Annual Report
2021
Year ended 30 June 2021
Reporting period:
Previous corresponding period: Year ended 30 June 2020
ABN 90 009 237 889
Annual Report 2021
Immutep Limited
Corporate Directory
Directors
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)
Company Secretaries
Ms Deanne Miller
Ms Indira Naidu
Registered office & principal place of business
Level 12
95 Pitt Street
Sydney NSW 2000
+61 2 8315 7003
Share Registry
Boardroom Pty Ltd
Grosvenor Place
Level 12, 225 George Street
Sydney, NSW 2000
+61 2 9290 9600
Auditor
PricewaterhouseCoopers
One International Towers Sydney, Watermans Quay
Barangaroo, NSW 2000
Banker
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 Global Market (NASDAQ code: IMMP)
Website
www.immutep.com
b
Annual Report 2021 Immutep Limited
Table of Contents
Chairman’s Letter ................................................................................................................................................................................................................................ 2
Review of Operations and Activities .......................................................................................................................................................................................... 4
Directors’ Report ..................................................................................................................................................................................................................................11
Auditor’s Independence Declaration ..................................................................................................................................................................................... 28
Corporate Governance Statement ...........................................................................................................................................................................................29
Consolidated Statement of Comprehensive Income ......................................................................................................................................................31
Consolidated Balance Sheet .......................................................................................................................................................................................................32
Consolidated Statement of Changes in Equity ..................................................................................................................................................................33
Consolidated Statement of Cash Flows ................................................................................................................................................................................34
Notes to the Consolidated Financial Statements .............................................................................................................................................................35
Directors’ Declaration ......................................................................................................................................................................................................................74
Independent Auditor’s Report ....................................................................................................................................................................................................75
Shareholder Information ................................................................................................................................................................................................................ 81
1
Chairman’s Letter
Immutep is transforming into a
late-stage biotech as it continues
to progress efti towards the path
to registration.
From TACTI-002, our Phase II study in non-small cell
lung cancer and head and neck squamous cell carcinoma
(HNSCC), we reported positive interim results showing
the combination therapy of efti and KEYTRUDA®
(pembrolizumab), an anti-PD-1 inhibitor, delivers a very
favourable overall response rate, as well as other positive
results and a good safety profile.
Lastly, we reported encouraging final results from the
Phase I INSIGHT-004 study where promising activity
signals were demonstrated in patients with different solid
tumours from the combination of efti and BAVENCIO
(avelumab), a monoclonal antibody. In both TACTI-002 and
INSIGHT-004, some deep and durable responses were
seen in patients who typically do not respond to immune
checkpoint therapy, giving us hope that efti is able to turn
“cold” tumours to “hot” tumours where the immune system
switches back on to fight the cancer.
Our clinical results have proven their strength in attracting
and deepening partnerships with large pharmaceutical
companies which share our excitement about the potential
of LAG-3. Immutep formed a second collaboration with
MSD this year for a new Phase IIb trial in HNSCC, called
TACTI-003, which evaluates efti in combination with
pembrolizumab. Similarly, we are collaborating again
with Merck KGaA for the new INSIGHT-005 Phase I/
IIa clinical study to evaluate efti in combination with
bintrafusp alfa, an investigational bifunctional fusion
protein immunotherapy being jointly developed by Merck
KGaA and GlaxoSmithKline. Additionally, we entered into
a new licence and collaboration agreement with LabCorp
to support their development of immuno-oncology
products or services. These new collaborations build
on our ongoing partnerships with GSK, Novartis, EOC
Pharma and CYTLIMIC.
Dear Fellow Shareholder:
I’m delighted to present Immutep’s annual report for the
financial year 2021.
Immutep is a global leader in the development of LAG-3
immunotherapeutic products for cancer and autoimmune
disease, two large and growing markets where new
therapies are urgently needed for patients. The year
has seen us report exciting clinical results, deepen our
partnerships with large pharmaceutical partners and
expand our trial pipeline considerably.
We have also witnessed the validation of the LAG-3
immune control mechanism in our industry this year.
Specifically, the interaction between LAG-3 and the MHC
class II (its main ligand) was validated as a therapeutic
mechanism for regulating the body’s immune system to
fight cancer by a major pharmaceutical company when it
announced encouraging Phase III trial results.
Today Immutep is positioned to lead this promising LAG-3
therapeutic space, having more LAG-3 programs under
development than any other biotech or pharma. We
have four product candidates based on LAG-3. First, our
lead product candidate, eftilagimod alpha (efti), is now
advancing to late-stage clinical development for cancer
treatment. Two other clinical candidates are exclusively
worldwide licensed to our pharmaceutical partners,
Novartis and GSK. A fourth candidate, IMP761, is in pre-
clinical development for autoimmune disease. Importantly,
all these products have different mechanisms of action, so
each represents an independent risk and efficacy profile for
clinical development and regulatory approval.
Throughout the year, Immutep has reported encouraging
results from its clinical trials of efti which have been
selected for presentation at leading scientific conferences
across the globe. Our most advanced clinical trial is
AIPAC, a Phase IIb study. which reported encouraging
survival data in metastatic breast cancer patients
when efti was administered in combination with the
chemotherapy agent, paclitaxel.
2
Annual Report 2021 Immutep Limited Chairman’s Letter
continued
The continued strength of our efti results in multiple
cancer settings and in many different strategic therapeutic
combinations has also given us confidence to commence
the planning of a Phase III trial in metastatic breast cancer.
Not only does this planned late-stage study strengthen our
position for business development discussions, but, if the
results are positive, it will also provide us with registration
data to submit to the relevant competent authorities.
Our efti pipeline has also been expanded with other new
trials, including the first triple combination therapy of efti,
chemotherapy and anti-PD-1 therapy.
We have begun to scale up the manufacturing process for
efti to produce the greater quantities of efti needed for our
larger trials and for potential commercialisation. The major
scale up steps are taking place throughout calendar year
2021 and are progressing well.
We undertook two financings during the past twelve
months and were delighted to be supported by multiple
new and existing institutional investors from Australia and
offshore. In November 2020, Immutep successfully raised
A$29.6 million via a placement and then in June 2021, we
conducted a two-tranche placement and share purchase
plan which raised a total of A$67.2 million, with tranche two
completed following approval by shareholders at an EGM
in July 2021.
As well as supporting our ongoing efti trials, the funds
raised enable us to significantly expand our clinical
development and manufacturing programs and to
advance our pre-clinical program in autoimmune disease.
Importantly, the financings expand our programs and also
extend our cash runway to the end of calendar year 2023.
On behalf of the Board, I would like to thank our loyal
shareholders who have supported Immutep as it stepped
onto the world stage this year as the leading LAG-3 pure-
play biotech company. I am proud of the work that the
management team has accomplished over the years to
bring us to this point and am equally excited about what
lies ahead.
Immutep is transforming into a late-stage biotech as it
continues to progress efti towards the path to registration
whilst also strengthening its business development
position. Our AIPAC trial is on track to report final data in
the second half of calendar year 2021 and we expect to
report further interim results from TACTI-002 in calendar
year 2021 or early calendar year 2022 and initial interim
results from TACTI-003 in calendar year 2022.
We look forward to reporting our progress to you as we
enter this exciting phase.
Yours sincerely,
Dr. Russell Howard
Chairman
Immutep Limited
30 August 2021
3
Review of Operations
and Activities
The financial year 2021 was very
important for Immutep as the LAG-3
field and our operations made major
advancements.
PRINCIPAL ACTIVITIES
Immutep is a globally active biotechnology company that is
a leader in the development of LAG-3 immunotherapeutic
products for cancer and autoimmune disease. It is
dedicated to leveraging its technology and expertise to
discover and develop novel immunotherapies, and to
partner with leading organisations to bring innovative
treatment options to market for patients.
Immutep has four product candidates based on the LAG-
3 immune control mechanism in development, all with
different mechanisms of action. Its lead in-house product
candidate is eftilagimod alpha (“efti” or “IMP321”), a soluble
LAG-3Ig fusion protein, which is in later-stage clinical
development for the treatment of cancer.
Immutep has a second in-house product candidate
(IMP761) which is in pre-clinical development for the
treatment of autoimmune disease, and two clinical
programs that are fully licensed to major pharmaceutical
partners.
Immutep is listed on the Australian Securities Exchange
(IMM), and on the NASDAQ (IMMP) in the United States.
REVIEW OF OPERATIONS
The financial year 2021 was very important for Immutep
as the LAG-3 field made major advancements and as
Immutep prepared for the expansion of its pipeline of
efti trials to become a late-stage biotech. The Company
continued to report encouraging efficacy results for efti
in multiple clinical trials including AIPAC (Phase IIb),
TACTI-002 (Phase II) and INSIGHT-004 (Phase I).
Efti is showing promise as a therapy to boost the body’s
immune response against cancer cells and continues to be
safe and well tolerated, giving the Company confidence to
advance it into registrational trials.
4
During the year, Immutep embarked on new clinical trials
of efti and announced new collaborations with leading
pharmaceutical companies and academic institutions. The
Company’s new trials are TACTI-003 (Phase IIb) which is
being conducted under a second collaboration agreement
with pharmaceutical partner, Merck & Co., Inc., Kenilworth,
NJ, USA (known as “MSD” outside the United States
and Canada), INSIGHT-005 (Phase I/IIa) under a new
collaboration with Merck KGaA, and INSIGHT-003 (Phase
I). The INSIGHT-003 and INSIGHT-005 trials are part of
the Investigator-Initiated Trial (“IIT”) INSIGHT clinical trial
platform.
During the financial year, Immutep also announced new
or continuing collaborations with Monash University and
Cardiff University.
In preparation for 2,000L scale manufacturing and
potential registration, Immutep commenced the scale
up of GMP manufacturing for efti. It also strengthened
its intellectual property position for its technologies, with
new patents being granted for efti, IMP761 and leramilimab
(otherwise known as LAG525, licensed to Novartis) during
the financial year.
With the support of new and existing shareholders,
Immutep completed two financings during the financial
year. In November 2020 Immutep successfully raised
A$29.6 million via a placement which was supported by
institutional investors in Australia and offshore.
Later in June 2021, the Company conducted a two-tranche
placement and share purchase plan which raised a total
of A$67.2 million. Tranche two completed in July 2021
following approval by shareholders at an EGM. Multiple
existing institutional shareholders from Australia and
offshore participated in this placement, including new
substantial shareholder, Fidelity International.
The funds are supporting Immutep’s ongoing and planned
immuno-oncology clinical development programs, its pre-
clinical program in autoimmune disease and for general
working capital purposes. The financings have significantly
improved Immutep’s financial flexibility and extended its
cash runway to the end of calendar year 2023.
Annual Report 2021 Immutep Limited Review of Operations
and Activities
continued
Clinical Trials with Eftilagimod Alpha
AIPAC - Phase IIb
AIPAC evaluates efti in combination with paclitaxel,
a standard of care chemotherapy, as a chemo-
immunotherapy combination. The trial is a randomised,
double blinded, placebo-controlled clinical study with 227
evaluated HR+/HER2- metastatic breast cancer patients
and is taking place across more than 30 clinical trial sites in
Germany, UK, France, Hungary, Belgium, Poland, and the
Netherlands. The combination therapy aims to boost the
body’s immune response against tumour cells compared
to chemotherapy plus placebo.
Immutep reported first overall survival (OS) data from
approximately 60% of events in December 2020. The
results were selected for a spotlight presentation at the
San Antonio Breast Cancer Symposium 2020. The study
reported a promising and improving overall trend in OS
with a median survival benefit of +2.7 months from efti plus
chemotherapy (“efti group”), compared to chemotherapy
plus placebo (“placebo group”). In addition, a statistically
significant OS benefit was observed in the efti group in
key pre-defined patient groups:
– in patients under 65 years of age, a +7.1 month survival
benefit was observed in the efti group which reported
a median OS of 21.9 months vs. 14.8 months in the
placebo group, reflecting nearly 50% longer survival;
and
– in patients with a low starting monocyte count, a +9.4
month survival benefit was observed in the efti group,
with a median OS of 22.4 months vs. 12.9 months in the
placebo group, nearly 75% longer.
The trial is on track to report final OS data in H2 of calendar
year 2021.
AIPAC trial which reported encouraging interim results
in key patient subgroup populations during the financial
year. Planning for the Phase III trial has commenced and
Immutep will announce further details in FY22.
