%
Value of
rights
at grant
date
Vested
Number of
rights vested/
excercised
during the year
$
%
Value of
rights at
exercise
date******** Forfeited
$
%
Mr
P Meyers
Mr
M Voigt
Mr
F Triebel
Ms
D Miller
-
-
-
-
-
-
-
-
2014*
2017**
7,720,588
10,233,350
285,662
384,616
2014***
2016****
2017*******
16,323,529
20,000,000
50,000,000
623,051
940,000
1,200,000
2016*****
2017******
2014***
2016****
2017******
11,486,326
35,000,000
6,127,451
12,000,000
25,000,000
470,000
805,000
265,375
564,000
575,000
100.00
18.10
24.92
100.00
33.33
58.07
33.33
40.00
100.00
33.33
857,844
1,814,249
19,730
41,728
-
6,666,666
16,666,667
4,819,660
11,666,666
-
4,000,000
8,333,334
-
173,333
416,667
125,311
291,667
-
104,000
208,333
-
-
-
-
-
-
-
-
-
-
Financial years in
which rights may vest
2015, 2016, 2017 & 2018
2018, 2019, 2020 & 2021
2016, 2018 & 2019
2016, 2017 & 2018
2018, 2019 & 2020
2016, 2017 & 2018
2018, 2019 & 2020
2016, 2018 & 2019
2016, 2017 & 2018
2018, 2019 & 2020
*
**
***
****
*****
7,720,588 performance rights in lieu of cash for his services as a non-executive director, in accordance with shareholder approval received at the AGM on 14 Novem-
ber 2014.
The first tranche of his performance rights vested to him i.e. 1,715,686 converted to ordinary shares immediately after the shareholder approval was received. (Being
for service from date of appointment to 30 September 2014). The second tranche of 2,573,529 performance rights vested on 1 October 2015. (Being for service from
1 October 2014 to 30 September 2015); The third tranche of 2,573,529 performance rights vested on 1 October 2016. (Being for service from 1 October 2015 to 30
September 2016); The final 857,844 vested on 1 October 2017. (Being for service from 1 October 2016 to 31 January 2017).
10,023,350 performance rights in lieu of cash for his services as a non-executive director, in accordance with shareholder approval received at the AGM on 25 No-
vember 2016.
The first tranche of his performance rights vested on 1 October 2017. (Being for service from 1 February 2017 to 30 September 2017). The second tranche of
2,736,367 performance rights is due to vest on 1 October 2018. (Being for service from 1 October 2017 to 30 September 2018); The third tranche of 2,736,367
performance rights is due to vest on 1 October 2019. (Being for service from 1 October 2018 to 30 September 2019); The final 2,736,367 will vest on 1 October 2020.
(Being for service from 1 October 2019 to 30 September 2020).
Performance rights were granted under the EIP. Short term incentive performance rights vest on 1 October 2015. Long term incentive performance rights vest in two
tranches as follows:
• 75% to vest on 2 October, 2017
• 25% to vest on 1 October, 2018
Vesting is contingent upon the employee being continuously employed in good standing through the vesting period. The performance rights are subject to accelerated
vesting according to agreed terms in each person’s employment contract.
Performance rights were granted under the EIP. Long term incentive performance rights vest in three tranches as follows:
• 1/3 vested on 5 August, 2015
• 1/3 vested on 5 August, 2016
• 1/3 vested on 5 August, 2017
Vesting is contingent upon the employee being continuously employed in good standing through the vesting period. The performance rights are subject to accelerated
vesting according to agreed terms in each person’s employment contract.
Performance rights were granted under the EIP. 1,486,326 short term incentive performance rights vested on 5 August 2017 subject to meeting pre-determined KPIs.
10,000,000 long term incentive performance rights vest in three tranches as follows:
• 1/3 vested on 31 January, 2016
• 1/3 vested on 5 August, 2016
• 1/3 vested on 5 August, 2017
Vesting is contingent upon the employee being continuously employed in good standing through the vesting period. The performance rights are subject to accelerated
vesting according to agreed terms in each person’s employment contract.
****** Performance rights were granted under the EIP. Long term incentive performance rights vest in three tranches as follows:
• 1/3 vested on 1 December, 2017
• 1/3 to vest on 1 December, 2018
• 1/3 to vest on 1 December, 2019
Vesting is contingent upon the employee being continuously employed in good standing through the vesting period and meeting pre-determined KPIs. The perfor-
mance rights are subject to accelerated vesting according to agreed terms in each person’s employment contract.
******** Performance rights were granted under the EIP. Long term incentive performance rights vest in three tranches as follows:
• 1/3 vested on 1 December, 2017
• 1/3 to vest on 1 December, 2018
• 1/3 to vest on 1 December, 2019
Vesting is contingent upon the employee being continuously employed in good standing through the vesting period. The performance rights are subject to accelerated
vesting according to agreed terms in each person’s employment contract.
******** The value at the exercise date of performance rights that were granted as part of remuneration and were exercised during the year has been determined as the intrin-
sic value of the performance rights at that date.
21
CONTINUED DIRECTOR’S REPORT
Equity instruments held by key management personnel
The tables on the following page show the number of:
(i) Options over ordinary shares in the company
(ii) Performance rights over ordinary shares in the company
(iii) Shares in the company that were held during the financial year by key management personnel of the group, including
their close family members and entities related to them.
There were no shares granted during the reporting period as compensation.
(i) Options holdings
2018
Options over ordinary
shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Lucy Turnbull, AO
Mr Albert Wong
Ms Deanne Miller
Dr Frédéric Triebel2
Balance at start
of the year
Granted
Exercised
Other
Changes1
Balance at end
of the year
Vested and
exercisable
Unvested
-
-
643,629
-
-
-
121,212
24,000,600
24,765,441
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(643,629)
-
-
-
(121,212)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
24,000,600
24,000,600
(764,841)
24,000,600
24,000,600
-
-
-
-
-
-
-
-
-
1 The above options lapsed during the year ended 30 June 2018.
2 This amount represents warrants which were issued to Dr Frédéric Triebel upon the acquisition of Immutep.
(ii) Performance Rights holdings
2018
Performance rights over
ordinary shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Lucy Turnbull, AO
Mr Albert Wong
Ms Deanne Miller
Dr Frédéric Triebel
Balance at start
of the year
Granted
Exercised
Other
Changes
Balance at end
of the year
Vested and
exercisable
Unvested
-
10,881,194
-
-
-
(2,672,093)
18,921,569
50,000,000
(23,333,333)
-
-
-
13,272,356
-
-
-
-
-
7,676,471
25,000,000
(12,333,334)
4,819,660
35,000,000
(16,486,326)
42,298,894
123,272,356
(54,825,086)
-
-
-
-
-
-
-
-
-
-
8,209,101
45,588,236
13,272,356
-
-
20,343,137
23,333,334
110,746,164
-
-
-
-
-
-
-
-
-
-
8,209,101
45,588,236
13,272,356
-
-
20,343,137
23,333,334
110,746,164
22
CONTINUED DIRECTOR’S REPORT
(iii) Ordinary Share holdings
2018
Ordinary shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Lucy Turnbull, AO**
Mr Albert Wong**
Ms Deanne Miller
Dr Frédéric Triebel
Total ordinary shares
Total ADR
Balance at start
of the year
Received during the
year on exercise of
performance rights
Received during the
year on the exercise
of options
Other changes
during the year
Balance at end
of the year
-
6,862,744
18,271,960
45*
-
20,359,576
3,837,500
8,243,572
15,978,049
73,553,401
45
-
2,672,093
23,333,333
-
-
-
-
12,333,334
16,486,326
54,825,086
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(20,359,576)
(3,837,500)
-
9,534,837
41,605,293
45
-
-
-
(808,488)
19,768,418
-
32,464,375
(25,005,564)
103,372,923
-
45
* American Depository Receipts (ADR) traded on the NASDAQ.
** At the date of resignation, the shareholding balance for Ms Lucy Turnbull and Mr Albert Wong are 20,359,576 shares and 3,837,500 shares respectively. The
changes during the year is not the actual disposal of the shares. It represents derecognition due to the fact that they ceased to be directors of the company.
Shares under option
Unissued ordinary shares of Immutep Limited under option at the date of this report are as follows:
Date options granted
Expiration Date
Exercise Price
Number Listed/Unlisted Options
12 December 2014
12 December 2018
5 August 2015
4 August 2020
30 October 2015
30 October 2020
7 March 2016
5 August 2015
4 July 2017
7 March 2021
4 August 2025
5 January 2023
$0.05019
$0.0237
$0.057
$0.040
$0.025
147,628,500
371,445,231
793,103
1,026,272
8,475,995
Unlisted
Unlisted
Unlisted
Unlisted
Unlisted
US$0.025*
197,345,100*
Listed on NASDAQ
726,714,201
No option holder has any right under the options to participate in any other share issue of the Company or any other entity.
* 1 American Depository Shares (ADS) listed on NASDAQ equals 100 ordinary shares listed on ASX thus the number of warrants on issue has been grossed up
and the exercise price adjusted accordingly in the above table to be comparable.
23
CONTINUED DIRECTOR’S REPORT
Indemnity and insurance of officers
During the financial year, the Company paid a premium to insure the directors and officers of the Company and its controlled
entities.
The liabilities insured are legal costs that may be incurred in defending civil or criminal proceedings that may be brought
against the officers in their capacity as officers of entities in the group, and any other payments arising from liabilities incurred
by the officers in connection with such proceedings.
This does not include such liabilities that arise from conduct involving a wilful breach of duty by the officers or the improper
use by the officers of their position or of information to gain advantage for themselves or someone else or to cause detriment
to the Company.
Indemnity and insurance of auditor
The Company has not during or since the end of this 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.
No proceedings have been brought or intervened in on behalf of the Company with leave of the Court under section 237 of
the Corporations Act 2001.
Non-audit services
The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s
expertise and experience with the Company and/or the group are important.
The board of directors has considered the position and, in accordance with advice received from the Audit and Risk Com-
mittee, is satisfied that the provision of the non-audit services is compatible with the general standard of independence for
auditors imposed by the Corporations Act 2001. The directors are satisfied that the provision of non-audit services by the
auditor, as set out below, did not compromise the auditor independence requirements of the Corporations Act 2001 for the
following reasons:
•
•
all non-audit services have been reviewed by the audit committee to ensure they do not impact the impartiality and
objectivity of the auditor
none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code
of Ethics for Professional Accountants.
24
CONTINUED DIRECTOR’S REPORT
During the year the following fees were paid or payable for non-audit services provided by the auditor of the parent entity, its
related practices and non-related audit firms:
PricewaterhouseCoopers Australia
Other audit and assurance services in relation to regulatory filings
overseas
Other services
Network firm of PricewaterhouseCoopers Australia
Due Diligence services
Total remuneration for non-audit services
Auditor’s independence declaration
Consolidated
30 June 2018
30 June 2017
$
-
-
-
$
200,000
-
200,000
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on
page 27.
Auditor
PricewaterhouseCoopers continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors.
On behalf of the directors
Dr Russell Howard
Chairman
Sydney
21 August 2018
25
CONTINUED
CORPORATE GOVERNANCE STATEMENT
The Board is committed to achieving and demonstrating the highest standards of corporate governance. The Board continues
to refine and improve the governance framework and practices in place to ensure they meet the interests of shareholders.
The Company complies with the Australian Securities Exchange (ASX) Corporate Governance Council’s Corporate Governance
Principles and Recommendations – 3RD edition (the Principles). A copy of the company’s Corporate Governance Statement is
available at the company’s website at the following address www.immutep.com/about-us/corporate-governance.html
26
AUDITOR’S INDEPENDENCE DECLARATION
CONTINUED
Auditor’s Independence Declaration
As lead auditor for the audit of Immutep Limited for the year ended 30 June 2018, I declare that to the
best of my knowledge and belief, there have been:
(a)
no contraventions of the auditor independence requirements of the Corporations Act 2001 in
relation to the audit; and
(b)
no contraventions of any applicable code of professional conduct in relation to the audit.
This declaration is in respect of Immutep Limited and the entities it controlled during the period.
Eddie Wilkie
Partner
PricewaterhouseCoopers
Sydney
21 August 2018
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001
T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au
Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124
T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
Page | 25
27
FINANCIAL
STATEMENTS
Contents
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME ..........................................................................................29
CONSOLIDATED BALANCE SHEET ........................................................................................................................................30
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY ....................................................................................................31
CONSOLIDATED STATEMENT OF CASH FLOWS .................................................................................................................32
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ...............................................................................................33
DIRECTORS’ DECLARATION ..................................................................................................................................................70
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF IMMUTEP LIMITED .............................................................71
SHAREHOLDER INFORMATION .............................................................................................................................................77
General information
These financial statements are the consolidated financial statements of the consolidated entity consisting of Immutep Limited
and its subsidiaries. The financial statements are presented in the Australian currency.
Immutep Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office
and principal place of business is:
Level 12
95 Pitt Street
Sydney NSW 2000
A description of the nature of the consolidated entity’s operations and its principal activities is included in the review of oper-
ations and activities on pages 5 to 8 and in the directors’ report on pages 9 to 25, both of which are not part of these financial
statements.
Through the use of the internet, we have ensured that our corporate reporting is timely and complete.
All press releases, financial reports and other information are available on our website: www.immutep.com
28
FINANCIAL
STATEMENTS
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 30 JUNE 2018
Revenue
License revenue
Other income
Miscellaneous income
Grant income
Net gain on foreign exchange
Interest income
Total revenue and other income
Expenses
Research & development and intellectual property
Corporate administrative expenses
Depreciation and amortisation expense
Net loss on fair value movement of warrants
Net change in fair value of convertible note liability
Loss before income tax expense
Income tax(expense) / benefit
Loss after income tax expense for the year
Other Comprehensive Income/(Loss)
Items that may be reclassified to profit or loss
Exchange differences on the translation of foreign operations
Other comprehensive income/(loss) for the year, net of tax
Total comprehensive loss for the year
Loss for the year is attributable to
Owners of Immutep Limited
Total comprehensive loss for the year is attributable to
Owners of Immutep Limited
Basic loss per share
Diluted loss per share
Note
Consolidated
30 June 2018
30 June 2017
$
2,630,484
1,008,678
3,214,441
322,518
177,186
7,353,307
(9,989,830)
(7,242,061)
(1,808,929)
(189,983)
(866,848)
$
-
800,460
3,316,273
433
104,368
4,221,534
(7,525,744)
(4,346,952)
(1,701,615)
-
(751,816)
(12,744,344)
(10,104,593)
(1,676)
737,387
(12,746,020)
(9,367,206)
1,329,119
1,329,119
(271,696)
(271,696)
(11,416,901)
(9,638,902)
(12,746,020)
(9,367,206)
(11,416,901)
(9,638,902)
Cents
(0.49)
(0.49)
Cents
(Restated)
(0.41)
(0.41)
5
5
5
14
15
6
29
29
The above consolidated statement of comprehensive income should be read in conjunction with the
accompanying notes
29
CONSOLIDATED BALANCE SHEET
AS AT 30 JUNE 2018
ASSETS
Current assets
Cash and cash equivalents
Current receivables
Other current assets
Total current assets
Non-current assets
Plant and equipment
Intangibles
Total non-current assets
TOTAL ASSETS
Current liabilities
Trade and other payables
Employee benefits
Total current liabilities
Non-current liabilities
Convertible note liability
Warrant liability
Employee benefits
Deferred tax liability
Total non-current liabilities
TOTAL LIABILITIES
NET ASSETS
EQUITY
Contributed equity
Reserves
Accumulated losses
Equity attributable to the owners of Immutep Limited
TOTAL EQUITY
Note
Consolidated
30 June 2018
30 June 2017
$
$
7
8
9
10
11
13
16
15
14
17
12
18
19
19
23,475,521
3,431,994
1,735,664
28,643,179
26,449
18,329,155
18,355,604
46,998,783
3,663,849
189,514
3,853,363
6,645,832
2,945,358
32,303
-
9,623,493
13,476,856
33,521,927
12,236,974
2,194,016
1,488,268
15,919,258
24,202
19,020,336
19,044,538
34,963,796
2,588,781
43,227
2,632,008
5,778,984
-
20,498
-
5,799,482
8,431,490
26,532,306
213,232,719
64,874,040
195,352,543
63,018,575
(244,584,832)
(231,838,812)
33,521,927
33,521,927
26,532,306
26,532,306
The above consolidated balance sheet should be read in conjunction with the accompanying notes
30
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 30 JUNE 2018
Consolidated
Balance at 1 July 2016
Other comprehensive loss
for the year, net of tax
Loss after income tax expense for the year
Total comprehensive loss for the year
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs
Employee share-based payment
Exercise of vested performance rights
Balance at 30 June 2017
Other comprehensive income
for the year, net of tax
Loss after income tax expense for the year
Total comprehensive income/(loss) for the year
Transactions with owners in their capacity as
owners:
Contributed
equity
Reserves Accumulated losses
Total equity
$
$
$
$
194,530,932
63,258,187
(222,471,606)
35,317,513
-
-
-
(271,696)
-
(271,696)
-
(9,367,206)
(9,367,206)
(271,696)
(9,367,206)
(9,638,902)
(8,532)
-
830,143
-
862,227
(830,143)
-
-
-
(8,532)
862,227
-
195,352,543
63,018,575
(231,838,812)
26,532,306
-
-
-
1,329,119
-
1,329,119
-
(12,746,020)
(12,746,020)
1,329,119
(12,746,020)
(11,416,901)
Contributions of equity, net of transaction costs
16,142,679
-
Employee share-based payment
-
2,263,843
Exercise of vested performance rights
1,737,497
(1,737,497)
-
-
-
16,142,679
2,263,843
-
Balance at 30 June 2018
213,232,719
64,874,040
(244,584,832)
33,521,927
The above consolidated statement of changes in equity should be read in conjunction with the
accompanying notes
31
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 30 JUNE 2018
Cash flows related to operating activities
Payments to suppliers and employees
(inclusive of goods and services tax)
Miscellaneous income
License revenue
Interest received
Tax received / (paid)
Grant income received
Payment for security deposit
Note
Consolidated
30 June 2018
30 June 2017
$
$
(13,572,384)
(10,818,557)
1,005,375
2,630,484
127,033
(1,676)
2,035,997
(1,532)
800,460
-
104,368
21,643
1,385,288
-
Net cash (outflows) from operating activities
28
(7,776,703)
(8,506,798)
Cash flows related to investing activities*
Payments for plant and equipment
Net cash (outflows) from investing activities
Cash flows related to financing activities*
Proceeds from issue of shares
Proceeds from issue of warrants
Share issue transaction costs
Finance cost of warrants
Net cash inflows / (outflows) from financing activities
Net increase / (decrease) in cash and cash equivalents
Effect of exchange rate on cash and cash equivalent
Cash and cash equivalents at the beginning of the year
Cash and cash equivalents at the end of the year
(11,893)
(11,893)
16,968,200
2,755,375
(825,521)
(493,487)
18,404,567
10,615,971
622,576
12,236,974
23,475,521
18
14
18
7
(6,644)
(6,644)
1
-
(8,533)
-
(8,532)
(8,521,974)
(120,600)
20,879,548
12,236,974
*Non-cash investing and financing activities relate mainly to the following:
•
•
•
Fair value movement of convertible notes disclosed in Note 15 to the financial statements
Fair value movement of warrant liability disclosed in Note 14 to the financial statements
Exercise of vested performance rights for no cash consideration disclosed in in Note 19 to the financial statements
The above consolidated statement of cash flows should be read in conjunction with the
accompanying notes
32
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 SIGNIFICANT ACCOUNTING POLICIES
As approved in the November 2017 Annual General Meeting, the name of the Company was changed from Prima BioMed
Limited to Immutep Limited with effect from 1 December 2017. The principal accounting policies adopted in the preparation
of the financial statements are set out below. These policies have been consistently applied to all years presented, unless
otherwise stated. The financial statements are for the consolidated entity consisting of the Company and its subsidiaries.
(a) Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and In-
terpretations issued by the Australian Accounting Standards Board (‘AASB’) and the Corporations Act 2001. Immutep Limited
is a for-profit entity for the purpose of preparing the financial statement.
(i) Compliance with IFRS
The consolidated financial statements of the Immutep Limited group also comply with International Financial Reporting Stan-
dards (IFRS) as issued by the International Accounting Standards Board (IASB).
(ii) New and amended standards adopted by the group
None of the new standards and amendments to standards that are mandatory for the first time for the financial year begin-
ning 1 July 2017 affected any of the amounts recognised in the current period or any prior periods.
(iii) Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, financial as-
sets and liabilities (including derivative financial instruments), which are subsequently remeasured to fair value with changes
in fair value recognized in profit or loss.
(iv) Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires manage-
ment to exercise its judgement in the process of applying the consolidated entity’s accounting policies. The areas involving a
higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial state-
ments are disclosed in note 3.
(v) Authorisation of financial statements
The financial statements were authorised for issue, in accordance with a resolution of directors, on 21 August 2018. The
directors have the power to amend and reissue the financial report.
(b) Principles of consolidation
Subsidiaries are all entities (including structured 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 deconsolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between group companies are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the transferred asset.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by
the group.
(c) Segment reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision
maker. The chief operating decision maker (CODM), who is responsible for allocating resources and assessing performance
of the operating segments, has been identified as the Board of Directors.
33
(d) Foreign currency translation
(i) Functional and presentation currency
Items included in the financial statements of each of the group’s entities are measured using the currency of the primary eco-
nomic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are present-
ed in Australian dollars, which is the Immutep Limited’s functional and presentation currency.
(ii) Transactions and balances
Foreign currency transactions are translated into the 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 transla-
tion at year end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit
or loss, except when they are deferred in equity as qualifying cash flow hedges and qualifying net investment hedges or are
attributable to part of the net investment in a foreign operation.
Foreign exchange gains and losses that relate to borrowings are presented in the statement of comprehensive income, within
finance costs. All other foreign exchange gains and losses are presented separately in the statement of comprehensive
income on a net basis.
Non-monetary items that are measured at fair value in a foreign currency are translated using the exchange rates at the date
when the fair value was determined. Translation differences on assets and liabilities carried at fair value are reported as part
of the fair value gain or loss. For example, translation differences on non-monetary assets and liabilities such as equities held
at fair value through profit or loss are recognised in profit or loss as part of the fair value gain or loss and translation differenc-
es on non-monetary assets such as equities classified as available-for-sale financial assets are recognised in other compre-
hensive income.
(iii) Group companies
The results and financial position of foreign operations (none of which has the currency of a hyperinflationary economy) that
have a functional currency different from the presentation currency are translated into the presentation currency as follows:
•
•
•
assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet
income and expenses for each statement of comprehensive income are translated at average exchange rates (unless this
is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case
income and expenses are translated at the dates of the transactions), and
all resulting exchange differences are recognised in other comprehensive income.
On consolidation, exchange differences arising from the translation of any net investment in foreign entities, and of borrow-
ings and other financial instruments designated as hedges of such investments, are recognised in other comprehensive
income. When a foreign operation is sold or any borrowings forming part of the net investment are repaid, the associated
exchange differences are reclassified to profit or loss, as part of the gain or loss on sale.
(e) Revenue recognition
Revenue is measured at the fair value of the consideration received or receivable.
The group recognises revenue when the amount of revenue can be reliably measured, it is probable that future economic
benefits will flow to the entity and specific criteria have been met for each of the group’s activities as described below. The
group bases its estimates on historical results, taking into consideration the type of customer, the type of transaction and the
specifics of each arrangement.
(i) License revenue
License revenue is recognized on receipt or where there is reasonable assurance that the license revenue will be received.
34
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Other income
(i) Interest income
Interest income 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.
(ii) Grant income
Grants from the governments, including Australian Research and Development Rebates, France’s Crédit d‘Impôt Recherche,
and Saxony Development Bank (“Sächsische Aufbaubank”) from Germany, are recognised at their fair value when there is a
reasonable assurance that the grant will be received and the Company will comply with all attached conditions. Government
grants relating to operating costs are recognised in the Statements of Comprehensive Income as grant income.
(iii) Miscellaneous income
a.
b.
Research collaboration income
The group receives income from undertaking research collaborations with are recognised when the services have
been provided.
Research material sales
The group receives income from the sale of materials supplied to other researchers in order to conduct further
studies on LAG-3 technologies. Income is recognised at the point at which the ownership of material is transferred
to third parties.
(f) Income tax
The income tax expense or benefit for the period is the tax payable on the current period’s taxable income based on the ap-
plicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to tempo-
rary differences and to unused tax losses.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the
reporting period in the countries where the Company’s subsidiaries operate and generate taxable income. Management
periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to
interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of
assets and liabilities and their carrying amounts in the consolidated financial statements. However, deferred tax liabilities are
not recognised if they arise from the initial recognition of goodwill.
Deferred income tax is also not accounted for if it arises from initial recognition of an asset or liability in a transaction other
than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. Deferred
income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the
reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax
liability is settled.
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. Deferred tax liabilities and assets
are not recognised for temporary differences between the carrying amount and tax bases of investments in foreign operations
where the Company is able to control the timing of the reversal of the temporary differences and it is probable that the differ-
ences will not reverse in the foreseeable future.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities
and when the deferred tax balances relate to the same taxation authority.
Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to
settle on a net basis, or to realise the asset and settle the liability simultaneously.
35
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Immutep Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. As a
consequence, these entities are taxed as a single entity and the deferred tax assets and liabilities of these entities are set off
in the consolidated financial statements.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other com-
prehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in
equity, respectively.
(g) Business combinations
The acquisition method of accounting is used to account for all business combinations, regardless of whether equity instru-
ments or other assets are acquired. The consideration transferred for the acquisition of a subsidiary comprises the fair value
of the assets transferred, liabilities incurred to the former owners of the acquired business and the equity interests issued by
the group. The consideration transferred also includes the fair value of any asset or liability resulting from a contingent con-
sideration agreement, and the fair value of any pre-existing equity interest in the subsidiary.
Identifiable assets acquired and liabilities and contingent liabilities assumed in a business combination are, with limited
exceptions, measured initially at their fair values at the acquisition date. The group recognises any non-controlling interest in
the acquired entity on an acquisition-by-acquisition basis either at fair value or at the non-controlling interest’s proportionate
share of the acquired entity’s net identifiable assets.
Acquisition-related costs are expensed as incurred.
The excess of the consideration transferred and the amount of any non-controlling interests in the acquiree over the fair value
of the Group’s share of the net identifiable assets acquired is recorded as goodwill. If those amounts are less than the fair
value of the net identifiable assets of the subsidiary acquired and the measurement of all amounts has been reviewed, the
difference is recognised directly in profit and loss as a bargain purchase.