TACTI-002 (also designated KEYNOTE-798) - Phase II
TACTI-002 is Immutep’s Phase II study evaluating the
combination of efti with KEYTRUDA® (pembrolizumab)
in up to 183 patients with non-small cell lung cancer
(NSCLC) in 1st and 2nd line (Parts A and B, respectively)
and 2nd line head and neck squamous cell carcinoma
(HNSCC) (Part C). The study is taking place at different
clinical sites across Australia, Europe, the UK and US. It is
being conducted in collaboration with MSD and is called
KEYNOTE-798 by MSD.
Immutep continued to report consistently encouraging
interim results from TACTI-002 during the financial year
at world-leading conferences, including the ESMO Virtual
Congress 2020 in September 2020, the Society for
Immunotherapy of Cancer (SITC) 35th Anniversary 2020
Annual Meeting in November 2020 and the American
Society of Clinical Oncology’s (ASCO) 2021 Annual
Meeting in June 2021.
At ASCO 2021, Immutep reported the combination
therapy of efti and pembrolizumab showed a very
favourable overall response rate (ORR) together with
very encouraging duration and depth of response in 1st
line NSCLC (Part A) and 2nd line HNSCC (Part C). In 1st
line NSCLC, the Overall Response Rate (ORR) was 41.7%
on an intention-to-treat basis as assessed by blinded
independent central review. This included 2 Complete
Responses (CRs) where patients reported complete
disappearance of tumour lesions. In 2nd line HNSCC,
the ORR was 29.7% on an intention-to-treat basis and
included 5 CRs (13.5%).
New Registrational Trial - Phase III
In June 2021, Immutep announced plans to conduct a new
Phase III clinical trial evaluating efti in combination with
paclitaxel chemotherapy in patients with metastatic breast
cancer. The study will be based on Immutep’s Phase IIb
Tumor responses were seen in all PD-L1 subgroups,
including in low PD-L1 expressing patients which are
typically less responsive to anti-PD-1 therapy. Importantly,
the combination therapy continues to be safe and well
tolerated.
5
Review of Operations
and Activities
continued
Based on the encouraging results reported at ESMO and
SITC in 2020, Immutep began plans for its new TACTI-003
Phase IIb trial (detailed below). In addition, Immutep and
its partner MSD also expanded the TACTI-002 study to
include a further 74 additional patients with 1st line NSCLC,
creating a Stage 3 for Part A.
Recruitment is currently tracking well for the additional
74 1st line NSCLC patients for the expansion of Part A, with
43 patients already enrolled. Immutep expects to report
further interim data for TACTI-002 in calendar year 2021
or early calendar year 2022.
TACTI-003 - Phase IIb
Robust data reported from Immutep’s TACTI-002 study
in 2nd line HNSCC patients provided a compelling basis
for Immutep to pursue additional clinical development of
efti in HNSCC.
In November 2020, the Company announced plans for
a new study in the commercially more relevant 1st line
recurrent or metastatic HNSCC setting. The new trial,
called TACTI-003, is a randomised, controlled Phase IIb
clinical study in up to 154 patients and marks Immutep’s
second collaboration with MSD to evaluate KEYTRUDA®
(pembrolizumab) in combination with efti.
Immutep received Fast Track designation in 1st line
recurrent or metastatic HNSCC from the United States
Food and Drug Administration (FDA) in April 2021, opening
up the potential for expedited development and review.
Following the close of the financial year, Immutep
completed the necessary regulatory steps with the US FDA
and obtained institutional review board approval in the US
to commence the TACTI-003 trial.
Institute of Clinical Cancer Research (IKF) INSIGHT
Clinical Trial Platform
INSIGHT is an investigator-initiated clinical trial platform
investigating efti in different combination treatments.
INSIGHT consists of 5 different arms from stratums A to E.
INSIGHT-004 (Stratum D) - in collaboration with Merck
KGaA & Pfizer:
IKF presented encouraging final data from the Phase I
INSIGHT-004 arm (stratum D) at the ASCO 2021 Annual
Meeting. Promising activity signals were reported from
patients treated with the combination of efti and Bavencio®
(avelumab), with a response rate of 41.7% in patients with
different solid tumours. In addition, deep and durable
responses were seen in patients with low or no PD-L1
expression and in indications such as gastroesophageal
and cervical cancer which typically do not respond to
immune checkpoint therapy. Importantly, the combination
therapy showed a good safety profile.
6
INSIGHT-004 was conducted under Immutep’s
collaboration with Merck KGaA, Darmstadt, Germany,
and Pfizer Inc., which are co-developing and co-
commercialising avelumab.
INSIGHT-003 (Stratum C) - first triple combination
therapy study with efti:
INSIGHT-003 is a new Phase I study of efti and the first
evaluating this candidate as part of a triple combination
therapy consisting of efti, chemotherapy and anti-PD-1
therapy in up to 20 patients with various solid tumours.
All regulatory and ethical approvals have been received
to commence the study and the first patient was enrolled
and safely dosed following the year end in August 2021.
First interim results are expected in 2022. Final results are
expected to inform a potential Phase II study evaluating the
triple combination therapy, potentially in NSCLC.
INSIGHT-005 (Stratum E) - new study in collaboration
with Merck KGaA:
In June 2021, Immutep signed a collaboration and supply
agreement with Merck KGaA, Darmstadt, Germany
for a new study called INSIGHT-005 to evaluate efti
in combination with bintrafusp alfa, an investigational
bifunctional fusion protein immunotherapy being
jointly developed by Merck, Darmstadt, Germany, and
GlaxoSmithKline. The study is a multi-centre, open-
labelled Phase I/IIa trial in 12 previously treated patients
with different solid tumours. The first patient is expected
to be enrolled in H2 of calendar year 2021.
EOC Pharma - Phase II (China)
EOC Pharma (EOC) is Immutep’s partner and licensee
for efti in Greater China. In December 2020, Immutep
announced that EOC had plans to commence a new Phase
II clinical trial evaluating efti (designated as EOC202 in
China) in combination with chemotherapy in metastatic
breast cancer patients in China. This announcement
followed Immutep’s announcement of encouraging
first OS data from its Phase IIb AIPAC study which was
presented at the San Antonio Breast Cancer Symposium
in December 2020.
The new Phase II study will be fully funded by EOC Pharma
who sponsored the completed Phase I bridging study in
Mainland China.
EOC Pharma has also recently completed 2000L scale up
manufacturing steps and demonstrated its comparability
to be used in the further clinical trials and New Drug
Application enabling activities in China.
Annual Report 2021 Immutep Limited Review of Operations
and Activities
continued
CYTLIMIC - Phase I
CYTLIMIC is developing a therapeutic cancer vaccine
in collaboration with Immutep. The vaccine, known as
CYT001, comprises (a) peptide antigens selected using
an AI-based peptide binding prediction technology
developed by NEC Corporation and (b) a synergistic
combination adjuvant of efti and Hiltonol (Poly-ICLC).
During the financial year, CYTLIMIC completed a Phase
I study (YCP02) evaluating CYT001 in 20 patients with
resectable hepatocellular carcinoma (HCC). In addition,
a Phase I trial (CRESCENT1) evaluating 6 patients with
advanced HCC is being conducted in collaboration with
Chiba University and remains ongoing.
CYTLIMIC also continued to take steps to protect aspects
of the vaccine formulation with patents being obtained in
the United States, Europe and China.
EAT COVID - Phase II
EAT COVID is an investigator-initiated Phase II clinical trial
being conducted in the Czech Republic by the University
Hospital Pilsen, which is the sponsor of the trial and has full
control and responsibility for running and funding it. The
study is evaluating efti in up to 110 hospitalised patients
with COVID-19.
In January 2021, safety data reported by the University
Hospital Pilsen from the first six patients were reviewed
by an independent Data and Safety Monitoring Board. All
six patients (age range, 50-83 years; 2 women and 4 men)
received the three planned 10 mg efti injections and were
since discharged from hospital with no adverse events
reported.
The safety data prompted the Hospital to initiate enrolment
for the randomised portion of the study which is ongoing.
The first cohort of the randomised stage has not been fully
recruited yet. Currently 11/26 patients for this cohort have
been recruited. While there were many COVID-19 cases in
the Czech Republic earlier this year, the University Hospital
Pilsen (which is the only site where recruitment for this trial
is taking place) was overwhelmed and focused on the most
severe cases. Now recruitment at this site has slowed due
to declining COVID-19 patient numbers and increasing
vaccination rates in the Czech Republic.
As the study is randomized and blinded we do not possess
new data at this point in time, but will update the market as
soon as we become aware of those from the investigator.
Eftilagimod Alpha Manufacturing
Throughout the financial year, Immutep and its
manufacturing partner WuXi Biologics have been scaling
up efti’s GMP manufacturing in preparation for potential
commercial manufacturing and registration. The aim is to
increase the manufacturing process from 200L to 2,000L
capacity bioreactors. A number of the major scale up steps
were completed in FY 2021 with several steps scheduled to
take place in the remainder of calendar year 2021.
Preclinical Research & Development
IMP761
IMP761 is Immutep’s immunosuppressive agonist antibody
to LAG-3 which aims to treat the causes of autoimmune
disease, such as inflammatory bowel disease, rheumatoid
arthritis, and multiple sclerosis, rather than merely treat the
symptoms. Immutep is continuing GMP manufacturing
preparations for IMP761 for planned pre-clinical evaluations
of the product candidate ahead of clinical trials. Cell line
development has been completed and preparations for
GMP manufacturing have begun.
Cardiff University
Immutep has advanced the discovery and development of
a potential new generation of small molecule anti-LAG-3
therapies under its collaboration project with Cardiff
University, commenced in 2019. The project aims to make
an oral LAG-3 treatment available to cancer patients and
at a lower cost compared with the current anti-LAG-3
antibodies being developed by several other companies.
Monash University
Providing a further three years of funding, Immutep and
its research partner, Monash University, were awarded a
A$671,427 grant under the Australian Research Council’s
(ARC) Linkage Project for the research collaboration into
Lymphocyte Activation Gene-3 (LAG-3) in August 2020.
The collaboration commenced in 2017 and investigates the
structure of LAG-3 and how it binds to its main ligand, MHC
Class II. The renewed funding will allow investigation into
the way LAG-3 controls T cell function and may ultimately
lead to the development of a new generation of innovative
medicines for the treatment of cancer, autoimmune
disease, or infectious disease.
7
Review of Operations
and Activities
continued
Licensed Programs
Novartis - IMP701 - Phase II
Novartis is Immutep’s partner for the development of
Ieramilimab (Novartis code: LAG525), a humanised LAG-3
antagonist antibody derived from Immutep’s IMP701
antibody. Leramilimab is being evaluated in five ongoing
trials in multiple cancer indications and in a total of more
than 1,000 patients. Data was presented by Novartis at
SITC in November 2020.
GlaxoSmithKline (GSK) - IMP731 - Phase I
GSK is Immutep’s partner for GSK2831781, a LAG-3
depleting antibody derived from Immutep’s IMP731
antibody. In January 2021, GSK stopped its Phase II clinical
trial evaluating GSK2831781 in 242 ulcerative colitis patients
following a planned assessment of interim clinical data and
in consultation with the trial’s Data Review Committee.
GSK is conducting further reporting, assessment and
analyses of the efficacy and safety data and evaluating
the biology to determine next steps for the GSK2831781
development program.
GSK2831781 was previously successfully clinically
evaluated in a Phase I study in patients with psoriasis which
showed preliminary evidence of clinical efficacy. GSK
also completed a Phase I study in 36 healthy Japanese
and Caucasian volunteers in 2019. GSK2831781 continues
to be under an exclusive license with GSK.
LabCorp
In October 2020, Immutep entered into a Licence and
Collaboration Agreement with Laboratory Corporation
of America Holdings, known as LabCorp (NYSE: LH)
to support the development of immuno-oncology
products or services. Immutep was selected by LabCorp
for its in-depth LAG-3 expertise and knowledge.
The Company received an upfront fee, with further
commercial milestones and service payments to come.
LabCorp co-authored with Bristol Myers Squibb an
abstract released in March 2021 on the distribution and
prevalence of LAG-3 expression in samples of melanoma
and gastric/gastroesophageal junction cancer for the
American Association for Cancer Research (AACR)
Annual Meeting 2021.
8
Intellectual Property
Immutep has continued its active intellectual property
protection program for its technologies throughout the
financial year, with 9 new patents being granted for efti,
IMP761 and leramilimab.
Immutep was granted a new patent from the United States
Patent & Trademark Office (USPTO) to protect combined
preparations comprising efti and a PD-1 pathway inhibitor,
specifically either pembrolizumab (as being evaluated
in TACTI-002) or nivolumab. The USPTO later granted
a divisional patent, building on the protection provided
by the parent patent. A similar divisional patent was also
granted by the European Patent Office (EPO) during the
financial year.
The USPTO and Chinese Patent Office each granted
a new patent drawn to efti in combination with certain
chemotherapies, building on corresponding Australian,
European and Japanese patents.
The EPO granted a new patent protecting Immutep’s pre-
clinical product candidate, IMP761, and also to the use of
IMP761 in the treatment of T-cell mediated inflammatory
and autoimmune diseases.
The USPTO and the Australian Patent Office each granted
a new patent drawn to embodiments of leramilimab. These
new patents build on the corresponding US, European
and Japanese patents granted in previous years. The
European Patent Office also granted a patent directed to
combination therapy with leramilimab. These patents are
drawn to embodiments of leramilimab and are co-owned
by Immutep SAS and Novartis AG.
Financial Performance
Licensing revenue was nil in FY 2021 compared to
A$7.49 million in FY 2020. In FY 2020 the Company
received licensing revenue as a licensing partner achieved
a predetermined milestone, which triggered a payment
to Immutep. No such milestones were recognised
during FY 2021.
The research material sales increased from A$280K in
FY 2020 to A$313K in FY 2021.
In April 2021, Immutep received a cash rebate of A$1.16
million from the Australian Federal Government’s R&D
tax incentive program, which was provided mainly in
respect of expenditure incurred on eligible research and
development activities conducted in FY 2020 for the
TACTI-mel and TACTI-002 trials. In addition, Immutep has
recognised approximately A$986K in grant income from
the Australian Federal Government’s R&D tax incentive
program for FY 2021.
Annual Report 2021 Immutep Limited Review of Operations
and Activities
continued
The Company’s French subsidiary recognised A$3.41
million of grant income from the French Crédit d’Impôt
Recherche scheme for expenditure incurred on eligible
research and development activities conducted in
calendar year 2020 and A$998K for the first half of
calendar year 2021.
Interest income decreased from A$200K in FY 2020 to
A$105K in FY 2021. The decrease was mainly due to the
decrease in weighted average interest rates. Total revenue
and other income decreased from A$16.50 million in
FY 2020 to A$3.97 million in FY 2021.
Research and development and intellectual property
expenses decreased from A$22.47 million in FY 2020
to A$17.24 million in FY 2021. This decrease was mainly
attributable to the significant decrease of clinical trial
costs related to the completion of the TACTI-mel trial and
the winding down of the AIPAC trial as all patients have
completed the treatment and moved into the follow-up
phase.
Whilst clinical trial costs related to AIPAC are expected
to decline further given the trial is being finalised, costs
related to TACTI-002 are expected to rise further with the
expansion announced in November 2020, which includes
an additional 74 patients with 1st line non-small cell lung
cancer (NSCLC).
Clinical trial costs related to TACTI-003 are also expected
to increase significantly in FY 2022 due to the planned
progress of the clinical trial.
Corporate administrative expenses for FY 2021 were
A$6.28 million compared to A$6.34 million for FY 2020.
The loss after tax for FY 2021 of A$29,902,624 was
significantly higher compared to A$13,468,232 for FY
2020. This increase was mainly attributable to a decrease
in licensing revenues as well as an increase in non-cash
changes in the fair value of financial liabilities.
In FY 2021, the Company recognised a non-cash loss of
$8.66m from the net change in fair value of warrants due to
the share price increase, whilst in FY 2020 a gain of $2.21m
in the net change in fair value of warrants was recognised.
Removing the impact of this non-cash item results in a
loss after tax for FY 2021 of ~$21.24M.
Outlook
Over the financial year, the LAG-3 immunotherapy space
saw major advancements, particularly the announcement
of Phase III data in 1st line melanoma (RELATIVITY-047) by
Bristol Myers Squibb which provided significant validation
of the LAG-3 - MHC class II immune control mechanism.
Besides PD-1 and CTLA-4, LAG-3 is now considered to be
the third major immune checkpoint.
Against this exciting backdrop, efti is being advanced in
many different trials, including newly announced trials,
and across multiple different cancer settings. Immutep has
the support of its large pharma collaboration partners for
much of this work, including MSD, Merck Germany, and
Pfizer. These studies will generate further value creating
data in the new financial year, de-risking efti and supporting
Immutep’s business development efforts.
With patients now being dosed for newly announced
trials and planning underway for the new Phase III study
in metastatic breast cancer, we are already making good
progress in the potentially transformative 2022 financial
year. The Company is progressing the manufacturing scale
up steps to reach commercial quantities of efti and expects
to provide further updates on regulatory engagements
with the FDA and EMA throughout the year. Finally,
Immutep’s financial position is now the strongest it has ever
been, providing the Company with the financial means
to continue to play a key role in the rapidly emerging and
exciting LAG-3 space.
On behalf of the Board and management team of Immutep,
we thank you for your continued support and look forward
to updating you with more data results in the months
ahead.
Sincerely,
Mr Marc Voigt
CEO and Executive Director
Immutep Limited
30 August 2021
9
Financial
Report
FY21
for the year ended 30 June 2021
10
Directors’ 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 2021.
Directors
The following persons were directors of Immutep Limited
during the whole of the financial year and up to the date of
this report:
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)
Principal activities
Immutep is a globally active biotechnology company
that is a leader in the development of LAG-3 related
immunotherapeutic products for cancer and autoimmune
disease. It is dedicated to leveraging its technology and
expertise to discover and develop novel immunotherapies,
and to partner with leading organisations to bring innovative
treatment options to market for patients.
Its lead product candidate is eftilagimod alpha (“efti” or
“IMP321”), a soluble LAG-3Ig fusion protein based on the
LAG-3 immune control mechanism, which is in clinical
development for the treatment of cancer. Immutep has two
other clinical candidates (IMP701 and IMP731) that are fully
licensed to major pharmaceutical partners, and a fourth
candidate (IMP761) which is in pre-clinical development for
autoimmune disease. Immutep is listed on the Australian
Securities Exchange (IMM), and on the NASDAQ (IMMP)
in the United States.
Dividends
There were no dividends paid or declared during the
current or previous financial year.
Review of operations
The loss after tax for the consolidated entity amounted to
$29,902,624 (30 June 2020: loss after tax of $13,468,232).
The basic earnings per share for financial year 2021 is loss
of 5.03 cents per share (30 Jun 2020: loss of 3.26 cents
per share adjusted for bonus element in relation to capital
raise in FY2021).
Immutep’s operations continued with limited disruption as a
result of the COVID-19 pandemic, with the Group focusing
on protecting the health of patients recruited into its clinical
trials and its employees.
The Group is continuously monitoring the impact of
COVID-19 on its operations and on the carrying value
of certain assets. The Group has worked closely with
the regulators and clinical trial sites and implemented
measures to safeguard our patients and employees. The
Group developed a comprehensive response strategy
including establishing cross-functional response teams
and implementing business continuity plans to manage
the impact of the pandemic on our employees, patients,
and our business. The Group managed to address these
challenges without a material impact on its clinical program
and financial performance for the year.
Patient recruitment was already well underway for the
TACTI-002 and finished for INSIGHT-004 in April 2020
and the Group’s largest trial, AIPAC, was fully recruited
when the COVID-19 pandemic was declared. However, the
extent to which the COVID-19 pandemic may impact the
Group’s business moving forward will depend on future
developments, which are highly uncertain and cannot be
predicted at this time. The Group will continue to assess
the impact on every level. Further detail is contained in
the Review of Operations and Activities on page 4.
Significant changes in the state of affairs
During the financial year, the Company had successfully
conducted two capital raisings in Australia, raising a total
of approximately $96.8 million. The first capital raise was
completed in November 2020, raising $29.6m from a
placement offer.
Later in June 2021, the Company conducted the second
capital raising which involved a two-tranche placement and
a share purchase plan which raised a total of A$67.2 million.
Tranche two of the placement was completed in July 2021
following approval by shareholders at an EGM.
The proceeds from the capital raisings will drive
development of Immutep’s immuno-oncology and
autoimmune programs including its lead product candidate,
eftilagimod alpha. The capital raisings during the financial
year have strengthened the Group’s balance sheet ahead
of a number of key clinical data value inflection points
thus extending the Group’s cash reach to end of 2023
calendar year.
There were no other significant changes in the state
of affairs of the Group during the financial year.
11
Directors’ Report
continued
Matters subsequent to the end of the financial
year
The capital raising conducted in June 2021 (Two-Tranche
Placement) included:
–
–
–
Tranche 1 placement of 26.4m shares
Tranche 2 placement of 89.0m shares
Share Purchase Plan (SPP) offer to eligible shareholders
At the Annual General Meeting (AGM) on 26 July 2021, the
Shareholders of the Company:
–
–
ratified Tranche 1 Shares (26.4m shares) which were
issued on 28 June 2021.
approved the issue of Tranche 2 shares (89.0m shares)
which were issued to Shareholders on 30 July 2021.
The SPP shares (13.8m shares) were issued on 23 July 2021.
No other matter or circumstance has arisen since
30 June 2021, that has significantly affected the Group’s
operations, results, or state of affairs, or may do so in
future years.
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 and Activities on page 4. 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
Immutep’s activities in respect of the conduct of preclinical
and clinical trials and the manufacturing of drugs are
undertaken in accordance with applicable environment
and human safety regulations in each of the jurisdictions in
which the Company has operations. The Company is not
aware of any matter that requires disclosure with respect
to any significant regulations in respect of its operating
activities and believes that there have been no issues of
non-compliance during the period.
The consolidated entity is not subject to any significant
environmental regulation under Australian Commonwealth
or State law.
Information on directors
Dr Russell Howard - Non-Executive Chairman
Qualifications
PhD
Experience and expertise
Date of appointment
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
12
Dr. Russell Howard is an Australian scientist, executive manager, and entrepreneur.
He was a pioneer in molecular parasitology and commercialisation of “DNA Shuffling”.
He is an inventor of 9 patents and has over 140 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 GlaxoWellcome,
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 NovoNutrients Inc. (formerly
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
None
Chair of Remuneration Committee and Member of Audit and Risk Committee
Annual Report 2021 Immutep Limited
Directors’ Report
continued
Mr Pete Meyers - Non-Executive Director and Deputy Chairman
Qualifications
Experience and expertise
Date of appointment
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
BS, MBA
Pete Meyers is the Chief Financial Officer of Slayback Pharma LLC. Prior to joining
Slayback, Mr. Meyers served in Chief Financial Officer roles at Eagle Pharmaceuticals,
Inc., Motif BioSciences Inc. and TetraLogic Pharmaceuticals Corporation. 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., and serves on the Board of Directors of East End Hospice, Inc.
He earned a Bachelor of Science degree in Finance from Boston College and a Master of
Business Administration 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
Mr Marc Voigt - Executive Director & Chief Executive Officer (CEO)
Qualifications
Experience and expertise
MBA
Marc has more than 21 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, specialising 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. Since 2001,
Marc has been a judge and coach in BPW, Germany’s largest regional start-up initiative.
Date of appointment
9 July 2014
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
None
None
None
13
Directors’ Report
continued
Mr Grant Chamberlain - Non-Executive Director
Qualifications
Experience and expertise
LLB (Hons), BCom
Mr Chamberlain is a partner of One Ventures, one of Australia’s leading venture
capital firms. Prior to joining OneVentures in 2017 Mr. Chamberlain was Head of
Mergers & Acquisitions and Financial Sponsors Australia at Bank of America Merrill
Lynch. Prior to joining Bank of America Merrill Lynch in 2013, Mr Chamberlain held
senior positions at Nomura Australia and Deutsche Bank. He has over 20 years’
experience in investment banking and advised on many of the largest mergers and
acquisitions transactions in Australia during that time. He began his career as a
corporate lawyer at Freehill Hollingdale & Page. Mr Chamberlain earned a Bachelor of
Laws with Honors and a Bachelor of Commerce from the University of Melbourne.
Date of appointment
21 August 2017
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
None
None
Member of the Audit and Risk Committee and Remuneration Committee
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 2021, and the number of meetings attended by each director were:
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Full Board
Remuneration
Committee
Audit and
Risk Committee
Attended
Held
Attended
Held
Attended
Held
5
5
5
5
5
5
5
5
1
–
–
1
1
1
–
1
2
2
–
2
2
2
–
2
Held: represents the number of meetings held during the time the director held office or was a member of the relevant
committee.