Where settlement of any part of cash consideration is deferred, the amounts payable in the future are discounted to their
present value as at the date of exchange. The discount rate used is the entity’s incremental borrowing rate, being the rate at
which a similar borrowing could be obtained from an independent financier under comparable terms and conditions.
Contingent consideration is classified either as equity or a financial liability. Amounts classified as a financial liability are sub-
sequently remeasured to fair value with changes in fair value recognised in profit or loss.
If the business combination is achieved in stages, the acquisition date carrying value of the acquirer’s previously held equity
interest in the acquiree is remeasured to fair value at the acquisition date. Any gains or losses arising from such remeasure-
ment are recognised in profit and loss.
(h) Impairment of assets
Goodwill and 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 assets are
tested for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recover-
able. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds it recoverable amount.
The recoverable amount is the higher of an asset’s fair value less costs to sell and value in use. For the purposes of assessing
impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely
independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets other than
goodwill that suffered impairment are reviewed for possible reversal of the impairment at the end of each reporting period.
36
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(i) Cash and cash equivalents
For the purpose of presentation in the statement of cash flows, 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,
and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities in the balance sheet.
(j) Current receivables
Current receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective inter-
est method, less provision for impairment. Amount receivable in relation to Goods and Services Tax (GST) and Value Added Tax
(VAT) are due from the local taxation authorities and recorded based on the amount of GST and VAT paid on purchases. They
are presented as current assets unless collection is not expected for more than 12 months after the reporting date.
Collectability of current receivables is reviewed on an ongoing basis. Receivables which are known to be uncollectible are
written off by reducing the carrying amount. An allowance account is used when there is objective evidence that the group will
not be able to collect all amounts due.
(k) 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. They are subsequently measured at either amor-
tised cost or fair value depending on their classification. Classification is determined based on the purpose of the acquisition
and subsequent reclassification to other categories is restricted.
Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been
transferred and the consolidated entity has transferred substantially all the risks and rewards of ownership.
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an
active market. They are carried at amortised cost using the effective interest rate method. Gains and losses are recognised in
profit or loss when the asset is derecognised or impaired, as well as through the amortisation process.
Impairment of financial assets
The group assesses at the end of each reporting period whether there is any objective evidence that a financial asset or
group of financial assets is impaired. Objective evidence includes significant financial difficulty of the issuer or obligor; a
breach of contract such as default or delinquency in payments; the lender granting to a borrower concessions due to eco-
nomic or legal reasons that the lender would not otherwise do; it becomes probable that the borrower will enter bankruptcy or
other financial reorganisation; the disappearance of an active market for the financial asset; or observable data indicating that
there is a measurable decrease in estimated future cash flows.
The amount of the impairment allowance for loans and receivables carried at amortised cost is the difference between the
asset’s carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate.
If there is a reversal of impairment, the reversal cannot exceed the amortised cost that would have been recognised had the
impairment not been made and is reversed to profit or loss.
(l) Plant and equipment
Plant and equipment is stated at historical cost less depreciation. Historical cost includes expenditure that is directly attribut-
able to the acquisition of the items.
Depreciation on other assets is calculated using the straight-line method to allocate their cost, net of their residual values,
over their estimated useful lives as follows:
- Computers – 3 years
- Plant and equipment – 3-5 years
- Furniture – 3-5 years
37
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
The assets’ residual values and useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
An asset’s carrying amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater
than its estimated recoverable amount (note 1(h)). Gains and losses on disposals are determined by comparing proceeds
with carrying amount. These are included in profit or loss.
(m) Intangible assets
(i) Intellectual property
Costs incurred in acquiring intellectual property are capitalised and amortised on a straight line basis over a period not
exceeding the life of the patents, which averages 14 years. Where a patent has not been formally granted, the company
estimates the life of the granted patent in accordance with the provisional application.
Costs include only those costs directly attributable to the acquisition of the intellectual property. An asset’s carrying amount
is written down immediately to its recoverable amount if the asset’s carrying amount is greater than its estimated recoverable
amount (note 1(h)).
(ii) Research and development
Research expenditure on internal projects is recognised as an expense as incurred. Costs incurred on development projects
(relating to the design and testing of new or improved products) are recognised as intangible assets when it is probable that
the project will, after considering its commercial and technical feasibility, be completed and generate future economic benefits
and its costs can be measured reliably. The expenditure that could be recognised comprises all directly attributable costs,
including costs of materials, services, direct labour and an appropriate proportion of overheads. Other expenditures that do
not meet these criteria are recognised as an expense as incurred.
As the Company has not met the requirement under the standard to recognise costs in relation to development, these
amounts have been expensed.
Development costs previously recognised as an expense are not recognised as an asset in a subsequent period. Capitalised
development costs are recorded as intangible assets and amortised from the point at which the asset is ready for use on a
straight line basis over its useful life.
(iii) Goodwill
Goodwill is measured as described in (note 1(g)). Goodwill on acquisitions of subsidiaries is included in intangible assets.
Goodwill is not amortised but it is tested for impairment annually or more frequently if events or changes in circumstances in-
dicate that it might be impaired, and is carried at cost less accumulated impairment losses. Gains and losses on the disposal
of an entity include the carrying amount of goodwill relating to the entity sold.
(n) Trade and other payables
These amounts represent liabilities for goods and services provided to the group prior to the end of financial year which
are unpaid.
The amounts are unsecured and are usually paid within 30 days of recognition. Trade and other payables are presented as
current liabilities unless payment is not due within 12 months from the reporting date. They are recognised initially at their fair
value and subsequently measured at amortised cost using the effective interest method.
(o) Compound instruments
Convertible notes, including the attached options and warrants, issued to Ridgeback Capital Investments are accounted for
as share based payments when the fair value of the instruments are higher than the consideration received, representing
intangible benefits received from the strategic investor. The difference between the fair value and consideration received at
issuance of the convertible notes and attached options and warrants is recognised immediately in profit and loss as a share-
based payment charge.
If options or warrants contain a settlement choice between cash or shares, this settlement choice constitutes a compound
feature of the convertible notes, which triggers the separation of debt and equity components to be accounted for separately.
38
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS The liability component is measured at fair value at initial recognition and subsequent changes in fair value are recognised
in profit and loss. The difference between the fair value of the convertible notes and the liability component at inception is
accounted as an equity element and not remeasured subsequently.
(p) Finance costs
Finance costs are expensed in the period in which they are incurred.
(q) Employee benefits
(i) Short‑term obligations
Liabilities for wages and salaries, including non-monetary benefits and accumulating annual leave that are expected to be
settled wholly within 12 months after the end of the period in which the employees render the related service are recognised
in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be
paid when the liabilities are settled. Liabilities for non-accumulating sick leave are recognised when the leave is taken and
measured at the rates paid or payable.
(ii) Other long-term employee benefit obligations
The liabilities for long service leave and annual leave that are not expected to be settled wholly within 12 months after the
end of the period in which the employees render the related service are measured at the present value of expected future
payments to be made in respect of services provided by employees up to the end of the reporting period using the projected
unit credit method. Consideration is given to expected future wage and salary levels, experience of employee departures
and periods of service. Expected future payments are discounted using market yields at the end of the reporting period of
corporate bonds with terms and currencies that match, as closely as possible, the estimated future cash outflows. Remea-
surements as a result of experience adjustments are recognised in profit or loss. The obligations are presented as current
liabilities in the balance sheet if the entity does not have an unconditional right to defer settlement for at least twelve months
after the reporting period, regardless of when the actual settlement is expected to occur.
(iii) Retirement benefit obligations
The group does not maintain a group superannuation plan. The group makes fixed percentage contributions for all Australian
resident employees to complying third party superannuation funds. The group has no statutory obligation and does not make
contributions on behalf of its resident employees in the USA and Germany. The group’s legal or constructive obligation is
limited to these contributions. Contributions to complying third party superannuation funds are recognised as an expense as
they become payable.
(iv) Share‑based payments
Share-based compensation benefits are provided to employees via the Executive Incentive Plan (EIP). Information relating to
these schemes is set out in note 30.
The fair value of performance rights and options granted under the EIP are recognised as an employee benefits expense with
a corresponding increase in equity. The total amount to be expensed is determined by reference to the fair value of the op-
tions granted, which includes any market performance conditions and the impact of any non-vesting conditions but excludes
the impact of any service and non-market performance vesting conditions.
Non-market vesting conditions are included in assumptions about the number of options that are expected to vest. The total
expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be
satisfied. At the end of each period, the entity revises its estimates of the number of options that are expected to vest based
on the non-marketing vesting conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss,
with a corresponding adjustment to equity.
(v) Termination benefits
Termination benefits are payable when employment is terminated before the normal employment contract expiry date. The
group recognises termination benefits when it is demonstrably committed to terminating the employment of current employees.
(vi) Bonus plan
The group recognises a liability and an expense for bonuses. The group recognises a provision where contractually obliged
or where there is a past practice that has created a constructive obligation.
39
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(r) Contributed equity
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.
(s) Earnings per share
(i) Basic earnings per share
Basic earnings per share is calculated by dividing:
•
•
the profit or loss attributable to owners of the Company
by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in
ordinary shares issued during the year. Bonus elements have been included in the calculation of the weighted average
number of ordinary shares and has been retrospectively applied to the prior financial year.
(ii) 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 additional ordinary shares that would have been outstanding assuming the conversion of
•
all dilutive potential ordinary shares.
(t) Goods and Services Tax and other similar taxes (‘GST’)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the taxation authority. In this case it is recognised as part of the cost of 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 recover-
able from, or payable to, the taxation authority is included with other receivables or payables in the balance sheet.
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 taxation 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.
(u) New Accounting Standards and Interpretations adopted and not yet early adopted
Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2018 re-
porting periods and have not been early adopted by the company. The company‘s assessment of the impact of these new
standards and interpretations is set out below:
(i) AASB 15 Revenue from Contracts with Customers - The AASB has issued a new standard for the recognition of revenue.
This will replace AASB 118 which covers revenue arising from the sale of goods and the rendering of services and AASB
111 which covers construction contracts. The new standard is based on the principle that revenue is recognised when
control of a good or service transfers to a customer. The standard permits either a full retrospective or a modified retro-
spective approach for the adoption. It applies to annual reporting periods commencing on or after 1 January 2018. The
impact of the new standard on the financial statements when applied to future periods will depend on the Group’s sources
of revenues at the time of adoption of the new standard. The Group currently has limited sources of revenue as it is still
in the research and development phase and has assessed that the new revenue standard will have minimal impact. The
Group plans to use the modified retrospective approach for the adoption.
(ii) AASB 9 Financial Instruments - AASB 9 addresses the classification, measurement and derecognition of financial assets
and financial liabilities, introduces new rules for hedge accounting and a new impairment model for financial assets. It
applies to annual reporting periods commencing on or after 1 January 2018. Management has assessed the impact of the
new standard on the financial statements when applied to future periods and expects it to have limited impact.
40
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (iii) AASB 16 Leases - The AASB 16 has issued a new standard for the accounting of leases. The new standard will predomi-
nantly affect lessees, with almost all leases brought onto the balance sheet. It applies to annual reporting periods com-
mencing on or after 1 January 2019. Management has yet to fully assess the impact of the new standard on the financial
statements when applied to future periods, although the Group currently has no siginificant off-balance sheet lease
commitments.
There are no other standards and interpretations that are not yet effective and that are expected to have a material impact on
the Group in the current or future reporting periods and on foreseeable future transactions.
(v) Parent entity financial information
The financial information for the parent entity, Immutep Limited, disclosed in note 31 has been prepared on the same basis
as the consolidated financial statements, except as set out below.
(i) Investments in subsidiaries
Investments in subsidiaries are accounted for at cost in the financial statements of Immutep Limited.
(ii) Tax consolidation legislation
Immutep Limited and its wholly-owned Australian controlled entities have implemented the tax consolidation legislation. The
head entity, Immutep Limited, and the controlled entities in the tax consolidated group account for their own current and
deferred tax amounts. These tax amounts are measured as if each entity in the tax consolidated group continues to be a
standalone taxpayer in its own right.
The entities have also entered into a tax funding agreement under which the wholly-owned entities fully compensate for any
current tax payable assumed and are compensated by the head entity for any current tax receivable and deferred tax assets
relating to unused tax losses or unused tax credits that are transferred to the head entity under the tax consolidation legis-
lation. The funding amounts are determined by reference to the amounts recognised in the wholly-owned entities’ financial
statements.
The amounts receivable/payable under the tax funding agreement are due upon receipt of the funding advice from the head
entity, which is issued as soon as practicable after the end of each financial year. The head entity may also require payment
of interim funding amounts to assist with its obligations to pay tax instalments. Assets or liabilities arising under tax funding
agreements with the tax consolidated entities are recognised as current amounts receivable from or payable to other entities
in the group. Any difference between the amounts assumed and amounts receivable or payable under the tax funding agree-
ment are recognised as a contribution to (or distribution from) wholly-owned tax consolidated entities.
(iii) Share‑based payments
The grant by the Company of options over its equity instruments to the employees of subsidiary undertakings in the group is
treated as a capital contribution to that subsidiary undertaking. The fair value of employee services received, measured by
reference to the grant date fair value, is recognised over the vesting period as an increase to investment in subsidiary under-
takings, with a corresponding credit to equity.