14
Annual Report 2021 Immutep Limited Directors’ Report
continued
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, Associate 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 the Company 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 S.A., he was Professor in Immunology at Paris University. While
working at Institut Gustave Roussy (IGR), a large cancer centre 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
developed several research programs in immunogenetics and immunotherapy, leading to 144 publications and 16 patents.
15
Directors’ Report
continued
Remuneration report (Audited)
The Directors are pleased to present the 2021 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
Position
Dr Russell Howard
Non – Executive Chairman
Mr Pete Meyers
Mr Marc Voigt
Non – Executive Director and Deputy Chairman
Executive Director & Chief Executive Officer
Mr Grant Chamberlain
Non – Executive Director
Key management personnel
Ms Deanne Miller
Chief Operating Officer, General Counsel & Company Secretary
Dr Frédéric Triebel
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
remuneration levels of executive directors and other key management personnel
the over-arching executive remuneration framework and operation of the incentive plan, and
key performance indicators (KPI) and performance hurdles for the executive team.
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.
Non-Executive Directors’ fees
Non-executive directors’ remuneration are determined within an aggregate directors’ fee pool limit, which is periodically
recommended for approval by shareholders. The maximum currently stands at $500,000 per annum and was approved by
shareholders 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 4th 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
continuous service conditions. Non-Executive Directors do not receive performance-based bonuses and prior shareholder
approval is required to participate in any issue of equity.
16
Annual Report 2021 Immutep Limited Directors’ Report
continued
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 marketplaces,
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
–
–
short-term performance incentives, and
long-term 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
competitive 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
development 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 and business development
activities in a manner that aligns the executive’s performance pay with value creation for shareholders.
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
milestone 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 2018 Annual
General Meeting. In light of our global operations the Board adopted the Company’s incentive arrangements to ensure that it
continues to retain and motivate key executives in a manner that is aligned with shareholders’ interests. The Company’s ‘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 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 practices in the United States, France, Germany, and Australia.
17
Directors’ Report
continued
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
transferred 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
continuing employment and lapse upon resignation, redundancy or termination, or failure to achieve the specified
performance vesting 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 2020 Annual General Meeting
At the Company’s 2020 AGM 96.97% “yes” votes were cast in favour on the poll for the resolution on its remuneration
report for the 2020 financial year. The Company addressed specific feedback at the AGM or throughout the year on
its remuneration practices.
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
responsibility for planning, directing, and controlling the major activities of the consolidated entity) are set out in the following tables.
Short-term Benefits
Post-
Employment
Benefits
Long-term
Benefits
Cash
bonus
$
Non
Monetary
$
Superannuation/
Retirement
benefits
$
Long
service
leave
$
Share-based Payments
Executive
Performance
Rights
$
Non-
executive
Performance
Rights
$
Total
$
30-Jun-21
Dr R Howard
Mr P Meyers
Mr G Chamberlain
Salary
and fees
$
82,192
–
–
–
–
–
–
–
–
7,808
–
–
–
–
–
–
–
–
–
–
53,4521
143,452
113,5082
113,508
164,9483
164,948
437,8854
–
994,587
Mr M Voigt
408,593**
123,942
24,167#
Other Key
Management
Personnel
Dr F Triebel
Ms D Miller
271,522*
–
163,620#
118,270
–
305,2185
225,500***
100,000
–
30,923
9,059
203,4795
–
–
858,630
568,961
987,807
223,942
187,787
157,001
9,059
946,582
331,908 2,844,086
*
**
***
#
The cash salary for Dr Triebel remains the same as FY 2020. The variances are from the foreign currency translation.
The cash salary for Mr Voigt increased by EUR 12.5k p.a. effective January 2021.
The cash salary for Ms Miller increased by AUD 11k p.a. effective January 2021.
Non-monetary benefits include compulsory employer funded social security contributions ($24,167 for Mr M Voigt and $163,620 for
Dr F Triebel) which are paid directly by the Company to Government authorities in line with French and German regulations.
18
Annual Report 2021 Immutep Limited
Directors’ Report
continued
1
2
3
4
5
Dr Russell Howard was issued 1,000,000 performance rights to vest over 4 tranches in accordance with shareholder approval received
at the AGM on 16 November 2018. The 1,000,000 performance rights were granted in lieu of additional cash to compensate Dr Howard
for his additional responsibilities due to his elevation to the role of Chairman following the retirement of the previous Chairman from the
date of the 2017 AGM. As explained in the Appendix 3Y for Dr Howard released to ASX on 22 December 2017 and the 2018 AGM notice of
meeting, the total number of performance rights proposed by the Company was calculated based on 4 years of director’s fees at $60,000
p.a. divided by $0.24 (being the 5 day VWAP up to and including 15 December 2017). However, the fair value of Dr Howard’s performance
rights for the purposes of this financial report reflects the prevailing share price as at the date of shareholder approval of his performance
rights, in accordance with the applicable accounting standards.
The first tranche of 250,000 performance rights vested on 1 December 2018 (being for continued service from 18 November 2017 to
17 November 2018). The second tranche of 250,000 performance rights vested on 1 December 2019 (being for continued service from
18 November 2018 to 17 November 2019). The third tranche of 250,000 performance rights vested on 1 December 2020 (being for
continued service from 18 November 2019 to 17 November 2020). The final 250,000 rights will vest on 1 December 2021 (being continued
service from 18 November 2020 to 17 November 2021).
Mr Pete Meyers was issued 1,002,335 performance rights to vest over 4 tranches 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. As indicated in the 2016 AGM notice of meeting,
the number of performance rights was calculated based on 3.67 years of directors’ fees at $105,000 p.a. divided by $0.384 (being the
5-day VWAP up to and including 9 September 2016). However, the fair value of his performance rights reflects the prevailing share price
as at the date of shareholder approval. The first tranche of 181,425 performance rights vested on 1 October 2017 (being for service from
1 February 2017 to 30 September 2017). The second tranche of 273,636 performance rights vested on 1 October 2018 (being for service
from 1 October 2017 to 30 September 2018). The third tranche of 273,637 performance rights vested on 1 October 2019 (being for service
from 1 October 2018 to 30 September 2019). The final 273,637 performance rights vested on 1 October 2020 (being for service from
1 October 2019 to 30 September 2020).
On 2 December 2019, Mr Pete Meyers was issued 1,500,000 performance rights to vest over 3 tranches in lieu of cash for his services as a
non-executive director, in accordance with shareholder approval received at the AGM on 1 November 2019. As indicated in the 2019 AGM
notice of meeting, the number of performance rights was calculated based on 3 years of directors’ fees at $105,000 p.a. divided by $0.21
(being the closing share price on 14 August 2019). However, the fair value of his performance rights reflects the prevailing share price as at
the date of shareholder approval.
The first tranche of 500,000 performance rights (Post share consolidation) will vest on 1 October 2021 (being for service from 1 October
2020 to 30 September 2021). The second tranche of 500,000 performance rights due to vest on 1 October 2022 (being for service from
1 October 2021 to 30 September 2022). The third tranche of 500,000 performance rights due to vest 1 October 2023 (being for service
from 1 October 2022 to 30 September 2023).
Mr G Chamberlain was issued 1,327,236 performance rights to vest over 3 tranches in lieu of cash for his services as a non-executive
director, in accordance with shareholder approval received at the AGM on 17 November 2017. As indicated in the 2017 AGM notice of
meeting, the number of performance rights was calculated based on 3.12 years of directors’ fees at $90,000 p.a. divided by $0.2111 (being
the 5-day VWAP up to and including 21 August 2017). However, the fair value of the performance rights reflects the prevailing share price
as at the date of shareholder approval. The first tranche of 473,929 performance rights vested on 1 October 2018 (being for service from
21 August 2017 to 30 September 2018). The second tranche of 426,653 performance rights vested on 1 October 2019 (being for service
from 1 October 2018 to 30 September 2019). The third tranche of 426,654 performance rights vested on 1 October 2020 (being for service
from 1 October 2019 to 30 September 2020).
On 6 November 2020, Mr Grant Chamberlain was issued 1,350,000 performance rights to vest over 3 tranches in lieu of cash for his
services as a non-executive director, in accordance with shareholder approval received at the AGM on 27 October 2020. As indicated in
the 2020 AGM notice of meeting, the number of performance rights was calculated based on 3 years of directors’ fees at $90,000 p.a.
divided by $0.20 (being the closing share price on 18 August 2020). However, the fair value of his performance rights reflects the prevailing
share price as at the date of shareholder approval.
The first tranche of 450,000 performance rights will vest on 1 October 2021 (being for service from 1 October 2020 to 30 September
2021). The second tranche of 450,000 performance rights due to vest on 1 October 2022 (being for service from 1 October 2021 to
30 September 2022). The third tranche of 450,000 performance rights due to vest 1 October 2023 (being for service from 1 October 2022
to 30 September 2023).
On 2 December 2019, Mr Marc Voigt was issued 3,600,000 performance rights to vest over 3 tranches, in accordance with shareholder
approval received at the AGM on 1 November 2019. One-third vested on 1 October 2020; One-third is due to vest on 1 October 2021 and
One-third is due to vest on 1 October 2022. 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
contract. For vesting details of the other Performance Rights please refer to Section D on Share-based compensation below.
On 3 October 2019, Ms Deanne and Dr F Triebel were issued 1,800,000 and 2,700,000 performance rights respectively under the
Executive Incentive Plan (EIP). The vesting date for the Performance Rights issued to Ms D Miller and Dr F Triebel during the year are as
follows: One-third vested on 1 October 2020 to Ms D Miller and Dr F Triebel; One -third is due to vest on 1 October 2021 to Ms D Miller and
Dr F Triebel and one-third is due to vest on 1 October 2022 to 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 accelerated vesting according
to agreed terms in each person’s contract. For vesting details of the other Performance Rights please refer to Section D on Share-based
compensation below.
19
Directors’ Report
continued
Short-term Benefits
Post-
Employment
Benefits
Long-term
Benefits
Share-based
Payments
Cash bonus
$
Non
Monetary
$
Super-
annuation
$
Long service
leave
$
Executive
Performance
Rights*
$
Non-
executive
Performance
Rights***
$
Total
$
–
–
–
–
–
–
60,7251
150,725
187,0462
187,046
45,0503
45,050
– 469,8304,5
–
949,658
30-Jun-20
Dr R Howard
Mr P Meyers
Mr G Chamberlain
Salary
and fees
$
82,192
–
–
–
–
–
–
–
–
Mr M Voigt
411,418**
45,000
23,410#
Other Key
Management
Personnel
Dr F Triebel
Ms D Miller
7,808
–
–
–
–
279,123**
–
113,697#
–
325,3134,6
220,000
30,000
–
23,750
6,367
219,5454,6
–
–
718,133
499,662
992,733
75,000
137,107
31,558
6,367
1,014,688
292,821 2,550,274
All number of performance rights and exercising price have been adjusted for the 10 to 1 share consolidation in November 2019.
*
The remuneration recognised for Executive and Non-executive performance rights is measured in accordance with AASB 2 Share Based
payments at the historical grant date fair value. If the amounts were measured at the 30 June share price, the amounts disclosed would be
$152,269 for Non-Executive Performance Rights and $600,009 for Executive Performance Rights.
**
#
The cash salary for both Mr Voigt and Dr Triebel remains the same as FY 2019. The variances are from the foreign currency translation.
Prior year non-monetary benefits in the remuneration report have been adjusted in the current year to include compulsory employer
funded social security contributions ($23,410 for Mr M Voigt and $113,697 for Dr F Triebel), which have been deemed to be Employee
benefits under accounting standards.
***
The Non-Executive Director’s Non-Monetary short-term benefits that relate to share based payments are now classified under
“Share-Based Payments, Non-Executive Performance Rights”, accordingly the comparative figures have been reclassified.
Dr Russell Howard was issued 1,000,000 performance rights to vest over 4 tranches in accordance with shareholder approval received
at the AGM on 16 November 2018. The 1,000,000 performance rights were granted in lieu of additional cash to compensate Dr Howard
for his additional responsibilities due to his elevation to the role of Chairman following the retirement of the previous Chairman from
the date of the 2017 AGM. As explained in the Appendix 3Y for Dr Howard released to ASX on 22 December 2017 and the 2018 AGM
notice of meeting, the total number of performance rights proposed by the Company was calculated based on 4 years of director’s fees
at $60,000 p.a. divided by $0.24 (being the 5 day VWAP up to and including 15 December 2017). However, the fair value of Dr Howard’s
performance rights for the purposes of this financial report reflects the prevailing share price as at the date of shareholder approval of his
performance rights, in accordance with the applicable accounting standards.