NOTE 2 FINANCIAL RISK MANAGEMENT
The group’s activities expose it to a variety of financial risks: market risk (including currency 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 may use derivative financial instruments such
as foreign exchange contracts to hedge certain risk exposures. Derivatives are exclusively used for hedging purposes, i.e.
not as trading or other speculative instruments. The group hedges its foreign exchange risk exposure arising from future
commercial transactions and recognised assets and liabilities using forward contracts or natural hedging. The group uses dif-
ferent methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis and cash
flow forecasting in the case of foreign exchange and aging analysis for credit risk.
Risk management is carried out by senior management under policies approved by the board of directors. Management identi-
fies, evaluates and hedges financial risks in close co-operation with the group’s operating units. The board provides the princi-
41
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ples for overall risk management, as well as policies covering specific areas, such as foreign exchange risk, interest rate risk,
credit risk, use of derivative financial instruments and non-derivative financial instruments, and investment of excess liquidity.
(a) Market risk
Foreign exchange risk
The group operates internationally and is exposed to foreign exchange risk arising from various currency exposures, primarily
with respect to the US dollar and Euro.
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a
currency that is not the entity’s functional currency. The risk is measured using sensitivity analysis and cash flow forecasting.
Management has set up a policy to manage the Company’s exchange risk within the group companies. The group may
hedge its foreign exchange risk exposure arising from future commercial transactions and recognised assets and liabilities
using forward contracts or natural hedging.
The group considers using forward exchange contracts to cover anticipated cash flows in USD and Euro periodically. This
policy is reviewed regularly by directors from time to time. There were no outstanding foreign exchange contracts as at 30
June 2018 and 30 June 2017.
The group’s exposure to foreign currency risk at the end of the reporting period, expressed in Australian dollar, was as follows:
Cash in bank
Trade and other receivables
Trade and other payables
Sensitivity
30 June 2018
30 June 2017
USD$
EUR$
USD$
EUR$
7,788,802
2,163,426
712,680
7,449,288
-
2,541,056
-
5,024
(1,226,364)
(315,485)
(135,820)
(858,305)
Based on the financial assets and liabilities held at 30 June 2018, had the Australian dollar weakened/ strengthened by 10%
against the US dollar with all other variables held constant, the group’s post-tax loss for the year would have been $656,244
lower/$656,244 higher (2017 – $57,686 lower/$57,686 higher).
Based on the financial instruments held at 30 June 2018, had the Australian dollar weakened/ strengthened by 10% against
the Euro with all other variables held constant, the group’s post-tax loss for the year would have been $438,900 low-
er/$438,900 higher (2017 – $659,601 lower/$659,601 higher), mainly as a result of foreign exchange gains/losses on transla-
tion of Euro denominated financial instruments.
Any changes in post-tax loss will have an equivalent change to equity.
The US warrants financial liability will be equity-based settled upon exercise of the US warrants. However, as the exercise
will be done with an exercise price in US dollars, there is a foreign exchange risk due to the subsequent translation to Austra-
lian dollars.
Currently the group’s exposure to other foreign exchange movements is not material.
42
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(b) Credit risk
Credit risk is managed on a group basis. Credit risk arises from cash and cash equivalents, derivative financial instruments
and deposits with banks. For banks, only independently rated parties with a minimum rating of ‘A’ according to ratings agen-
cies are accepted.
The credit quality of financial assets that are neither past due nor impaired can be assessed by reference to external credit ratings:
Cash at bank and short-term bank deposits
Minimum rating of A
(c) Liquidity risk
30 June 2018
30 June 2017
$
$
23,475,521
12,236,974
Prudent liquidity risk management implies maintaining sufficient cash to meet obligations when due. At the end of the report-
ing period the group held deposits at call of $23,475,521 (2017 – $12,236,974) that are expected to readily generate cash
inflows for managing liquidity risk.
Management monitors rolling forecasts of the group’s liquidity reserve cash and cash equivalents (Note 7) on the basis of
expected cash flows. In addition, the group’s liquidity management policy involves projecting cash flows in major currencies
and considering the level of liquid assets necessary to meet these.
As outlined in Note 3, the Company’s monitoring of its cash requirements extends to the consideration of potential capital
raising strategies and an active involvement with its institutional and retail investor base.
Maturities of financial liabilities
The tables below analyse the group’s financial liabilities into relevant maturity groupings based on their contractual maturities for:
(a) all non-derivative financial liabilities, and
(b) net and gross settled derivative financial instruments for which the contractual maturities are essential for an understand-
ing of the timing of the cash flows.
The amounts disclosed in the table are the contractual undiscounted cash flows. Balances due within 12 months equal their
carrying balances as the impact of discounting is not significant.
Contractual maturities of financial liabilities
Less than 6
months
> 5 years
Total contractual
cash flows
Carrying Amount
(assets) / liabilities
At 30 June 2018
Non-Derivatives
Trade and other payables
3,663,849
$
$
-
Convertible note liability (refer note 15)
-
17,876,076
3,663,849
17,876,076
$
$
3,663,849
17,876,076
21,539,925
3,663,849
6,645,832
10,309,681
Contractual maturities of financial liabilities
Less than 6
months
> 5 years
Total contractual
cash flows
Carrying Amount
(assets) / liabilities
At 30 June 2017
Non-Derivatives
Trade and other payables
2,588,781
$
$
-
Convertible note liability (refer note 15)
-
17,876,076
2,588,781
17,876,076
$
$
2,588,781
17,876,076
20,464,857
2,588,781
5,778,984
8,367,765
43
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(d) Fair value measurements
The following table presents the group’s financial assets and financial liabilities measured and recognised at fair value at 30
June 2018 and 30 June 2017 on a recurring basis:
At 30 June 2018
Level 1
Level 2
Level 3
Liabilities
Convertible note liability
Warrant liability
Total liabilities
$
-
-
-
$
-
6,645,832
6,645,832
2,945,358
-
2,945,358
2,945,358
6,645,832
9,591,190
At 30 June 2017
Level 1
Level 2
Level 3
Liabilities
Convertible note liability
Total liabilities
(i) Valuation techniques used to determine fair values
$
-
-
$
-
-
$
$
Total
$
Total
$
5,778,984
5,778,984
5,778,984
5,778,984
Level 1: The fair value of financial instruments trade in active markets (such as publicly traded derivatives, and trading and
available-for-sale securities) is based on quoted (unadjusted) market prices at the end of the reporting period. The quoted
market price used for financial assets held by the group is the current bid price. These instruments are included in level 1.
Level 2: The fair value of financial instruments that are not traded in an active market (for example over-the-counter deriv-
atives) is determined using valuation techniques. These valuation techniques maximise the use of observable market data
where it is available and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an
instrument are observable, the instrument is included in level 2.
Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.
This is the case for unlisted equity securities.
Specific valuation techniques used to value financial instruments include:
•
•
The use of quoted market prices or dealer quotes for similar instruments
The fair value of interest rate swaps is calculated as the present value of the estimated future cash flows based on
observable yield curves
The fair value of forward foreign exchange contracts is determined using forward exchange rates at the balance sheet date
The fair value of the remaining financial instruments is determined using discounted cash flow analysis.
•
•
(ii) Fair value measurements using value techniques
•
•
•
There are no financial instruments as at 30 June 2018 under Level 1.
Level 2 financial instruments consist of warrant liabilities. Refer to Note 14 for details of fair value measurement.
Level 3 financial instruments consist of convertible notes. Refer to Note 15 for details of fair value measurement.
44
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(iii) Valuation inputs and relationships to fair value
For US warrant valuation inputs under Level 2, please refer to Note 14.
The following table summarises the quantitative information about the significant inputs used in level 3 fair value measurements:
Description
Convertible note
Fair value at 30 June 2018
$
6,645,832
Unobservable inputs
Range of inputs
Face value
Interest rate of note
Risk adjusted interest rate
$13,750,828
3%
15%
(iv) Valuation process
The convertible note was valued using a discounted cashflow model.
NOTE 3 CRITICAL ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS
Estimates and judgements are continually evaluated and are based on historical experience and other factors, including
expectations of future events that may have a financial impact on the entity and that are believed to be reasonable under the
circumstances.
The group makes estimates and assumptions concerning the future. The resulting accounting estimates will, by definition,
seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material
adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.
Income taxes
Deferred tax assets relating to carried forward tax losses and taxable temporary differences have not been recognised since
the group is currently in a loss making position and unable to generate taxable income to utilise the carried forward tax
losses and taxable temporary differences. The utilisation of the tax losses also depends on the ability of the entity to satisfy
certain tests at the time the losses are recouped. The group is subject to income taxes in Australia and jurisdictions where it
has foreign operations. Significant judgement is required in determining the worldwide provision for income taxes. There are
certain transactions and calculations undertaken during the ordinary course of business for which the ultimate tax determina-
tion is uncertain. The group estimates its tax liabilities based on the group’s understanding of the tax law. Where the final tax
outcome of these matters is different from the amounts that were initially recorded, such differences will impact the current
and deferred income tax assets and liabilities in the period in which such determination is made.
Development
The consolidated entity has expensed all internal development expenditure incurred during the year as the costs relate to the
initial expenditure for development of biopharmaceutical products and the generation of future economic benefits is not con-
sidered probable given the current stage of development. It was considered appropriate to expense the development costs
as they did not meet the criteria to be capitalised under AASB 138 Intangible Assets.
Going concern
The Group has experienced significant recurring operating losses and negative cash flows from operating activities since its
inception. As at 30 June 2018, the Group holds cash and cash equivalents of $23,475,521 (2017: $12,236,974). In line with
the Company’s financial risk management, the directors have carefully assessed the financial and operating implications of
the above matters, including the expected cash outflows of ongoing research and development activities of the Group over
the next 12 months. Based on this consideration, the directors are of the view that the Group will be able to pay its debts as
and when they fall due for at least 12 months following the date of these financial statements and that it is appropriate for the
financial statements to be prepared on a going concern basis.
Monitoring and addressing the ongoing cash requirements of the Group is a key focus of the directors. This involves consider-
ation of alternative future capital raising initiatives and an active engagement with potential retail and institutional investors alike.
45
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Amortisation of intellectual property
Costs incurred in acquiring intellectual property are capitalised and amortised on a straight line basis over a period not ex-
ceeding the life of the patents. Where a patent has not been formally granted, the company estimates the life of the granted
patent in accordance with the provisional application.
Costs include only those costs directly attributable to the acquisition of the intellectual property. An asset’s carry-
ing amount is written down immediately to its recoverable amount if the asset’s carrying amount is greater than
its estimated recoverable amount (note 1(h)).
NOTE 4. SEGMENT REPORTING
Identification of reportable operating segments
Operating segments are reported in a manner consistent with internal reports which are reviewed and used by Management
and the Board of Directors (who are identified as the Chief Operating Decision Makers (‘CODM’)). The Group operates in one
operating segment, being Cancer Immunotherapy.
Operating segment information
30 June 2018
Revenue
License revenue
Other Income
Miscellaneous income
Grant income
Other income
Interest income
Total revenue and other income
Result
Segment result
Profit/(loss) before income tax expense
Income tax expense
Loss after income tax expense
Total segment assets
Total segment liabilities
Cancer
Immunotherapy
$
2,630,484
-
1,008,678
3,214,441
-
-
6,853,603
Unallocated
Consolidated
$
-
-
-
-
322,518
177,186
499,704
$
2,630,484
1,008,678
3,214,441
322,518
177,186
7,353,307
(13,054,065)
(13,054,065)
309,721
(12,744,344)
309,721
(12,744,344)
46,998,783
13,476,856
(1,676)
(12,746,020)
46,998,783
13,476,856
-
-
46
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 30 June 2017
Revenue
License revenue
Other Income
Miscellaneous income
Grant income
Other income
Interest income
Total revenue and other income
Result
Segment result
Profit/(loss) before income tax expense
Income tax benefit
Loss after income tax expense
Total segment assets
Total segment liabilities
Cancer
Immunotherapy
Unallocated
Consolidated
$
-
800,460
3,316,273
-
-
4,116,733
$
-
-
-
433
104,368
104,801
$
-
800,460
3,316,273
433
104,368
4,221,534
(10,209,394)
(10,209,394)
104,801
(10,104,593)
104,801
(10,104,593)
34,963,796
8,431,490
737,387
(9,367,206)
34,963,796
8,431,490
-
-
47
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 5. EXPENSES
Loss before income tax includes the following specific expenses:
Research & development and intellectual property
Research and development
Intellectual property management
Total research & development and intellectual property
Corporate administrative expenses
Auditor’s remuneration
Directors fees and employee expenses
Employee share-based payment expenses
US warrants transaction costs
Administrative expenses
Total corporate administrative expenses
Depreciation
Plant and equipment
Computer
Furniture and fittings
Total depreciation
Amortisation
Patents
Intellectual property
Total amortisation
Total depreciation and amortisation
Net change in fair value of convertible
note liability
Net change in fair value of warrants
Consolidated
30 June 2018
30 June 2017
$
$
8,972,321
1,017,509
9,989,830
258,570
1,703,671
2,263,843
493,487
2,522,490
7,242,061
1,917
7,814
893
10,624
-
1,798,305
1,798,305
1,808,929
866,848
189,983
6,991,151
534,593
7,525,744
234,250
1,103,512
862,227
-
2,146,963
4,346,952
3,680
8,867
1,394
13,941
-
1,687,674
1,687,674
1,701,615
751,816
-
48
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 6. INCOME TAX EXPENSE
Current tax
Current tax on results for the year
Total current tax expense/(benefit)
Deferred income tax
(Decrease)/Increase in deferred tax assets (note 12)
Increase/(Decrease) in deferred tax liabilities (note 12)
Total deferred tax benefit
Income tax expense/(benefit)
Consolidated
30 June 2018
30 June 2017
$
1,676
1,676
(103,660)
103,660
-
$
(43,193)
(43,193)
(419,460)
(274,734)
(694,194)
1,676
(737,387)
Consolidated
30 June 2018
30 June 2017
$
$
Numerical reconciliation of income tax expense to prima facie tax expense
Loss before income tax expense
Tax at the Australian tax rate of 27.5% (2017: 27.5%)
(12,744,344)
(3,504,695)
(10,104,593)
(2,778,763)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Non-deductible share based payments
Other non-deductible expenses
Non-assessable income
Capital listing fee
Difference in overseas tax rates*
Net adjustment to deferred tax assets and liabilities
for tax losses and temporary differences not recognised
Income tax (benefit)/expense**
*Difference in overseas tax rate is largely as a result of the corporate income tax rate of
15% applicable to the Immutep subsidiary in France.