The first tranche of 250,000 performance rights vested on 1 December 2018 (being for continued service from 18 November 2017 to
17 November 2018). The second tranche of 250,000 performance rights vested on 1 December 2019 (being for continued service from
18 November 2018 to 17 November 2019). The third tranche of 250,000 performance rights vested on 1 December 2020 (being for
continued service from 18 November 2019 to 17 November 2020). The final 250,000 rights will vest on 1 December 2021 (being continued
service from 18 November 2020 to 17 November 2021).
Mr Pete Meyers was issued 1,002,335 performance rights to vest over 4 tranches 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. As indicated in the 2016 AGM notice of meeting,
the number of performance rights was calculated based on 3.67 years of directors’ fees at $105,000 p.a. divided by $0.384 (being the
5-day VWAP up to and including 9 September 2016). However, the fair value of his performance rights reflects the prevailing share price
as at the date of shareholder approval. The first tranche of 181,425 performance rights vested on 1 October 2017 (being for service from
1 February 2017 to 30 September 2017). The second tranche of 273,636 performance rights vested on 1 October 2018 (being for service
from 1 October 2017 to 30 September 2018). The third tranche of 273,637 performance rights vested on 1 October 2019 (being for service
from 1 October 2018 to 30 September 2019). The final 273,637 vested on 1 October 2020 (being for service from 1 October 2019 to
30 September 2020).
On 2 December 2019, Mr Pete Meyers was issued 1,500,000 performance rights to vest over 3 tranches in lieu of cash for his services as
a non-executive director, in accordance with shareholder approval received at the AGM on 1 November 2019. As indicated in the 2019
AGM notice of meeting, the number of performance rights was calculated based on 3 years of directors’ fees at $105,000 p.a. divided by
$0.21 (being the closing share price on 14 August 2019). However, the fair value of his performance rights reflects the prevailing share price
as at the date of shareholder approval.
The first tranche of 500,000 performance rights (Post share consolidation) will vest on 1 October 2021 (being for service from 1 October
2020 to 30 September 2021). The second tranche of 500,000 performance rights due to vest on 1 October 2022 (being for service from
1 October 2021 to 30 September 2022). The third tranche of 500,000 performance rights due to vest 1 October 2023 (being for service
from 1 October 2022 to 30 September 2023).
1
2
20
Annual Report 2021 Immutep Limited
Directors’ Report
continued
3
4
5
6
Mr G Chamberlain was issued 1,327,236 performance rights to vest over 3 tranches in lieu of cash for his services as a non-executive
director, in accordance with shareholder approval received at the AGM on 17 November 2017. As indicated in the 2017 AGM notice of
meeting, the number of performance rights was calculated based on 3.12 years of directors’ fees at $90,000 p.a. divided by $0.2111
(being the 5-day VWAP up to and including 21 August 2017). However, the fair value of the performance rights reflects the prevailing share
price as at the date of shareholder approval.
The first tranche of 473,929 performance rights vested on 1 October 2018 (being for service from 21 August 2017 to 30 September 2018).
The second tranche of 426,653 performance rights vested on 1 October 2019 (being for service from 1 October 2018 to 30 September 2019).
The third tranche of 426,654 performance rights vested on 1 October 2020 (being for service from 1 October 2019 to 30 September 2020).
Vesting dates for the Performance Rights issued to Mr M Voigt, Ms D Miller, and Dr F Triebel on 4 December 2017 were as follows:
One-third vested on 1 December 2017 to Mr M Voigt, Ms D Miller, and Dr F Triebel; One-third vested on 1 December 2018 to Mr M Voigt,
Ms D Miller, and Dr F Triebel; One-third vested on 1 December 2019 to Mr M Voigt, Ms D Miller, and Dr F Triebel.
On 2 December 2019, Mr Marc Voigt was issued 3,600,000 performance rights to vest over 3 tranches, in accordance with shareholder
approval received at the AGM on 1 November 2019. One-third vested on 1 October 2020; One-third is due to vest on 1 October 2021 and
One-third is due to vest on 1 October 2022. 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
contract. For vesting details of the other Performance Rights please refer to Section D on Share-based compensation below.
On 3 October 2019, Ms Deanne and Dr F Triebel were issued 1,800,000 and 2,700,000 performance rights respectively under the
Executive Incentive Plan (EIP).
The vesting date for the Performance Rights issued to Ms D Miller and Dr F Triebel during the year are as follows:
–
–
–
1/3 vested on 1 October 2020.
1/3 are due to vest on 1 October 2021.
1/3 are due to vest on 1 October 2022.
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 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
2021
2020
2021
2020
2021
2020
Fixed remuneration
At risk – STI
At risk – LTI
Non-Executive directors
Dr R Howard
Mr Pete Meyers
Mr Grant Chamberlain
Executive directors
Mr M Voigt
100%
100%
100%
100%
100%
100%
–
–
–
44%
46%
12%
Other Key Management Personnel
Dr F Triebel
Ms D Miller
51%
47%
55%
49%
–
17%
–
–
–
5%
–
6%
–
–
–
–
–
–
44%
49%
49%
36%
45%
45%
21
Directors’ Report
continued
C. Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service agreements.
The service 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 16, 17, and 18 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 2021.
Mr Marc Voigt - Executive Director & CEO
Agreement commenced:
9 July 2014
Details
The initial term was for a period of 3 years. This term was subsequently extended for
a further 3 years and extended again for an additional term that will expire on 9 July
2026, unless terminated earlier by either party in accordance with the Agreement.
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 unexpired part of that notice period.
Base salary
EUR 262,500
Ms Deanne Miller - Chief Operating Officer, General Counsel & Company Secretary
Agreement commenced:
17 October 2012
Details
The agreement can be terminated with 6 months’ notice.
The termination terms are payment of base salary in lieu of notice period.
Base salary
AUD 231,000
Dr Frédéric Triebel - Chief Scientific Officer & Chief Medical Officer
Agreement commenced:
12 December 2014
Details
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
EUR 170,040
Under the cash bonus scheme approved by the Board of directors in February 2020, Mr Marc Voigt, Dr Frederic Triebel
and Ms Deanne Miller are each entitled to a cash bonus of A$300,000 conditional on meeting predetermined KPIs
that are designed to support our corporate strategy to develop product candidates to sell, license or partner with large
pharmaceutical companies at key value inflection points or on a change of control. As at 30 June 2021, no obligation has
arisen for recognition.
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 2021. During the year 3,650,291 performance rights and options were exercised and converted into ordinary shares.
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.
22
Annual Report 2021 Immutep Limited Directors’ Report
continued
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. All performance rights movement and fair value in the table are shown
on post share consolidation basis.
Grant date *
25 Nov 16(b)
25 Nov 16(b)
17 Nov 17(b)
17 Nov 17(b)
17 Nov 17(b)
29 Nov 17(a)
16 Nov 18(b)
16 Nov 18(b)
16 Nov 18(b)
3 Oct 19(b)
3 Oct 19(b)
3 Oct 19(b)
1 November 19(b)
1 November 19(b)
1 November 19(b)
1 November 19(b)
1 November 19(b)
1 November 19(b)
27 October 20 (b)
27 October 20 (b)
27 October 20 (b)
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 2021
Fixed short-term benefits
1 Oct 19
273,637
Fixed short-term benefits
1 Oct 20
273,637
LTI – Tranche 3
LTI – Tranche 4
LTI – Tranche 7
LTI – Tranche 7
LTI – Tranche 2
1 Oct 19
426,653
1 Oct 20
426,654
1 Dec 19
1,666,667
1 Dec 19
2,000,001
1 Dec 19
250,000
LTI – Tranche 3
1 Dec 20
250,000
LTI – Tranche 4
1 Dec 21
250,000
LTI – Tranche 1
1 Oct 2020
1,500,000
LTI – Tranche 2
1 Oct 2021
1,500,000
LTI – Tranche 3
1 Oct 2022
1,500,000
LTI – Tranche 1
1 Oct 2021
500,000
LTI – Tranche 2
1 Oct 2022
500,000
LTI – Tranche 3
1 Oct 2023
500,000
LTI – Tranche 1
1 Oct 2020
1,200,000
LTI – Tranche 2
1 Oct 2021
1,200,000
LTI – Tranche 3
1 Oct 2022
1,200,000
LTI – Tranche 1
1 Oct 2021
450,000
LTI – Tranche 2
1 Oct 2022
450,000
LTI – Tranche 3
1 Oct 2023
450,000
0.380
0.380
0.240
0.240
0.240
0.230
0.390
0.390
0.390
0.260
0.260
0.260
0.280
0.280
0.280
0.280
0.280
0.280
0.255
0.255
0.255
100
100
100
100
100
100
100
100
–
100
–
–
–
–
–
100
–
–
–
–
–
Performance hurdles based on individual KPIs have been set for performance rights granted.
(a)
(b) 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.
On 5 November 2019, there was a 10 to 1 share consolidation. All performance rights and fair value in the table above have therefore been
adjusted accordingly.
**
Details of bonuses and share-based compensation
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.
23
Directors’ Report
continued
For each cash bonus and grant of performance rights included in the tables on pages 18 to 23, 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.
Cash bonus
Share-based compensation benefits (performance rights)
For-
feited
%
Paid
%
Year
granted
No Granted
(A)
Value of
rights at
grant date
$
Vested
%
Number
of rights
vested/
exercised
during the
year
(A)
Value of
rights at
exercise
date******
$
For-
feited
%
Financial years
in which rights
may vest
Name
Mr R Howard
Mr P Meyers
–
–
–
–
2018*
1,000,000 390,000
75% 250,000
97,500
2017**
1,002,335
370,864
100%
273,637
64,305
Mr P Meyers
2019*****
1,500,000 420,000
–
–
–
Mr G Chamberlain
–
–
2017***
1,327,236
278,719
100%
426,653
100,264
Mr G Chamberlain
2020****
1,350,000
344,249
–
–
–
Mr M Voigt
100%
– 2019***** 3,600,000 1,008,000
33% 1,200,000 282,000
Mr F Triebel
–
– 2019***** 2,700,000 702,000
33% 900,000
211,500
Ms D Miller
100%
– 2019*****
1,800,000 468,000
33% 600,000
141,000
–
–
–
–
–
–
–
–
2019, 2020,
2021 & 2022
2018, 2019,
2020 & 2021
2022, 2023 &
2024
2019, 2020 &
2021
2022, 2023 &
2024
2021, 2022 &
2023
2021, 2022 &
2023
2021, 2022 &
2023
Dr Russell Howard was issued 1,000,000 performance rights in lieu of cash for his services as a non-executive director, in accordance with
shareholder approval received at the AGM on 16 November 2018.
The first tranche of 250,000 performance rights vested on 1 December 2018 (being for continued service from 18 November 2017 to
17 November 2018).
The second tranche of 250,000 performance rights vested on 1 December 2019 (being for continued service from 18 November 2018
to 17 November 2019). The third tranche of 250,000 performance rights vested on 1 December 2020 (being for continued service from
18 November 2019 to 17 November 2020).
The final 250,000 rights will vest on 1 December 2021 (being continued service from 18 November 2020 to 17 November 2021).
Mr Pete Meyers was issued 1,002,335 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 181,425 performance rights vested on 1 October 2017 (being for service from 1 February 2017 to 30 September 2017).
The second tranche of 273,636 performance rights vested on 1 October 2018 (being for service from 1 October 2017 to 30 September 2018).
The third tranche of 273,637 performance rights vested 1 October 2019 (being for service from 1 October 2018 to 30 September 2019).
The final 273,637 vested on 1 October 2020 (being for service from 1 October 2019 to 30 September 2020).
On 2 December 2019, Mr Pete Meyers was issued 1,500,000 performance rights to vest over 3 tranches in lieu of cash for his services as a
non-executive director, in accordance with shareholder approval received at the AGM on 1 November 2019. As indicated in the 2019 AGM
notice of meeting, the number of performance rights was calculated based on 3 years of directors’ fees at $105,000 p.a. divided by $0.21
(being the closing share price on 14 August 2019). However, the fair value of his performance rights reflects the prevailing share price as at
the date of shareholder approval.
Mr Grant Chamberlain was issued 1,327,236 performance rights in lieu of cash for his services as a non-executive director, in accordance
with shareholder approval received at the AGM on 17 November 2017.
The first tranche of 473,929 performance rights vested on 1 October 2018 (being for service from 21 August 2017 to 30 September 2018).
The second tranche of 426,653 performance rights vested on 1 October 2019 (being for service from 1 October 2018 to 30 September 2019).
The third tranche of 426,654 performance rights vested on 1 October 2020 (being for service from 1 October 2019 to 30 September 2020).
On 6 November 2020, Mr Grant Chamberlain was issued 1,350,000 performance rights to vest over 3 tranches in lieu of cash for his
services as a non-executive director, in accordance with shareholder approval received at the AGM on 27 October 2020. As indicated in
the 2020 AGM notice of meeting, the number of performance rights was calculated based on 3 years of directors’ fees at $90,000 p.a.
divided by $0.20 (being the closing share price on 18 August 2020). However, the fair value of his performance rights reflects the prevailing
share price as at the date of shareholder approval.
The first tranche of 450,000 performance rights will vest on 1 October 2021 (being for service from 1 October 2020 to 30 September 2021). The
second tranche of 450,000 performance rights due to vest on 1 October 2022 (being for service from 1 October 2021 to 30 September 2022).
The third tranche of 450,000 performance rights due to vest 1 October 2023 (being for service from 1 October 2022 to 30 September 2023).
*
**
***
****
24
Annual Report 2021 Immutep Limited
Directors’ Report
continued
***** Performance rights were granted under the EIP. Long-term incentive performance rights vest in three tranches as follows:
1/3 vested on 1 October 2020
1/3 are due to vest on 1 October 2021
1/3 are due to vest on 1 October 2022
–
–
–
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 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 intrinsic value of the performance rights at that date.
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
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) Option holdings
There were no options holdings held and no movements during the financial year ended 30 June 2021.
(ii) Performance Rights holdings
Balance at
start of the
year
Granted
Exercised
Other
Changes
Balance at
end of the
year
Vested and
exercisable
Unvested
2021
Performance rights
over ordinary shares
Dr Russell Howard
500,000
Mr Pete Meyers
1,773,637
Mr Marc Voigt
3,600,000
–
–
–
(250,000)
(273,637)
(1,200,000)
Mr Grant
Chamberlain
426,654
1,350,000
(426,654)
Ms Deanne Miller
1,800,000
Dr Frédéric Triebel
2,700,000
–
–
(600,000)
(900,000)
10,800,291
1,350,000
(3,650,291)
(iii) Ordinary Share holdings
–
–
–
–
–
–
–
250,000
1,500,000
2,400,000
1,350,000
1,200,000
1,800,000
8,500,000
–
–
–
–
–
–
–
250,000
1,500,000
2,400,000
1,350,000
1,200,000
1,800,000
8,500,000
2021
Ordinary shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Deanne Miller
Dr Frédéric Triebel
Total ordinary shares
ADRs
Mr Marc Voigt
Total ADR
This concludes the remuneration report, which has been audited.
Received
during the
year on
exercise of
performance
rights
Received
during the
year on the
exercise of
options
Balance at
start of the
year
Other
changes
during the
year
Balance at
end of the
year
500,000
250,000
1500,758
273,637
7,647,445
1,200,000
1,301,369
426,654
3,003,892
600,000
5,953,764
900,000
19,907,228
3,650,291
45
45
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
750,000
1,774,395
8,847,445
1,728,023
(640,000)
2,963,892
–
6,853,764
(640,000)
22,917,519
–
–
45
45
25
Directors’ Report
continued
Shares under option
Unissued ordinary shares of Immutep Limited under option at the date of this report are as follows:
Date options granted
5 August 2015
4 July 2017
Expiration Date
4 August 2025
5 January 2023
Exercise Price
Number**
Listed/
Unlisted
Options
$0.248
847,600
Unlisted
US$0.249*
2,065,070*
Unlisted
2,912,670
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 10 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.
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
Committee, 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.
During the financial year 2021 and 2020, no fee was paid or payable for non-audit services provided by the auditor of the
parent entity, its related practices and non-related audit firms.
26
Annual Report 2021 Immutep Limited Directors’ Report
continued
Auditor’s independence declaration
A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on
page 28.
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
30 August 2021
27
Auditor’s Independence Declaration
Auditor’s Independence Declaration
As lead auditor for the audit of Immutep Limited for the year ended 30 June 2021, 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.
Caroline Mara
Partner
PricewaterhouseCoopers
Sydney
30 August 2021
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo NSW 2000, 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.
28
Annual Report 2021 Immutep Limited
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 – 4th edition (the Principles). A copy of the company’s Corporate Governance
Statement is available at the company’s website at the following address https://www.immutep.com/about-us/corporate-
governance.html.
29
Contents
Consolidated Statement of Comprehensive Income ........31
16 Non-current liabilities – convertible note ................58
Consolidated Balance Sheet .........................................................32
17 Current liabilities – employee benefits ..................... 60
Consolidated Statement of Changes in Equity ....................33
18 Non-current liabilities – employee benefits .......... 60
Consolidated Statement of Cash Flows ..................................34
19 Leases ........................................................................................ 60
Notes to the Consolidated Financial Statements ...............35
20 Equity – contributed ...........................................................62
1 Significant Accounting Policies.....................................35
21 Equity – reserves and retained earnings ...................64
2 Financial Risk Management............................................45
22 Equity - dividends.................................................................65
3 Critical Accounting Judgements, Estimates
and Assumptions ..................................................................48
4 Segment reporting ............................................................. 50
5 Expenses ....................................................................................51
6
Income tax .................................................................................51
7 Current assets – cash and cash equivalents ...........53
8 Current receivables .............................................................53
9 Other current assets ..........................................................53
23 Key management personnel disclosures .................65
24 Remuneration of auditors ................................................ 67
25 Contingent liabilities ........................................................... 67
26 Commitments for expenditure ..................................... 67
27 Related party transactions ............................................... 67
28 Subsidiaries .............................................................................. 67
29 Events occurring after the reporting date ...............68
30 Reconciliation of loss after income tax to net
10 Other non-current assets .................................................54
cash used in operating activities ..................................68
11 Non-current assets – plant and equipment ............54
31 Earnings per share ...............................................................68
12 Non-current assets – intangibles .................................55
32 Share-based payments .....................................................69
13 Deferred tax balances ........................................................56
33 Parent entity information ................................................. 73
14 Current liabilities – trade and other payables ........ 57
Directors’ Declaration ........................................................................ 74
15 Non-current liabilities – US warrant liability ............ 57
Independent Auditor’s Report ......................................................75
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
The financial statements were authorised for issue by the directors on 30 August 2021. The directors have the power to
amend and reissue the financial statements.
A description of the nature of the consolidated entity’s operations and its principal activities is included in the review of
operations and activities on pages 4 to 9 and in the directors’ report on pages 11 to 27, 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.
30
Annual Report 2021 Immutep Limited
Consolidated Statement of Comprehensive Income
for the year ended 30 June 2021
Revenue
License revenue
Other income
Research material sales
Grant income
Net gain on foreign exchange
Net gain on fair value movement of warrants
Interest income
Total revenue and other income
Expenses
Research & development and intellectual property expenses
Corporate administrative expenses
Finance costs
Net loss on foreign exchange
Net change in fair value 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
Consolidated
Notes
30 June 2021
$
30 June 2020
$
–
7,486,444
312,841
279,805
3,549,965
5,973,034
–
–
105,327
346,331
2,214,813
199,541
3,968,133
16,499,968
(17,236,780)
(22,472,648)
(6,282,105)
(6,338,652)
(9,825)
(10,457)
(507,042)
(8,663,013)
–
–
(1,171,959)
(1,146,406)
(29,902,591)
(13,468,195)
(33)
(37)
(29,902,624)
(13,468,232)
(580,408)
(580,408)
99,957
99,957
(30,483,032)
(13,368,275)
(29,902,624)
(13,468,232)
(30,483,032)
(13,368,275)
Cents
(5.03)
(5.03)
Cents
(Restated)
(3.26)
(3.26)
15
5
5
15
16
6
31
31
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
31
Consolidated Balance Sheet
as at 30 June 2021
ASSETS
Current assets
Cash and cash equivalents
Current receivables
Other current assets
Total current assets
Non-current assets
Plant and equipment
Intangibles
Right of use assets
Other non-current assets
Total non-current assets
TOTAL ASSETS
Current liabilities
Trade and other payables
Employee benefits
Lease liability
Total current liabilities
Non-current liabilities
Convertible note liability
Warrant liability
Employee benefits
Lease liability
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
Consolidated
Notes
30 June 2021
$
30 June 2020
$
7
8
9
11
12
19
10
14
17
19
16
15
18
19
13
60,593,191
26,322,047
6,124,231
3,293,692
1,701,969
1,536,135
68,419,391
31,151,874
40,891
49,356
12,847,248
15,194,807
268,813
454,190
201,215
–
13,611,142
15,445,378
82,030,533
46,597,252
4,781,729
2,934,367
350,135
300,466
208,194
129,412
5,340,058
3,364,245
2,526,870
8,789,113
722,966
949,600
88,915
61,978
80,113
132,971
–
–
3,418,864
9,933,662
8,758,922
13,297,907
73,271,611
33,299,345
20
21
21
313,422,305 242,990,507
34,491,526
66,014,899
(274,642,220)
(275,706,061)
73,271,611
33,299,345
73,271,611
33,299,345
The above consolidated balance sheet should be read in conjunction with the accompanying notes.
32
Annual Report 2021 Immutep Limited Consolidated Statement of Changes in Equity
for the year ended 30 June 2021
Consolidated
Balance at 1 July 2019
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
$
221,091,591
65,533,954 (262,237,829)
24,387,716
–
–
–
99,957
–
99,957
–
(13,468,232)
(13,468,232)
99,957 (13,468,232)
(13,368,275)
Contributions of equity, net of transaction costs
20,555,622
–
Employee share-based payment
1,724,282
Exercise of vested performance rights
1,343,294
(1,343,294)
–
–
–
20,555,622
1,724,282
–
Balance at 30 June 2020
242,990,507 66,014,899 (275,706,061) 33,299,345
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:
–
–
–
(580,408)
–
(580,408)
–
(29,902,624)
(29,902,624)
(580,408) (29,902,624) (30,483,032)
Contributions of equity, net of transaction costs
41,172,232
–
–
41,172,232
Conversion of Convertible Notes
12,092,937
(31,073,830)
26,415,084
7,434,191
Exercise of Warrants net of transaction costs
15,595,335
–
4,551,381
20,146,716
Employee share-based payment
Exercise of vested performance rights
Balance at 30 June 2021
–
1,702,159
1,571,294
(1,571,294)
–
–
1,702,159
–
313,422,305
34,491,526 (274,642,220)
73,271,611
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
33
Consolidated Statement of Cash Flows
for the year ended 30 June 2021
Cash flows related to operating activities
Payments to suppliers and employees (inclusive of goods and services tax)
(19,514,293)
(26,579,450)
Consolidated
Notes
30 June 2021
$
30 June 2020
$
Cash receipts from grant income and government incentives
Cash receipts from license revenue
Cash receipts from research material sales
Interest received
Advance from customers
Income taxes paid
Payment for interest on leases
1,313,997
7,702,775
–
7,486,444
322,586
327,876
112,243
229,348
138,312
(33)
–
(37)
(13,154)
(6,295)
Net cash outflows from operating activities
30
(17,640,342)
(10,839,339)
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 exercising of warrants
Share issue transaction costs
Principal elements of lease payments
Advance payment from shareholders for SPP
Net cash inflows from financing activities
Net increase in cash and cash equivalents
Effect of exchange rate on cash and cash equivalent
Cash and cash equivalents at the beginning of the year
11
(15,601)
(19,348)
(15,601)
(19,348)
20
15
20
19
43,307,232
22,030,556
11,266,430
–
(2,144,359)
(1,474,934)
(214,378)
(77,541)
465,000
–
52,679,925
20,478,081
35,023,982
9,619,394
(752,838)
134,671
26,322,047
16,567,982
Cash and cash equivalents at the end of the year
7
60,593,191
26,322,047
*
Non-cash financing activities relate mainly to the following:
–
–
–
Fair value movement of convertible notes disclosed in Note 16 to the financial statements
Fair value movement of warrant liability disclosed in Note 15 to the financial statements
Exercise of vested performance rights for no cash consideration disclosed in Note 21 to the financial statements
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.
34
Annual Report 2021 Immutep Limited
Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies
The principal accounting policies adopted in the preparation of the financial statements are set out below. These policies
have been consistently applied to all years presented, unless otherwise stated. The financial statements are for the
consolidated entity consisting of the Company and its subsidiaries.