**Income tax expense/(benefit) relates to tax payable in the United States and for the
prior year movement in deferred tax assets and liabilities for the French subsidiary.
807,896
2,962,323
(883,971)
(79,152)
828,289
130,690
(129,014)
1,676
234,385
628,111
(911,975)
(64,120)
811,346
(2,081,016)
1,343,629
(737,387)
Deferred tax assets not recognised
Deferred tax assets not recognised comprises temporary differences
attributable to:
Carried forward tax losses benefit
Temporary differences
Total deferred tax assets not recognised
Consolidated
30 June 2018
30 June 2017
$
$
34,854,437
27,366
34,881,803
30,987,750
57,955
31,045,705
49
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 6. INCOME TAX EXPENSE
The above potential tax benefit, which includes tax losses and temporary differences has not been recognised in the con-
solidated balance sheet as the recovery of this benefit is not probable. There is no expiration date for the tax losses carried
forward. The estimated amount of cumulative tax losses at 30 June 2018 was $126,743,409 (2017:$112,682,727). Utilisation
of these tax losses is dependent on the parent entity satisfying certain tests at the time the losses are recouped.
NOTE 7. CURRENT ASSETS – CASH AND CASH EQUIVALENTS
Cash on hand
Cash at bank
Cash on deposit
Consolidated
30 June 2018
30 June 2017
$
422
5,932,433
17,542,666
23,475,521
$
130
11,972,345
264,499
12,236,974
The above cash and cash equivalent are held in AUD, USD, and Euro. The interest rates on these deposits range from 0% to
2.73% in 2018 (0% to 2.05% in 2017).
NOTE 8. CURRENT RECEIVABLES
GST receivable
R&D grants receivable
Consolidated
30 June 2018
30 June 2017
$
170,926
3,261,068
3,431,994
$
187,273
2,006,743
2,194,016
Due to the short-term nature of these receivables, the carrying value is assumed to be their fair value at 30 June 2018. No
receivables were impaired or past due.
NOTE 9. OTHER CURRENT ASSETS
Prepayments*
Capital raising costs
Security deposit
Accrued interest
*Prepayments are largely in relation to deposits paid to organisations involved in the clinical trials.
Consolidated
30 June 2018
30 June 2017
$
1,646,579
-
38,843
50,242
1,735,664
$
604,687
846,180
37,311
90
1,488,268
50
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 10. NON-CURRENT ASSETS – PLANT AND EQUIPMENT
At 30 June 2016
Cost or fair value
Accumulated depreciation
Net book amount
Year ended 30 June 2017
Opening net book amount
Exchange differences
Additions
Disposals
Depreciation charge
Closing net book amount
At 30 June 2017
Cost or fair value
Accumulated depreciation
Net book amount
Year ended 30 June 2018
Opening net book amount
Exchange differences
Additions
Disposals
Depreciation charge
Closing net book amount
At 30 June 2018
Cost or fair value
Accumulated depreciation
Net book amount
Plant and
Equipment
Computers
Furniture and
fittings
$
$
$
511,195
(496,104)
15,091
41,971
(28,212)
13,759
15,091
(171)
-
-
(3,680)
11,240
13,759
(229)
7,089
-
(8,867)
11,752
510,188
(498,948)
11,240
48,919
(37,167)
11,752
11,240
638
1,312
-
(1,917)
11,273
11,752
314
10,581
-
(7,814)
14,833
524,746
(513,473)
11,273
61,585
(46,752)
14,833
8,064
(5,414)
2,650
2,650
(46)
-
-
(1,394)
1,210
8,030
(6,820)
1,210
1,210
26
-
-
(893)
343
8,475
(8,132)
343
Total
$
561,230
(529,730)
31,500
31,500
(446)
7,089
-
(13,941)
24,202
567,137
(542,935)
24,202
24,202
978
11,893
-
(10,624)
26,449
594,806
(568,357)
26,449
51
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 11. NON-CURRENT ASSETS – INTANGIBLES
At 30 June 2016
Cost or fair value
Accumulated amortisation
Net book amount
Year ended 30 June 2017
Opening net book amount
Exchange differences
Amortisation charge
Closing net book amount
At 30 June 2017
Cost or fair value
Accumulated amortisation
Net book amount
Year ended 30 June 2018
Opening net book amount
Exchange differences
Amortisation charge
Closing net book amount
At 30 June 2018
Cost or fair value
Accumulated amortisation
Net book amount
Patents
Intellectual
Property
Goodwill
$
$
$
1,915,671
23,451,000
109,962
(1,915,671)
(2,709,263)
-
20,741,737
109,962
Total
$
25,476,633
(4,624,934)
20,851,699
-
-
-
-
-
20,741,737
109,962
20,851,699
(143,689)
(1,687,674)
-
-
18,910,374
109,962
(143,689)
(1,687,674)
19,020,336
1,915,671
23,343,253
109,962
(1,915,671)
(4,432,879)
-
-
-
-
-
-
18,910,374
109,962
18,910,374
1,107,124
(1,798,305)
109,962
-
-
18,219,193
109,962
25,368,886
(6,348,550)
19,020,336
19,020,336
1,107,124
(1,798,305)
18,329,155
1,915,671
24,786,169
109,962
(1,915,671)
(6,566,976)
-
-
18,219,193
109,962
26,789,097
(8,459,942)
18,329,155
(i) Amortisation methods and useful lives
The group amortises intangible assets with a limited useful life using the straight-line method over the following periods:
• Patents, trademark and licenses – 13 – 21 years
Intellectual property assets – 13 – 14 years
•
52
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 12. DEFERRED TAX BALANCES
(i) Deferred tax assets
The balance comprises temporary differences attributable to:
Tax losses
Total deferred tax assets
Set-off of deferred tax liabilities pursuant to set-off provisions
Net deferred tax assets
(ii) Deferred tax liabilities
The balance comprises temporary differences attributable to:
Intangible assets
Total deferred tax liabilities
Set-off of deferred tax liabilities pursuant to set-off provisions
Net deferred tax liabilities
(iii) Movements in deferred tax balances
Consolidated
30 June 2018
30 June 2017
$
$
2,732,866
2,732,866
(2,732,866)
-
2,836,526
2,836,526
(2,836,526)
-
Consolidated
30 June 2018
30 June 2017
$
$
2,732,866
2,732,866
(2,732,866)
-
2,836,526
2,836,526
(2,836,526)
-
Movements
At 30 June 2017
(Charged)/credited
- to profit or loss
At 30 June 2018
Tax losses
Intangible Assets
Total
$
$
2,836,526
(2,836,526)
(103,660)
2,732,866
103,660
(2,732,866)
$
-
-
-
NOTE 13. CURRENT LIABILITIES – TRADE AND OTHER PAYABLES
Trade payables
Other payables and accruals
Consolidated
30 June 2018
30 June 2017
$
1,615,381
2,048,468
3,663,849
$
1,138,753
1,450,028
2,588,781
53
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 14. NON-CURRENT LIABILITIES – US WARRANT LIABILITY
Warrants fair value at issue date
Fair value movements
Balance at 30 June 2018
30 June 2018
30 June 2017
$
2,755,375
189,983
2,945,358
$
-
-
-
In July 2017, the Company completed its first US capital raise after it entered into a securities purchase agreement with
certain accredited investors for the company to issue American Depositary Shares (ADSs) and Warrants of the Company
for cash consideration totaling $6,561,765. In this private placement, the Company agreed to issue unregistered warrants to
purchase up to 1,973,451 of its ADSs. The warrants have an exercise price of US$2.50 per ADS, are exercisable immediately
and will expire on 5 January 2023. The warrants do not confer any rights to dividends or a right to participate in a new issue
without exercising the warrant.
The US warrants represent a written option to exchange a fixed number of the Group’s own equity instruments for a fixed
amount of cash that is denominated in a foreign currency (US dollars) and is classified as a derivative financial liability in ac-
cordance with AASB 132. The US warrants liability is initially recorded at fair value at issue date and subsequently measured
at fair value through profit and loss at each reporting date. Capital raising costs have been allocated proportionately between
issued capital and the US warrants in accordance with their relative fair values.
Fair value of warrants
The warrants granted are not traded in an active market and the fair value has thus been estimated by using the Black-
Scholes pricing model based on the following assumptions. Key terms of the warrants are included above. The following
assumptions were based on observable market conditions that existed at the issue date and at 30 June 2018:
Assumption
Historic volatility
Exercise price
Share price
At issue date
At 30 June 2018
Rationale
58.0%
US$2.50
US$2.17
55.4%
US$2.50
US$2.38
Risk-free interest rate
1.930%
2.730%
Based on 12-month historical volatility data for the Company
As per subscription agreement
Closing share price on valuation date from external market
source
Based on the US Government securities yields which match
the term of the warrant
Dividend yield
Fair value per warrant
Fair value
0.0%
US$1.0716
A$1.3962
A$2,755,375
0.0%
Based on the Company’s nil dividend history
US$1.1031
A$1.4900
Determined using Black-Scholes models with the inputs above
A$2,945,358
Fair value of 1,973,451 warrants
54
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 15. NON CURRENT LIABILITIES – CONVERTIBLE NOTE
Convertible note at fair value at beginning of reporting period
Net change in fair value
Convertible note at fair value at end of reporting period
Consolidated
30 June 2018
30 June 2017
$
5,778,984
866,848
6,645,832
$
5,027,168
751,816
5,778,984
On 11 May 2015, the Company entered into a subscription agreement with Ridgeback Capital Investments (Ridgeback) to
invest in Convertible Notes and Warrants of the Company for cash consideration totalling $13,750,828, which was subject to
shareholder approval at an Extraordinary General Meeting. Shareholder approval was received on 31 July 2015.
The 13,750,828 Convertible Notes issued have a face value of $1.00 per note which are exercisable at a price of $0.02 per
share, mature on 4 August 2025 and accrue interest at a rate of 3% per annum which may also be converted into shares.
Conversions may occur during the period (i) at least 3 months after the Issue Date and (ii) at least 15 business days prior
to the maturity date into 50 ordinary shares of the Company per note (subject to customary adjustments for rights or bonus
issues, off market buybacks, issues at less than current market price, share purchase plan, dividend reinvestment plan at a
discount, return of capital or dividend or other adjustment). If a change of control event, delisting event or event of default has
occurred, Ridgeback may elect to convert the notes into shares or repayment of principal and interest. The Convertible Notes
rank at least equal with all present and future unsubordinated and unsecured debt obligations of the Company and contain
customary negative pledges regarding financial indebtedness, dividend payments, related party transaction and others.
8,475,995 Warrants were granted to Ridgeback which are exercisable at a price of $0.025 per share on or before 4 August
2025. 371,445,231 Warrants were granted to Ridgeback which are exercisable at a price of $0.0237 per share on or before
4 August 2020. All warrants may be settled on a gross or net basis and the number of warrants or exercise price may be
adjusted for a pro rata issue of shares, a bonus issue or capital reorganisation. The Warrants do not confer any rights to
dividends or a right to participate in a new issue without exercising the warrant.
(i) Fair value of convertible notes
The following assumptions were used to determine the initial fair value of the debt component of the convertible note which
were based on market conditions that existed at the grant date:
Assumption
Historic volatility
Share price
Risk free interest rate
Risk adjusted interest rate
Dividend yield
Risk free rate
Convertible notes
Rationale
85.0%
$0.051
2.734%
15.0%
0.0%
2.734%
Based on the Company’s historical volatility data
Closing market share price on 31 July 2015
Based on Australian Government securities yields which match the term of
the convertible note
An estimate of the expected interest rate of a similar non-convertible note
issued by the company
Based on the Company’s nil dividend history
Based on 10 year Australian Government securities yield
The fair value of the convertible note was allocated between a financial liability for the traditional note component of the con-
vertible note and into equity which represents the conversion feature. The traditional note component of the convertible note
was initially recorded at fair value of $4.4m, based on the present value of the contractual cash flows of the note discounted
at 15%. After initial recognition, the liability component of the convertible note has been measured at fair value as required by
AASB 2. The remaining value of the convertible note was allocated to the conversion feature and recognised as equity.
55
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Fair value at issuance
Fair value movements
Balance at 30 June 2018
NOTE 16. CURRENT LIABILITIES – EMPLOYEE BENEFITS
Annual leave
Note – Liability
$
Conversion feature – Equity
$
4,419,531
2,226,301
6,645,832
41,431,774
-
41,431,774
Consolidated
30 June 2018
30 June 2017
$
189,514
$
43,227
The current provision for employee benefits is in relation to accrued annual leave and covers all unconditional entitlements
where employees have completed the required period of service. The entire amount of the provision is presented as current,
since the group does not have an unconditional right to defer settlement for any of these obligations.
NOTE 17. NON-CURRENT LIABILITIES – EMPLOYEE BENEFITS
Long service leave
NOTE 18. EQUITY – CONTRIBUTED
Fully paid ordinary shares
18(a)
Options over ordinary shares – listed
(a) Ordinary shares
Consolidated
30 June 2018
30 June 2017
$
32,303
$
20,498
Consolidated
30 June 2018
30 June 2017
$
203,570,765
9,661,954
213,232,719
$
185,690,589
9,661,954
195,352,543
Note
30 June 2018
30 June 2017
No.
$
No.
$
At the beginning of reporting period
2,079,742,938
185,690,589
2,061,630,944
184,868,978
Shares issued during year
18(b)
889,880,270
16,968,200
-
-
Exercise of options and warrants
(Shares issued during the year)
Transaction costs relating to share
issues
18(b)
56,459,461
1,737,497
18,111,994
830,144
-
(825,521)
-
(8,533)
At reporting date
3,026,082,669
203,570,765
2,079,742,938
185,690,589
56
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 18. EQUITY – CONTRIBUTED
(b) Shares issued
2018 Details
Shares issued under Securities Purchase Agreement
Performance rights exercised
(transfer from share-based payment reserve)
Share placement
Shares issued under Securities Purchase Agreement
Number
Issue Price
263,126,800
56,459,461
326,192,381
300,561,089
946,339,731
$
0.01
0.03
0.021
0.021
2017 Details
Number
Issue Price
Performance rights exercised
(transfer from share-based payment reserve)
Options exercised
$
0.05
0.20
18,111,991
3
18,111,994
Total
$
3,806,390
1,737,497
6,850,040
6,311,770
18,705,697
Total
$
830,143
1
830,144
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in propor-
tion to the number of and amounts paid on the shares held.
The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each
share shall have one vote.
Options
Information relating to the Company’s Global Employee Share Option Plan, including details of options issued, exercised and
lapsed during the financial year and options outstanding at the end of the reporting period, is set out in note 30.
Unlisted options
Expiration Date
12 December 2018
4 August 2020
30 October 2020
7 March 2021
4 August 2025
5 November 2023
Total
Exercise Price
$0.05019
$0.0237
$0.057
$0.040
$0.025
USD 0.025
Number
147,628,500
371,445,231
793,103
1,026,272
8,475,995
197,345,100*
726,714,201
* 1 American Depository Shares (ADS) listed on NASDAQ equals 100 ordinary shares listed on ASX thus the number of warrants on issue has been grossed up
and the exercise price adjusted accordingly in the above table to be comparable.
Share buy‑back
There is no current on-market share buy-back.
Capital risk management
The consolidated entity’s objectives when managing capital are to safeguard its ability to continue as a going concern, so that
they can continue to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital
structure to reduce the cost of capital.
57
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of dividends paid to share-
holders, return capital to shareholders, issue new shares or sell assets to reduce debt.
The consolidated entity would look to raise capital when an opportunity to invest in a business or company was seen as value
adding relative to the current parent entity’s share price at the time of the investment. The consolidated entity 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.
NOTE 19. EQUITY – RESERVES AND RETAINED EARNINGS
(a) Reserves
Options issued reserve
Conversion feature of convertible note reserve
Foreign currency translation reserve
Share-based payments reserve
Movements in options issued reserve were as follows:
Opening balance and closing balance
Movements in conversion feature of convertible note reserve
Consolidated
30 June 2018
30 June 2017
$
$
19,116,205
41,431,774
1,096,368
3,229,693
64,874,040
19,116,205
41,431,774
(232,751)
2,703,347
63,018,575
19,116,205
19,116,205
Opening balance and closing balance
41,431,774
41,431,774
Movements in foreign currency translation reserve were as follows:
Opening balance
Currency translation differences arising during the year
Ending balance
Movements in share-based payments reserve were as follows:
Opening balance
Options and performance rights expensed during the year
Exercise of vested performance rights transferred to contributed equity
Ending balance
(232,751)
1,329,119
1,096,368
2,703,347
2,263,843
(1,737,497)
3,229,693
38,945
(271,696)
(232,751)
2,671,263
862,227
(830,143)
2,703,347
58
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(b) Accumulated losses
Movements in accumulated losses were as follows:
Opening balance
Net loss for the year
Ending balance
(c) Nature and purpose of reserves
Consolidated
30 June 2018
30 June 2017
$
$
(231,838,812)
(12,746,020)
(244,584,832)
(222,471,606)
(9,367,206)
(231,838,812)
(i) Options issued reserve
On 4 August 2015 warrants were granted to Ridgeback Capital Investments. 8,475,995 Warrants were granted which are ex-
ercisable at a price of $0.025 per share on or before 4 August 2025. 371,445,231 Warrants were granted which are exercis-
able at a price of $0.0237 per share on or before 4 August 2020. All warrants may be settled on a gross or net basis and the
number of warrants or exercise price may be adjusted for a pro rata issue of shares, a bonus issue or capital reorganisation.
The Warrants do not confer any rights to dividends or a right to participate in a new issue without exercising the warrant. For
further information, refer to note 15.
In December 2014, the Company issued 200,000,000 warrants at an exercise price of $0.05019 to the vendors of Immutep
S.A. The warrants issued to the vendors of Immutep S.A will expire on 12 December 2018. Each warrant is exercisable for
one ordinary share in the capital of the Company. For the year ended 30 June 2018 and 2017 no warrants were exercised by
vendors of Immutep S.A., 52,371,500 warrants were exercised by the vendors of Immutep S.A. The options held are exercis-
able at any time before its expiry date.
(ii) Conversion feature of convertible note reserve
This amount relates to the conversion feature of the convertible note issued to Ridgeback Capital Investments which has
been measured at fair value as required by AASB 2.
(iii) Foreign currency translation reserve
Exchange differences arising on translation of the foreign controlled entities are recognised in other comprehensive income
as described in note 1(d) and accumulated in a separate reserve within equity. The cumulative amount is reclassified to profit
or loss when the net investment is disposed of.
(iv) Share‑based payments reserve
The share-based payments reserve is used to recognise the grant date fair value of options and performance rights issued to
employees and other parties but not exercised. For a reconciliation of movements in the share-based payment reserves refer
to note 30.
NOTE 20. EQUITY - DIVIDENDS
There were no dividends paid or declared during the current or previous financial year.
59
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 21. KEY MANAGEMENT PERSONNEL DISCLOSURES
(a) Directors and key management personnel compensation
Short-term employee benefits
Long-term employee benefits
Post-employment benefits
Share-based payments
Consolidated
30 June 2018
30 June 2017
$
1,521,119
11,429
36,370
1,740,238
3,309,156
$
1,256,272
6,879
38,184
637,637
1,938,972
Further remuneration disclosures are set out in the audited Remuneration Report within the Directors’ Report on pages 14 to 23.
(b) Equity instrument disclosures relating to key management personnel
(i) Options provided as remuneration and shares issued on exercise of such options
Details of options provided as remuneration and shares issued on the exercise of such options, together with terms and con-
ditions of the options, can be found in the remuneration report on pages 14 to 23.
(ii) Shareholding
The numbers of shares in the Company held during the financial year by each director of and other key management per-
sonnel of the group, including their personally related parties, are set out below. There were no shares granted during the
reporting period as compensation.
2018
Ordinary shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Lucy Turnbull, AO**
Mr Albert Wong**
Ms Deanne Miller
Dr Frédéric Triebel
Total ordinary shares
Total ADR
Balance at
start of the
year
Received during the
year on exercise of
performance rights
Received during the
year on the exercise
of options
Other changes
during the
year
Balance at
end of the
year
-
6,862,744
18,271,960
45*
-
20,359,576
3,837,500
8,243,572
15,978,049
73,553,401
45
-
2,672,093
23,333,333
-
-
-
-
12,333,334
16,486,326
54,825,086
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(20,359,576)
(3,837,500)
-
9,534,837
41,605,293
45
-
-
-
(808,488)
19,768,418
-
32,464,375
(25,005,564)
103,372,923
-
45
* American Depository Receipts (ADR) traded on the NASDAQ
** At the date of resignation, the shareholding balance for Ms Lucy Turnbull and Mr Albert Wong are 20,359,576 shares and 3,837,500 shares respectively. The
changes during the year is not the actual disposal of the shares. It represents derecognition due to the fact that they ceased to be directors of the company.
60
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (iii) Option holdings
The number of options over ordinary shares in the parent entity held during the financial year by each director and other
members of key management personnel of the consolidated entity, including their personally related parties, is set out below:
2018
Options over ordinary
shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt1
Mr Grant Chamberlain
Ms Lucy Turnbull, AO
Mr Albert Wong
Ms Deanne Miller1
Dr Frédéric Triebel2
Balance at start
of the year
Granted
Exercised
Other
Changes1
Balance at end
of the year
Vested and
exercisable
Unvested
-
-
643,629
-
-
-
121,212
24,000,600
24,765,441
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
(643,629)
-
-
-
(121,212)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
24,000,600
24,000,600
(764,841)
24,000,600
24,000,600
-
-
-
-
-
-
-
-
-
1 The above options lapsed during the year ended 30 June 2018.
2 This amount represents warrants which were issued to Dr Frédéric Triebel upon the acquisition of Immutep.
(iv) Performance right holdings
The number of performance rights over ordinary shares in the parent entity held during the financial year by each director and other
members of key management personnel of the consolidated entity, including their personally related parties, is set out below:
2018
Balance at start
of the year
Granted
Exercised
Other
Changes
Balance at end
of the year
Vested and
exercisable
Unvested
Options over
ordinary shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Lucy Turnbull, AO
Mr Albert Wong
-
10,881,194
-
-
-
(2,672,093)
18,921,569
50,000,000
(23,333,333)
-
-
-
13,272,356
-
-
-
-
-
Ms Deanne Miller
7,676,471
25,000,000
(12,333,334)
Dr Frédéric Triebel
4,819,660
35,000,000
(16,486,326)
42,298,894 123,272,356
(54,825,086)
NOTE 22. REMUNERATION OF AUDITORS
-
-
-
-
-
-
-
-
-
-
8,209,101
45,588,236
13,272,356
-
-
20,343,137
23,333,334
110,746,164
-
-
-
-
-
-
-
-
-
-
8,209,101
45,588,236
13,272,356
-
-
20,343,137
23,333,334
110,746,164
During the year the following fees were paid or payable for services provided by the auditor of the parent entity, its related
practices and non-related audit firms.
Consolidated
30 June 2018
30 June 2017
PricewaterhouseCoopers Australia
Audit or review of the financial report
Other audit and assurance services in relation to
regulatory filings overseas
Total remuneration of PricewaterhouseCoopers Australia
$
258,570
-
258,570
$
234,250
200,000
434,250
61
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 23. CONTINGENT LIABILITIES
There were no other material contingent liabilities in existence at 30 June 2018 and 30 June 2017.
NOTE 24. COMMITMENTS FOR EXPENDITURE
Lease commitments - operating
Committed at the reporting date but not recognised as liabilities, payable:
Within one year
One to five years
Consolidated
30 June 2018
30 June 2017
$
117,562
21,600
139,162
$
-
-
-
Operating lease commitments includes contracted amounts for leases of premises under non-cancellable operating leases
expiring within two years. On renewal, the terms of the leases are renegotiated.
NOTE 25. RELATED PARTY TRANSACTIONS
Parent entity
Immutep Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in note 26.
Key management personnel
Disclosures relating to key management personnel are included in the Remuneration Report and note 21.
Transactions with related parties
The following transaction occurred with related parties:
In addition to Director‘s fees, Consultancy fees for post directorship
executive duties were paid to Barton Place Pty Ltd, a corporation in
which Albert Wong has a beneficial interest
Consolidated
30 June 2018
$
30 June 2017
$
49,500
-
Receivable from and payable to related parties
There were no trade receivables from or trade payables due to related parties at the reporting date.
Loans to/from related parties
There were no loans to or from related parties at the reporting date.
62
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
NOTE 26. SUBSIDIARIES
The consolidated financial statements incorporate the assets, liabilities and results of the following
subsidiaries in accordance with the accounting policy described in note 1:
Country of
incorporation
Class of
Shares
Equity holding
30 June 2018
30 June 2017
%
%
Immutep USA Inc
PRR Middle East FZLLC
Immutep GmbH
Immutep Australia Pty Ltd
Immutep IP Pty Ltd
Immutep S.A.S.
USA
UAE
Germany
Australia
Australia
France
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
Ordinary
100
100
100
100
100
100
100
100
100
100
100
100
NOTE 27. EVENTS OCCURRING AFTER THE REPORTING DATE
On 31 July 2018, the company received approval of its Investigational New Drug (“IND”) application by the U.S. Food and
Drug Administration (“FDA”) for eftilagimod alpha (“efti” or “IMP321”), a LAG-3Ig fusion protein.
On 7 August, the company announced the grant of Canadian patent no. 2,685,584 entitled “Cytotoxic anti-LAG-3 monoclonal
antibody and its use in the treatment or prevention of organ transplant rejection and autoimmune disease.”
On 21 August, the company announced that it had received a €1,221,906 cash rebate from the French Government under its
Crédit d’Impôt Recherche scheme (CIR).