Whilst COVID-19 pandemic has continued to result in significant disruptions to the global economy during the financial year
ended 30 June 2021, there still remains substantial uncertainty over the ultimate duration and the extent of the pandemic
as well as the corresponding economic impacts. These uncertainties have been incorporated into the judgements and
estimates used by management in the preparation of this report, including the carrying values of the assets and liabilities,
contracts and potential liabilities have been made, with no material impact to the consolidated financial statements. For the
Group, the ongoing COVID-19 pandemic has not significantly increased the estimation of uncertainty in the preparation of
the consolidated financial statements.
The Group has business continuity procedures in place and is addressing health and safety risks whilst continuing to carry out
ongoing clinical trials. The Group’s operations have been maintained with minimal disruption and have undertaken extensive
additional measures to ensure the safety and wellbeing of its people, patients, suppliers, and stakeholders.
(a) Basis of preparation
These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board (‘AASB’) and the Corporations Act 2001. Immutep
Limited is a for-profit entity for the purpose of preparing the financial statements.
(i) Compliance with IFRS
The consolidated financial statements of the Immutep Limited Group also comply with International Financial Reporting
Standards (IFRS) as issued by the International Accounting Standards Board (IASB).
(ii) New standards and interpretations not yet adopted
Certain new accounting standards and interpretations have been published that are not mandatory for 30 June 2021
reporting periods and have not been early adopted by the Group. The Group’s assessment of the impact of these new
standards and interpretations is set out below.
AASB 101 Presentation of Financial Statements
The AASB issued a narrow-scope amendment to AASB 101 Presentation of Financial Statements to clarify those liabilities are
classified as either current or non-current, depending on the rights that exist at the end of the reporting period. Classification
is unaffected by the expectations of the entity or events after the reporting date (e.g., the receipt of a waiver or a breach of
covenant). The amendment also clarifies what AASB 101 means when it refers to the ‘settlement’ of a liability.
Entities should reconsider their existing classification in light of the amendment and determine whether any changes are
required. The Amendment should be applied for annual periods beginning on or after 1 January 2022. There is no significant
impact on adopting the amendment to AASB 101.
(iii) New and amended standards adopted by the Group
The Group has applied the following standards and amendments for the first time for their annual reporting period
commencing 1 July 2020;
– AASB 2018-7 Amendments to Australian Accounting Standards – Definition of Material [AASB 101 and AASB 108]
– AASB 2019-5 Amendments to Australian Accounting Standards – Disclosure of the Effect of the New IFRS Standards
Not Yet Issued in Australia [AASB 1054]
– Conceptual Framework for Financial Reporting and AASB 2019-1 Amendments to Australian Accounting Standards –
References to the Conceptual Framework
The Group also elected to adopt the following standards and amendments early:
AASB 2020-2 Amendments to Australian Accounting Standards – Annual Improvements 2018-2020 and Other
Amendments {AASB 1, AASB 3, AASB 9, AASB 116, AASB 137 and AASB 141}.
The amendments listed above did not have any impact on the amounts recognised in prior periods and are not expected
to significantly affect the current or future periods.
35
Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(a) Basis of preparation (continued)
(iv) Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, financial
assets and liabilities (including derivative financial instruments), which are subsequently remeasured to fair value with
changes in fair value recognised in profit or loss.
(v) Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the 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 statements are disclosed in Note 3.
(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.
(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
economic environment in which the entity operates (‘the functional currency’). The consolidated financial statements are
presented 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
translation 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
differences on non-monetary assets such as equities classified as available-for-sale financial assets are recognised in other
comprehensive income.
36
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(d) Foreign currency translation (continued)
(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 borrowings 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 recognised when (or as) the Group satisfies a performance obligation by transferring a promised good or service
to a customer. Revenue is presented net of GST, rebates, and discounts. Performance obligations are completed at a point in
time and over time. Revenue is recognised for the major business activities of the Group as follows:
(i) License revenue
A license may provide another party the right to use the Group’s intellectual property as it exists at the point in time the
license is granted. For these licenses, revenue is recognised at a point in time when control transfers to the licensee and the
license period begins. At present, the Group is in the research and development phase of operations and license revenue
earned is through milestone payments as communicated by third party research collaborators based on the progress of their
on-going clinical trials and research.
Milestone payments generally represent a form of variable consideration as the payments are likely to be contingent on the
occurrence of future events. Milestone payments are estimated and included in the transaction price based on either the
expected value (probability weighted estimate) or most likely amount approach. The most likely amount is likely to be most
predictive for milestone payments with a binary outcome (i.e., the company receives all or none of the milestone payment).
The transaction price is allocated to separate performance obligations based on relative standalone selling prices. If the
transaction price includes consideration that varies based on a future event or circumstance (e.g., the completion of a
clinical trial phase), the Group would allocate that variable consideration (and any subsequent changes to it) entirely to one
performance obligation if both of the following criteria are met:
–
The payment terms of the variable consideration relate specifically to the Group’s efforts to satisfy that performance
obligation or transfer the distinct good or service (or to a specific outcome from satisfying that separate performance
obligation).
– Allocating the variable amount entirely to the separate performance obligation or the distinct good or service reflects the
amount of consideration to which the Group expects to be entitled in exchange for satisfying that particular performance
obligation when considering all of the performance obligations and payment terms in the contract.
Variable consideration is only recognised as revenue when the related performance obligation is satisfied, and the Group
determines that it is probable that there will not be a significant reversal of cumulative revenue recognised in future periods.
37
Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(e) Revenue recognition (continued)
Other income
(i) Grant income
Grants from the governments, including Australian Research and Development Rebates, France’s Crédit d’Impôt Recherche
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. Government grants were received by the Group under various government
stimulus packages (both Australian and overseas) in relation to the impacts of COVID-19.
(ii) Research material sales
Revenue from the sale of materials supplied to other researchers in order to conduct further studies on LAG-3 technologies
is recognised at a point in time when the materials are delivered, the legal title has passed and the other party has accepted
the materials.
(iii) Research collaboration income
Revenue from services provided in relation to undertaking research collaborations with third parties are recognised over time
in the accounting period in which the services are rendered. Revenue is measured based on the consideration specified in
the agreement or contract with a third party.
Income tax
(f)
The income tax expense or benefit for the period is the tax payable on the current period’s taxable income based on the
applicable income tax rate for each jurisdiction adjusted by changes in deferred tax assets and liabilities attributable to
temporary 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 differences 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.
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. Foreign subsidiaries are taxed individually by the respective local jurisdictions. For the
purposes of preparation of the financial statements, the tax position of each entity is calculated individually and consolidated
as consolidated tax entity.
Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other
comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly
in equity, respectively.
38
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(g) 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
recoverable. 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.
(h) 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.
(i) Current receivables
Current receivables are recognised initially at fair value and subsequently measured at amortised cost using the effective
interest 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.
(j) Financial Instruments
Recognition and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the
financial instrument and are measured initially at fair value adjusted by transactions costs, except for those carried at fair value
through profit or loss, which are measured initially at fair value. Subsequent measurement of financial assets and financial
liabilities are described below. Financial assets are derecognised when the contractual rights to the cash flows from the
financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability
is derecognised when it is extinguished, discharged, cancelled, or expires.
Classification and initial measurement of financial assets
All financial assets are initially measured at fair value adjusted for transaction costs (where applicable), except for those trade
receivables that do not contain a significant financing component and are measured at the transaction price in accordance
with AASB 15.
Subsequent measurement of financial assets
For the purpose of subsequent measurement, financial assets are classified into the following categories upon initial
recognition:
–
–
–
financial assets at amortised cost
financial assets at fair value through profit or loss
financial assets at fair value through other comprehensive income
Classifications are determined by both:
–
–
The entity’s business model for managing the financial asset
The contractual cash flow characteristics of the financial assets
All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs,
finance income or other financial items, except for impairment of trade receivables which is presented within other expenses.
39
Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(j) Financial Instruments (continued)
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVPL):
–
–
they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows
the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the
principal amount outstanding
After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted
where the effect of discounting is immaterial. The Group’s cash and cash equivalents, trade and most other receivables fall
into this category of financial instruments.
Financial assets at fair value through profit or loss (FVPL) and financial assets at fair value through other comprehensive
income (FVOCI)
The Group does not hold any financial assets at fair value through profit or loss or fair value through comprehensive income.
Impairment of financial assets
AASB 9 requires more forward-looking information to recognise expected credit losses - the ‘expected credit losses (ECL)
model’. Accordingly, the impairment of financial assets including trade receivables is being assessed using an expected credit
loss model.
Classification and measurement of financial liabilities
The Group’s financial liabilities comprise trade and other payables, convertible notes and US warrant liabilities. Financial
liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group designated
a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised cost using
the effective interest method except for convertible note and US warrants liabilities.
All interest-related charges and, if applicable, changes in an instruments’ fair value that are reported in profit or loss are
included.
(k) 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.
(l) 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. 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.
(m) US warrant liability
The US warrant liabilities which are viewed as debt instruments, are measured at fair value through profit or loss. These are
classified as liabilities because these warrants exercise price are in a currency other than functional currency of the Company.
The liability has been designated as at fair value through profit or loss on initial recognition and subsequent changes in fair
value are recognised in the profit or loss. This liability is considered a derivative financial liability.
Finance costs
Finance costs are expensed in the period in which they are incurred.
40
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(n) Plant and equipment
Plant and equipment are stated at historical cost less depreciation less impairment (if any). Historical cost includes
expenditure that is directly attributable 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
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(g)). Gains and losses on disposals are determined by comparing proceeds with
carrying amount. These are included in profit or loss.
(o) Intangible assets
Intellectual property
(i)
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(g)).
(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
The acquisition method of accounting is used to account for all business combinations, regardless of whether equity
instruments or other assets are acquired. 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. 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 indicate 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.
41
Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(p) 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.
Remeasurements 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 32.
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 options 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.
(q) 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.
42
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(r) 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.
(s) Goods and Services Tax (‘GST’) and other similar taxes
Revenues, expenses, and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the 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
recoverable 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.
(t) Leases
The Group leases various offices and printer equipment. Rental contracts are typically made for fixed periods of 1 to 3 years
and typically have extension options of 3 months to 1 year minimum at the discretion of either the Lessor or the Lessee. Lease
terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements
do not impose any covenants, but leased assets may not be used as security for borrowing purposes.
Contracts may contain both lease and non-lease components. The Group allocates the consideration in the contract to
the lease and non-lease components based on their relative stand-alone prices, wherever practicable. Lease terms are
negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not
impose any covenants other than the security interests in the leased assets that are held by the lessor. Leased assets may not
be used as security for borrowing purposes.
Operating leases with a term of less than 12 months are considered as short-term leases and leases below threshold of
A$12,000 are considered as low value leases. Payments associated with short-term leases and all leases of low-value assets
are recognised on a straight-line basis as an expense in profit or loss. During the financial year ended 30 June 2021, the
expense recognised for short term leases was A$20,188 and the expense recognised for low value leases was A$13,196.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net
present value of the following lease payments:
–
–
fixed payments (including in-substance fixed payments), less any lease incentives receivable
variable lease payment that are based on an index or a rate, initially measured using the index or rate as at the
commencement date
amounts expected to be payable by the Group under residual value guarantees
–
–
the exercise price of a purchase option if the Group is reasonably certain to exercise that option, and
– payments of penalties for terminating the lease, if the lease term reflects the Group exercising that option.
Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability.
43
Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(t) Leases (continued)
The lease payments are discounted using an incremental borrowing rate as calculated by management at the
commencement date and taking into consideration feedback from surveyed financial institutions on incremental borrowing
rates available for the Group as a lessee and nature of each lease portfolio. Incremental borrowing rates are re-assessed on
a half yearly basis and is deemed equivalent for the Group’s specific circumstances to a rate that an individual lessee would
have to pay to borrow the funds necessary to obtain an asset of similar value to the right-of-use asset in a similar economic
environment with similar terms, security and conditions. Lease payments are allocated between principal and finance cost.
The finance cost is charged to profit or loss over the lease period.
Right-of-use assets are measured at cost comprising the following:
–
–
–
–
the amount of the initial measurement of lease liability
any lease payments made at or before the commencement date less any lease incentives received
any initial direct costs, and
restoration costs.
Right-of-use assets are generally depreciated over the shorter of the asset’s useful life and the lease term on a straight-
line basis. If the Group is reasonably certain to exercise a purchase option, the right-of-use asset is depreciated over the
underlying asset’s useful life. The Group is exposed to potential future increases in variable lease payments based on an index
or rate, which are not included in the lease liability until they take effect. When adjustments to lease payments based on an
index or rate take effect, the lease liability is reassessed and adjusted against the right-of-use asset.