NOTE 28. RECONCILIATION OF LOSS AFTER INCOME TAX TO NET CASH USED IN OPERAT-
ING ACTIVITIES
Loss after income tax expense for the year
Adjustments for:
Depreciation and amortisation
Share based payments
Changes in fair value of US investor warrant
US warrants transaction costs
Unrealised gain on exchange through the profit and loss
Net change in fair value of convertible note liability
Change in operating assets and liabilities:
(Increase) in current receivables
(Increase) in other operating assets
Increase in trade and other payables
Increase/ (Decrease) in employee benefits
(Decrease) in income tax payable
(Decrease) in deferred tax liability
Net cash used in operating activities
Consolidated
30 June 2018
30 June 2017
$
(12,746,020)
1,808,929
2,263,843
189,983
493,487
(401,557)
866,848
(1,237,978)
(247,396)
1,075,067
158,091
-
-
(7,776,703)
$
(9,367,206)
1,701,615
862,227
-
-
(218,567)
751,816
(2,025,716)
(865,245)
1,377,141
(7,120)
(21,549)
(694,194)
(8,506,798)
63
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 29. EARNINGS PER SHARE
Loss after income tax attributable to the owners of Immutep Limited
Weighted average number of ordinary shares used in calculating basic
earnings per share (EPS)
Weighted average number of ordinary shares used in calculating diluted
earnings per share (EPS)
Basic earnings per share
Diluted earnings per share
Consolidated
30 June 2018
$
(12,746,020)
Number
30 June 2017
$
(9,367,206)
(Restated)*
Number
2,608,328,140
2,284,360,994
2,608,328,140
2,284,360,994
Cents
(0.49)
(0.49)
(Restated)*
Cents
(0.41)
(0.41)
*The Group updated the 2017 EPS figure reflect the bonus shares issue arising from the capital raising in the financial year ending 30 June 2018.
Information concerning other notes and options issued:
The following table summarises the convertible notes, performance rights, listed options and unlisted options that were not in-
cluded in the calculation of weighted average number of ordinary shares because they are antidilutive for the periods presented.
30 June 2017
Unlisted options
Convertible notes
Performance rights
Non-executive director rights
30 June 2018
Number
529,369,101
797,171,907
108,964,706
21,481,457
30 June 2017
Number
531,049,969
727,075,050
33,852,075
10,881,194
-
US warrants*
*1 American Depository Shares (ADS) listed on NASDAQ equals 100 ordinary shares listed on ASX thus the number of warrants on issue has been grossed up.
197,345,100
NOTE 30. SHARE-BASED PAYMENTS
(a) Executive Incentive Plan (EIP)
Equity incentives are granted under the Executive Incentive Plan (EIP) which was approved by shareholders at the 2015
Annual General Meeting. In light of our increasing operations globally the Board reviewed the Company’s incentive arrange-
ments to ensure that it continued to retain and motivate key executives in a manner that is aligned with members’ interests.
As a result of that review, an ‘umbrella’ EIP was adopted to which eligible executives are invited to apply for the grant of per-
formance rights and/or options. Equity incentives granted in accordance with the EIP Rules are designed to provide mean-
ingful remuneration opportunities and will reflect the importance of retaining a world-class management team. The Company
endeavours to achieve simplicity and transparency in remuneration design, whilst also balancing competitive market prac-
tices in France, Germany, and Australia. The company grants Short Term Incentives (STIs) and Long Term Incentives (LTIs)
under the EIP.
Set out below are summaries of all STI and LTI performance rights granted under the EIP excluding the performance rights
issued to non-executive directors:
64
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
2018
Grant date
Fair value
Balance at
start of the
year
Granted
during the
year
Exercised
during the
year
Lapsed
during the
year
Balance at
end of the
year
Vested and
exercisable
at end of the
year
Number
Number
Number
Number
Number
Number
19 September 2014
19 September 2014
14 November 2014
14 November 2014
5 August 2015
1 October 2015
1 October 2015
7 March 2016
10 February 2017
2 August 2017
17 November 2017
28 November 2017
29 November 2017
0.044
0.044
0.038
0.040
0.047
0.060
0.061
0.041
0.035
0.020
0.024
0.023
0.023
2,757,353
919,118
9,191,177
3,063,725
14,000,001
600,000
200,000
1,486,326
1,634,375
-
-
-
-
-
-
-
-
-
-
-
-
-
(14,000,001)
-
-
(1,486,326)
(1,634,375)
-
-
-
-
3,900,000
-
50,000,000
(16,666,667)
15,000,000
-
60,000,000
(20,000,000)
33,852,075
128,900,000
(53,787,369)
-
-
-
-
-
-
-
-
-
-
-
-
-
-
2,757,353
919,118
9,191,177
3,063,725
-
600,000
200,000
-
-
3,900,000
33,333,333
-
-
-
-
-
-
-
-
-
-
-
15,000,000
15,000,000
40,000,000
-
108,964,706
15,000,000
2017
Grant date
Fair value
Balance at
start of the
year
Granted
during the
year
Exercised
during the
year
Lapsed
during the
year
Balance at end
of the year
Vested and
exercisable
at end of the
year
Number
Number
Number
Number
Number
Number
19 September 2014
19 September 2014
14 November 2014
14 November 2014
5 August 2015
1 October 2015
1 October 2015
29 December 2015
7 March 2016
10 February 2017
0.044
0.044
0.038
0.040
0.047
0.060
0.061
0.050
0.041
0.035
5,422,794
1,807,598
9,191,177
3,063,725
28,000,001
600,000
200,000
1,538,462
1,486,326
-
-
-
-
-
-
-
-
-
-
1,634,375
-
-
-
-
(14,000,000)
-
-
(1,538,462)
-
-
(2,665,441)
2,757,353
(888,480)
-
-
-
-
-
-
-
-
919,118
9,191,177
3,063,725
14,000,001
600,000
200,000
-
1,486,326
1,634,375
51,310,083
1,634,375
(15,538,462)
(3,553,921)
33,852,075
-
-
-
-
-
-
-
-
-
-
-
The fair value at grant date for short term incentive (STI) and long term incentives (LTI) performance rights are determined
using a Black-Scholes option pricing model that takes into account the exercise price, 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.
The model inputs for STI performance rights granted during the year ended 30 June 2018 included:
Grant date
2 August 2017
17 November 2017
28 November 2017
29 November 2017
Share price at grant date
Expected price volatility of
the Company’s shares
Expected dividend yield
Risk-free interest rate
$0.020
49%
Nil
1.75%
$0.024
73%
Nil
1.79%
$0.023
74%
Nil
1.88%
$0.023
74%
Nil
1.73%
65
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS The model inputs for STI performance rights granted during the year ended 30 June 2017 included:
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
Set out below are summaries of options granted under the EIP:
10 February 2017
$0.035
54%
Nil
1.80%
2018
Grant date
Expiry date
Exercise
price
Balance at
start of the
year
Granted
during the
year
Exercised
during the
year
Forfeited
during the
year
Balance at
end of the
year
Vested and
exercis-
able at end
of the year
Number
Number
Number
Number
Number
Number
23 December 2013
30 June 2018
0.0774
1,515,752
24 January 2014
30 June 2018
0.0774
165,116
Total
Weighted average
exercise price
1,680,868
-
-
-
-
-
-
(1,515,752)
(165,116)
(1,680,868)
-
-
-
-
-
-
-
2017
Grant date
Expiry date
Exercise
price
Balance at
start of the
year
Granted
during the
year
Exercised
during the
year
Forfeited
during the
year
Balance at
end of the
year
Vested and
exercisable
at end of
the year
Number
Number
Number
Number
Number
Number
23 December 2013
30 June 2018
0.0774
1,515,752
24 January 2014
30 June 2018
0.0774
165,116
Total
Weighted average
exercise price
1,680,868
0.0774
-
-
-
-
-
-
-
-
-
1,515,752
1,515,752
165,116
165,116
1,680,868
1,680,868
0.0774
Fair value of options granted
No options were granted during the year ended 30 June 2018 (2017 – Nil). The fair value at grant date is determined using
a 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.
66
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (b) Performance rights issued to non-executive directors with shareholders’ approval
At the 2017 annual general meeting, shareholders approved the issue of 13,272,356 performance rights to Mr Grant
Chamberlain in lieu of cash for his services as a non-executive director. When exercisable, each performance right is
convertible into one ordinary share. The weighted average remaining contractual life of performance rights outstanding
at the end of the period was less than 1.2 years.
Set out below are summaries of performance rights granted with shareholders’ approval
2018
Grant date
Type of
performance
right granted
Fair value
Balance at
start of the
year
Granted
during the
year
Exercised
during the
year
Lapsed
during the
year
Balance at
end of the
year
Vested and
exercisable
at end of
the year
Number
Number
Number
Number
Number
Number
14 November 2014 Director rights
0.037
857,844
25 November 2016 Director rights
0.038
10,023,350
-
-
(857,844)
(1,814,249)
17 November 2017 Director rights
0.024
-
13,272,356
-
10,881,194
13,272,356
(2,672,093)
-
-
-
-
-
8,209,101
13,272,356
21,481,457
-
-
-
-
Type of
performance
right granted
Fair value
Balance at
start of the
year
Granted
during the
year
Exercised
during the
year
Lapsed
during the
year
Balance at
end of the
year
14 November 2014 Director rights
25 November 2016 Director rights
0.037
0.038
3,431,373
-
(2,573,529)
-
10,023,350
-
Total
3,431,373
10,023,350
(2,573,529)
-
-
-
Number
Number
Number
Number
Number
857,844
10,023,350
10,881,194
Vested and
exercisable
at end of
the year
Number
-
-
-
Total
2017
Grant date
Fair value of performance rights granted
The fair value at grant date for the performance rights issued to non-executive directors with shareholders’ approval are
determined using a Black-Scholes option pricing model that takes into account the exercise price, 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.
The model inputs for STI performance rights granted during the year ended 30 June 2018 included:
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
The model inputs for STI performance rights granted during the year ended 30 June 2017 included:
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
17 November 2017
$0.024
73%
Nil
1.79%
25 November 2016
$0.037
56%
Nil
1.92%
67
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (c) Options issued to other parties
During the finnacial year ended 30 June 2016, options were issued to Ridgeback Capital Investments and Trout Group LLC
and these are exercisable at 30 June 2018.
Set out below is a summary of the options granted to both parties:
2018
Grant date
Expiry date
Exer-
cise
price
Balance at
start of the
year
Granted
during the
year
Exercised
during the
year
Forfeited
during the
year
Balance at
end of the
year
Vested and
exercisable
at end of
the year
Number
Number
Number
Number
Number
Number
31 July 2015
5 August 2020
0.0237
371,445,231
31 July 2015
5 August 2021
30 October 2015
30 October 2020
7 March 2016
7 March 2021
Total
0.025
0.057
0.040
8,475,995
793,103
1,026,272
381,740,601
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
371,445,231
371,445,231
8,475,995
8,475,995
793,103
793,103
1,026,272
1,026,272
381,740,601
381,740,601
Fair value of options granted
No options were granted during the year ended 30 June 2018 (2017 – nil). The fair value at grant date is determined using a
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.
(d) Warrants issued to US investors
In July 2017, the Company completed its first US capital raise. In this private placement, the Company agreed to issue unreg-
istered warrants to purchase up to 1,973,451 ADSs. Please refer to note 14 for more details.
(e) Expenses arising from share-based payment transactions
Total expenses arising from share-based payment transactions recognised during the period were as follows:
Employee share-based payment expense
Consolidated
30 June 2018
30 June 2017
$
2,263,843
2,263,843
$
862,227
862,227
Share-based payment transactions with employees are recognised during the period as a part of corporate and administra-
tive expenses.
68
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS NOTE 31. PARENT ENTITY INFORMATION
Set out below is the supplementary information about the parent entity.
Statement of comprehensive income
Loss after income tax
Total comprehensive income
Statement of financial position
Total current assets
Total non current assets
Total assets
Total current liabilities
Total non current liabilities
Total liabilities
Equity
-
-
-
Contributed equity
Reserves
Accumulated losses
Total equity
Parent
30 June 2018
30 June 2017
$
$
(14,687,752)
(14,687,752)
(8,526,159)
(8,526,159)
Parent
30 June 2018
30 June 2017
$
$
23,589,353
18,698,068
42,287,421
615,027
10,630,814
11,245,841
13,220,743
20,936,849
34,157,592
1,189,848
6,482,571
7,672,419
213,232,719
64,615,312
195,352,543
63,251,328
(246,806,451)
(232,118,699)
31,041,580
26,485,173
Guarantees of financial support
There are no guarantees entered into by the parent entity.
Contingent liabilities of the parent entity
Refer to note 23 for details in relation to contingent liabilities as at 30 June 2018 and 30 June 2017.
Capital commitments ‑ Property, plant and equipment
The parent entity did not have any capital commitments for property, plant and equipment at as 30 June 2018 and 30 June 2017.
69
CONTINUEDNOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS DIRECTORS’ DECLARATION
in the directors’ opinion:
(a) the financial statements and notes set out on pages 28 to 69 are in accordance with the Corporations Act 2001, including:
(i) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting
requirements; and
(ii) giving a true and fair view of the consolidated entity’s financial position as at 30 June 2018 and of its performance for
the financial year ended on that date; and
(b) there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable.
Note 1 (a) confirms that the financial statements also comply with International Financial Reporting Standards as issued by
the International Accounting Standards Board.
The directors have been given the declarations by the chief executive officer and chief financial officer required by section
295A of the Corporations Act 2001.
This declaration is made in accordance with a resolution of the directors.
On behalf of the directors
Dr Russell Howard
Chairman,
Immutep Limited
21 August 2018
70
INDEPENDENT AUDITOR’S REPORT TO
THE MEMBERS OF IMMUTEP LIMITED
Independent auditor’s report
To the members of Immutep Limited (formerly known as Prima BioMed Ltd)
Report on the audit of the financial report
Our opinion
In our opinion:
The accompanying financial report of Immutep Limited (the Company) and its controlled entities
(together the Group) is in accordance with the Corporations Act 2001, including:
(a)
giving a true and fair view of the Group's financial position as at 30 June 2018 and of its
financial performance for the year then ended
(b)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
What we have audited
The Group financial report comprises:
the consolidated balance sheet as at 30 June 2018
the consolidated statement of comprehensive income for the year then ended
the consolidated statement of changes in equity for the year then ended
the consolidated statement of cash flows for the year then ended
the notes to the consolidated financial statements, which include a summary of significant
accounting policies
the directors’ declaration.
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 believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
Independence
We are independent of the Group in accordance with the auditor independence requirements of the
Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant
to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities
in accordance with the Code.
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo, GPO BOX 2650, SYDNEY NSW 2001
T: +61 2 8266 0000, F: +61 2 8266 9999, www.pwc.com.au
Level 11, 1PSQ, 169 Macquarie Street, Parramatta NSW 2150, PO Box 1155 Parramatta NSW 2124
T: +61 2 9659 2476, F: +61 2 8266 9999, www.pwc.com.au
Liability limited by a scheme approved under Professional Standards Legislation.
Page | 71
71
Our audit approach
An audit is designed to provide reasonable assurance about whether the financial report is free from
material misstatement. Misstatements may arise due to fraud or error. They are considered material if
individually or in aggregate, they could reasonably be expected to influence the economic decisions of
users taken on the basis of the financial report.
We tailored the scope of our audit to ensure that we performed enough work to be able to give an
opinion on the financial report as a whole, taking into account the geographic and management
structure of the Group, its accounting processes and controls and the industry in which it operates.
The Group is in the biotechnology industry and is involved in research and development activities
focused on cancer immunotherapies. The Group’s corporate head office is located in Australia with
research activities undertaken predominantly in Australia, France and Germany.
Materiality
Audit scope
Key audit matters
For the purpose of our audit we used
overall Group materiality of
$600,000, which represents
approximately 5% of the Group’s
loss before tax.
We applied this threshold, together
with qualitative considerations, to
determine the scope of our audit and
the nature, timing and extent of our
audit procedures and to evaluate the
effect of misstatements on the
financial report as a whole.
We chose Group loss before tax
because, in our view, it is the
benchmark against which the
performance of the Group is most
commonly measured.
We utilised a 5% threshold based on
our professional judgement, noting
it is within the range of commonly
acceptable quantitative loss related
thresholds.
Our audit focused on where
the Group made subjective
judgements; for example,
significant accounting
estimates involving
assumptions and inherently
uncertain future events.
The accounting processes
are structured around a
Group finance function at
the corporate head office in
Sydney where our audit
procedures were
predominately performed.
Amongst other relevant
topics, we communicated the
following key audit matters to
the Audit and Risk
Committee:
Basis of preparation of the
financial report
Carrying value of
intellectual property
intangible assets
Recognition of license
revenue from milestones
achieved
Recognition of grant
income
These are further described in
the Key audit matters section
of our report.
Page | 72
72
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF IMMUTEP LIMITEDCONTINUED 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 for the current period. The key audit 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. Further, any commentary on the outcomes of a
particular audit procedure is made in that context.
Key audit matter
How our audit addressed the key audit matter
Basis of preparation of the financial report
(refer Note 1 (a) and Note 3 to the financial report)
The Group is in its research and development phase
and thus it has significant recurring operating losses
and negative cash flows from operating activities. As a
result, the Group is reliant on having sufficient cash
and cash equivalents to fund its future operations.
Assessing the appropriateness of the Group’s basis of
preparation for the financial report was a key audit
matter due to its importance to the financial report and
the judgements required by the Group in assessing
future funding and operational status, in particular
with respect to the Group forecasting future cash flows
for a period of at least 12 months from the date of the
financial report (cash flow forecasts).
In assessing the appropriateness of the Group’s going
concern basis of preparation for the financial report, we
performed the following audit procedures, amongst
others:
Evaluated the appropriateness of the Group's
assessment of its ability to continue as a going
concern, including whether the level of analysis
was appropriate given the nature of the Group,
whether the period covered by the assessment is at
least 12 months from the date of the auditor’s
report and whether relevant information of which
we are aware as a result of our audit has been
considered and included in the assessment.
Enquired of the Group as to its knowledge of
events or conditions that may cast significant
doubt on the Group's ability to continue as a going
concern.
Evaluated the Group’s plans for future actions,
including whether the outcome is likely to improve
the situation and whether they are feasible in the
circumstances.
Evaluated the reliability of the underlying data and
key assumptions used in the Group’s cash flow
forecasts for at least 12 months from the date of
signing the auditor’s report. This included:
o
o
o
comparing the timing and amount of forecast
cash expenditure on research activities to past
research activities and to Board approved
research plans for the next 12 months.
comparing the timing and amount of other
forecast expenditure cash flows to prior
period actual expenditure and to Board
approved budgets.
reading a selection of documentation and
information used by the Group to forecast the
timing and amount of income from partner
milestone receipts and research and
development grants.
Developed an understanding of which forecast
expenditure used in the Group’s cash flow forecast
Page | 73
73
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF IMMUTEP LIMITEDCONTINUED Key audit matter
How our audit addressed the key audit matter
is committed and what could be considered
discretionary to consider the Group’s ability to
manage future cash flows.
Obtained written representations from the Group
regarding their plans for future action and the
feasibility of these plans.
Considered the appropriateness of the disclosures
included in the financial report in view of the
requirements of Australian Accounting Standards.
Carrying value of intellectual property
intangible assets
We performed the following audit procedures, amongst
others:
(refer to Note 11 to the financial report)[$18.2m]
Developed an understanding on the latest status of
The Group continues to recognise intellectual property
intangible assets that were acquired in previous years.
The Group considers annually if there are any
indicators that the intellectual property intangible
assets are impaired. The main two indicators that the
Group considered were:
market capitalisation
the ongoing viability of the capitalised
intellectual property.
The Group’s assessment of indicators of impairment
was a key audit matter because the intellectual property
asset is the largest asset on the Group’s balance sheet
and because of the inherent judgements involved in
assessing whether there are indicators of impairment.
research activities utilising the intellectual
property assets. We read through publically
available information and made inquiries with the
Group to assess the adequacy of the Group’s review
of impairment indicators for intellectual property
assets.
Compared the market capitalisation of the Group
as at 20 August 2018 to the net assets of the Group
at 30 June 2018 and considered movement trends
in the Group’s market capitalisation throughout
the financial year.
Evaluated the adequacy of disclosures made by the
Group in the financial report in view of the
requirements of Australian Accounting Standards.
Recognition of license revenue from milestones
achieved
We performed the following audit procedures, amongst
others:
(Refer to the consolidated statement of comprehensive
income and to note 4 to the financial report) [$2.6m]
The Group earns license revenue from research
partners based on milestones achieved.
The recognition of license revenue was a key audit
matter because of the size of the revenue amounts and
the judgement required by the Group in assessing when
a milestone has been achieved and the appropriate
timing for revenue recognition.
Developed an understanding of each significant
agreement with research partners and the license
revenue milestone trigger points within these
agreements.
Tested all license revenue transactions during the
year to evaluate whether:
̵
̵
they were recorded as revenue in the
appropriate period based on the relevant
revenue milestone trigger points
the amounts recorded as revenue agreed to
supporting evidence, including
correspondence received from research
partners.
Page | 74
74
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF IMMUTEP LIMITEDCONTINUED Recognition of grant income
(Refer to the consolidated statement of comprehensive
income and to note 4 to the financial report) [$3.2m]
A key stream of other income earned by the Group is
grant income from governments in Australia and
overseas, including Australian Research and
Development Rebates and France’s Credit d'Impôt
Recherche grants. This income is recognised based on
operating costs that qualify for grant income.
This was a key audit matter because of the judgement
required by the Group in assessing the appropriate
grant income to recognise due to the complexity of the
rules and regulations governing what operating costs
qualify for grant income.
We performed the following audit procedures, amongst
others:
Developed an understanding of each government
body’s compliance requirements for approving
grant income and the basis used by the Group to
recognise this income.
Tested a sample of grant income transactions
during the year to assess if they were appropriately
recognised in accordance with the compliance
requirements. Testing also included agreeing the
amounts recognised to supporting evidence.
Compared the nature of the operating cost
categorisations included in the current year to the
prior year.
Tested a sample of the eligible operating costs used
to calculate the grant income to the expenditure
recorded in the general ledger.
Tested the Group’s supporting calculations for
accrued receivables for grant income. This
included comparing the accrued receivables to
previously approved grant income.
Other information
The directors are responsible for the other information. The other information comprises the
information included in the annual report for the year ended 30 June 2018, including the Corporate
Directory, Chairman's Letter, Review of Operations, Directors' Report and Shareholder Information,
but does not include the financial report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not
express any form of assurance conclusion thereon.
In connection with our audit of the financial report, our responsibility is to read the other information
identified above and, in doing so, consider whether the other information is materially inconsistent
with the financial report or our knowledge obtained in the audit, or otherwise appears to be materially
misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this
other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
Page | 75
75
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF IMMUTEP LIMITEDCONTINUED In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free
from material misstatement, whether due to fraud or error, and to issue an auditor’s report that
includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an
audit conducted in accordance with the Australian Auditing Standards will always detect a material
misstatement when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence the economic
decisions of users taken on the basis of the financial report.
A further description of our responsibilities for the audit of the financial report is located at the
Auditing and Assurance Standards Board website at:
http://www.auasb.gov.au/auditors_responsibilities/ar1.pdf. This description forms part of our
auditor's report.
Report on the remuneration report
Our opinion on the remuneration report
We have audited the remuneration report included in pages 13 to 22 of the Directors’ Report for the
year ended 30 June 2018.
In our opinion, the remuneration report of Immutep Limited for the year ended 30 June 2018
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.
PricewaterhouseCoopers
Eddie Wilkie
Partner
7676
Sydney
21 August 2018
Page | 76
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF IMMUTEP LIMITEDCONTINUED INDEPENDENT AUDITOR’S REPORT TO
THE MEMBERS OF IMMUTEP LIMITED
The shareholder information set out below was applicable as at 15 August 2018.
There are a total of 3,026,082,669 ordinary fully paid shares on issue held by 11,022 holders.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Total
Holding less than a marketable parcel
Number of holders of ordinary shares
420
1,417
1,332
5,225
2,628
11,022
3,732
77
SHAREHOLDER INFORMATION
Equity security holders
Twenty largest quoted equity security holders
The names of the twenty largest security holders of quoted equity securities are listed below:
Top 20 holders of ordinary shares
Ordinary shares held
Number held
% of total sharesIssued
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
NATIONAL NOMINEES LIMITED
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
MARC VOIGT
J P MORGAN NOMINEES AUSTRALIA LIMITED
FREDERIC TRIEBEL
MS LUCY TURNBULL
MR THOMAS TSCHEREPKO
KOHEN ENTERPRISES PTY LTD
BNP PARIBAS NOMINEES PTY LTD
MRS DEANNE MILLER
MACENROCK PTY LTD
MR HAI TAO ZHANG & MRS MIAO MIAO GUO
LINCOLN PARK CAPITAL FUND LLC
INFINITIS SARL
PANTAI INVESTMENTS PTY LTD
AUSTRALIAN GOOD FOOD GUIDE PUBLISHING PTY LTD
CITICORP NOMINEES PTY LIMITED
PETER MEYERS
IRPAC PTY LTD
Unquoted equity securities
Options and warrants issued under the Immutep Limited
Warrants over NASDAQ listed American Depository Shares
Performance Rights
Convertible Notes
870,411,977
198,064,110
118,162,612
41,047,794
33,544,902
32,464,375
29,239,338
23,000,000
21,736,286
21,318,108
19,054,132
18,942,000
12,723,422
11,904,762
11,461,819
10,000,000
10,000,000
9,719,377
9,534,837
9,039,786
28.764
6.545
3.905
1.356
1.109
1.073
0.966
0.760
0.718
0.704
0.630
0.626
0.420
0.393
0.379
0.330
0.330
0.321
0.315
0.299
1,511,369,637
49.943
Number on issue
Number of holders
529,369,101
197,345,100*
130,446,163
13,750,828
14
5
8
1
*1 American Depository Shares (ADS) listed on NASDAQ equals 100 ordinary shares listed on ASX thus the number of warrants on issue has been
grossed up.
78
SHAREHOLDER INFORMATION
Substantial holders
Substantial holders in the company are set out below:
Substantial holder
Ordinary shares held
Number held
% of total shares Issued
National Nominees Ltd ACF Australian Ethical Investment Limited
202,380,952*
6.69
*Number of shareholdings as at 14 March 2018, when Australian Ethical Investment Limited became a substantial holder
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.
Options
No voting rights.
Performance rights
No voting rights
79
SHAREHOLDER INFORMATIONCONTINUED
Immutep Limited
Level 12, 95 Pitt Street, Sydney, NSW 2000
Telephone: + 61 (0) 2 8315 7003
Facsimile: + 61 (0) 2 8569 1880
www.immutep.com
ABN: 90 009 237 889