Extension and termination options are included in a number of property and equipment leases across the Group. These are
used to maximise operational flexibility in terms of managing the assets used in the Group’s operations.
The Group does not provide residual value guarantees in relation to leases.
Parent entity financial information
(u)
The financial information for the parent entity, Immutep Limited, disclosed in Note 33 has been prepared on the same basis as
the consolidated financial statements, except as set out below.
Investments in subsidiaries
(i)
As disclosed in Note 33, non-current assets represent solely the investments of Immutep Limited, investments in its wholly
owned subsidiaries. Investments in subsidiaries held by Immutep Limited are accounted for at cost in the separate financial
statements of the parent entity.
(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
legislation. 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
agreement 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
undertakings, with a corresponding credit to equity.
44
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
1 Significant Accounting Policies (continued)
(v) Reclassifications
Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications
had no effect on the reported results of operations.
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 hedges its foreign exchange risk exposure arising from future commercial transactions and recognised assets
and liabilities using natural hedging by holding currency that matches forecast expenditure in each of the major foreign
currencies used (AUD, EUR, USD). The Group may use derivative financial instruments such as foreign exchange contracts
to hedge certain risk exposures when the Group expects a major transaction in the currency other than the major foreign
currencies used by the Group. The Group uses different 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
identifies, evaluates, and hedges financial risks in close co-operation with the Group’s operating units. The board provides
the principles 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 2021 and 30 June 2020.
The Group’s exposure to foreign currency risk at the end of the reporting period, expressed in Australian dollars, was as follows:
Cash in bank
Trade and other receivables
Trade and other payables
30 June 2021
30 June 2020
USD
EUR
USD
EUR
14,016,277
14,320,386
7,444,611
9,243,299
49,880
4,312,691
–
1,966,803
(690,847)
(663,196)
(589,428)
(951,654)
Sensitivity
Based on the financial assets and liabilities held at 30 June 2021, 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 $1,337,531
lower/$1,337,531 higher (2020 - $685,518 lower/$685,518 higher).
Based on the financial instruments held at 30 June 2021, 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 $1,796,988
lower/$1,796,988 higher (2020 – $1,025,845 lower/$1,025,845 higher), mainly as a result of foreign exchange gains/losses on
translation 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 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 Australian dollars.
Currently the Group’s exposure to other foreign exchange movements is not material.
45
Notes to the Consolidated Financial Statements
30 June 2021
2 Financial Risk Management (continued)
(b) Credit risk
Credit risk is managed on a group basis. Credit risk arises from cash and cash equivalents and receivables. Cash and cash
equivalents consist primarily of deposits with banks for only independently rated parties with a minimum rating of ‘A’
according to ratings agencies are accepted. Receivables consist primarily of amounts recoverable from governments, where
risk of non-recoverability is minimal. The credit quality of cash and cash equivalents and receivables are neither past due nor
impaired can be assessed by reference to external credit ratings:
30 June 2021
$
30 June 2020
$
Cash at bank and short-term bank deposits excluding restricted cash
Minimum rating of A
60,127,906
26,321,627
(c) Liquidity risk
Prudent liquidity risk management implies maintaining sufficient cash to meet obligations when due. At the end of the
reporting period the deposits at call and short term deposits which mature within three months from acquisition of
$60,127,906 (2020: $26,321,627 ) 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 understanding
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
At 30 June 2021
Non-Derivatives
Less than 12
months
$
Between 1
and 5 years
$
> 5 years
$
Total
contractual
cash flows
$
Carrying
Amount
$
Trade and other payables
4,781,729
–
Convertible note liability (refer Note 16)
–
4,469,019
Lease liability
215,005
78,455
4,996,734
4,547,474
–
–
–
–
4,781,729
4,781,729
4,469,019
2,526,870
293,460
288,307
9,544,208
7,596,906
Contractual maturities of financial liabilities
At 30 June 2020
Non-Derivatives
Trade and other payables
Convertible note liability (refer Note 16)
Less than 12
months
$
Between 1
and 5 years
$
> 5 years
$
Total
contractual
cash flows
$
Carrying
Amount
$
2,934,371
–
–
–
–
2,934,371
2,934,371
17,876,076
17,876,076
8,789,113
Lease liability
137,025
136,154
–
273,179
262,383
3,071,396
136,154
17,876,076
21,083,626
11,985,867
46
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
2 Financial Risk Management (continued)
(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 2021 and 30 June 2020 on a recurring basis:
At 30 June 2021
Liabilities
Convertible note liability
Warrant liability
Total liabilities
At 30 June 2020
Liabilities
Convertible note liability
Warrant liability
Total liabilities
Level 1
$
Level 2
$
Level 3
$
Total
$
–
–
–
–
2,526,870
2,526,870
722,966
–
722,966
722,966
2,526,870
3,249,836
Level 1
$
Level 2
$
Level 3
$
Total
$
–
–
–
–
8,789,113
8,789,113
949,600
–
949,600
949,600
8,789,113
9,738,713
(i) Valuation techniques used to determine fair values
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
derivatives) 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 2021 under Level 1.
Level 2 financial instruments consist of warrant liabilities. Refer to Note 15 for details of fair value measurement.
Level 3 financial instruments consist of convertible notes. Refer to Note 16 for details of fair value measurement.
47
Notes to the Consolidated Financial Statements
30 June 2021
2 Financial Risk Management (continued)
(d) Fair value measurements (continued)
(iii) Valuation inputs and relationships to fair value
For US warrant valuation inputs under Level 2, please refer to Note 15.
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 2021
$ Unobservable inputs
2,526,870 Face value
Interest rate of note
Risk adjusted interest rate
Range of
inputs
3,437,707
3%
15%
(iv) Valuation process
The convertible note has continued to be valued using a discounted cashflow model.
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.
(a) Accounting estimate for R&D tax incentive
R&D tax incentive is estimated based on an assessment of qualifying research and development expenditure in each tax
jurisdiction. There is some judgement required in assessing the quantum of grant income to recognise due to the complexity
of the legislation in each tax jurisdiction.
(b) Development expenditure
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
considered 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.
(c) Liquidity
The Group has experienced significant recurring operating losses and negative cash flows from operating activities since its
inception. As at 30 June 2021, the Group holds cash and cash equivalents of $60,593,191 (2020: $$26,322,047).
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
consideration of future funding initiatives such as potential business development opportunities, for example an out-
licensing transaction, capital raising initiatives, and the control of variable spending on research and development activities
of the Group.
48
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
3 Critical Accounting Judgements, Estimates and Assumptions (continued)
(d) Assessment on the carrying value of 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. 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. Intellectual property represents the largest asset of the Group as at 30 June 2021
and the most significant asset given the current research and development phase of operations. Accordingly, as commercial
production has not yet commenced there is some judgment required in assessing the continued viability on the use of the
intellectual property. Refer to Note 1(g).
In March 2020, the novel coronavirus (COVID-19), was declared a world-wide pandemic by the World Health Organisation.
This has spread rapidly throughout the world, including Australia, causing significant disruption to business and economic
activity. The Group implemented business continuity procedures in place and implemented measures and safeguards to
address health and safety risks whilst continuing to carry out ongoing clinical trials. To date, the Group’s operations have been
maintained with limited disruption and the Group has undertaken additional measures to protect the health of its employees
and patients.
However, the ongoing pandemic has increased the estimation uncertainty in the preparation of the consolidated financial
statements. The estimation uncertainty associated with the magnitude and duration of COVID-19 is as follows:
–
–
–
The continued pandemic has led to volatility in the global capital markets, which could adversely affect the company’s
ability to access the capital markets.
It is possible that the continued spread of COVID-19 could delay the future recruitment of clinical trials and therefore could
lead to an indication of impairment in the intangible assets.
The continued pandemic could cause the delay of clinical trials conducted by our partners, which could potentially have an
adverse impact on the future license income.
The consolidated entity has applied accounting estimates in the consolidated financial statements based on forecasts
of economic conditions which reflect expectations and assumptions as at 30 June 2021 about future events, including
COVID-19 that management believe are reasonable in the circumstances. While there was not a material impact to our
consolidated financial statements as of and for the year ended 30 June 2021, resulting from our assessments, our future
assessment of our current expectations at that time of the magnitude and duration of COVID-19, as well as other factors,
could result in material impacts to our consolidated financial statements in future reporting periods.
(e) Investment in subsidiaries
Investments in subsidiaries held by Immutep Limited are accounted for at cost in the separate financial statements of the
parent entity.
Given the current phase of operations, management has recognised these assets to the extent of the value of tangible assets
and liabilities consisting of the following adjusting for any impairment loss:
– Cash held with bank
–
Intellectual property
– Accounts receivables and payables with external parties
(f) Fair value estimates of convertible note and warrant liability
Fair value estimation of convertible note and warrant liability is included in the Notes 1(l) and (m) and Notes 15 and 16 of the
financial statements.
49
Notes to the Consolidated Financial Statements
30 June 2021
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 is identified as the Chief Operating Decision Maker (‘CODM’). The Group operates in one
operating segment, being Immunotherapy.
Operating segment information
30 June 2021
Revenue
License revenue*
Other Income
Research material sales
Grant income
Net gain on fair value movement of warrants
Net gain on foreign exchange
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
30 June 2020
Revenue
License revenue*
Other Income
Research material sales
Grant income
Net gain on fair value movement of warrants
Net gain on foreign exchange
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
Immunotherapy
$
Unallocated
$
Consolidated
$
–
312,841
3,549,965
–
–
–
–
–
–
–
–
–
312,841
3,549,965
–
–
105,327
105,327
3,862,806
105,327
3,968,133
(19,665,904)
(10,236,687)
(29,902,591)
(19,665,904)
(10,236,687)
(29,902,591)
82,030,533
8,758,922
(33)
(29,902,624)
82,030,533
8,758,922
–
–
Immunotherapy
$
Unallocated
$
Consolidated
$
7,486,444
279,805
5,973,034
–
–
–
7,486,444
279,805
5,973,034
–
–
–
2,214,813
2,214,813
346,331
199,541
346,331
199,541
13,739,283
2,760,685
16,499,968
(15,082,474)
1,614,279
(13,468,195)
(15,082,474)
1,614,279
(13,468,195)
46,597,252
13,297,907
(37)
(13,468,232)
–
–
46,597,252
13,297,907
Licensing revenue relates mainly of GSK milestone payment of GBP 4 million (A$7.49 million) received in FY 2020 fiscal year related to the
first patient being dosed in GSK’s Phase II clinical trial evaluating GSK2831781 in ulcerative colitis.
*
50
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
5 Expenses
Breakdown of expenses by nature
Research and development*
Employee benefits expenses
Amortisation of Intellectual property
Employee share-based payment expenses
Intellectual property management
Auditor’s remuneration
Depreciation
Other administrative expenses
Consolidated
30 June 2021
$
30 June 2020
$
12,020,714
15,572,040
3,856,038
3,903,194
1,866,067
1,930,376
1,702,159
1,724,282
759,041
2,386,424
289,202
282,580
204,049
149,263
2,821,615
2,863,141
Total Research & Development and Corporate & administrative expenses
23,518,885
28,811,300
*
Research and development expense consists of expenditure incurred with third party vendors mainly related to contract research and
contract manufacturing activities.
6
Income tax
(a) Income Tax Expense
Current tax
Current tax on results for the year
Total current tax expense
Deferred income tax
Increase in deferred tax assets
Decrease in deferred tax liabilities
Total deferred tax benefit
Income tax expense
Consolidated
30 June 2021
$
30 June 2020
$
33
33
37
37
358,825
567,473
(358,825)
(567,473)
–
33
–
37
51
Notes to the Consolidated Financial Statements
30 June 2021
6
Income tax (continued)
(b) Numerical reconciliation of income tax expense to prima facie tax expense
Loss before income tax expense
Tax at the Australian tax rate of 26% (2020: 27.5%)
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*
Tax benefit not recognised
Income tax expense**
Consolidated
30 June 2021
$
30 June 2020
$
(29,902,591)
(13,468,195)
(7,774,674)
(3,703,754)
464,324
1,239,756
443,956
436,396
(541,122)
(442,580)
(259,458)
(192,741)
2,132,187
1,817,387
(4,738,987)
(1,641,336)
4,738,954
1,641,299
(33)
(37)
*
**
Difference in overseas tax rate is largely as a result of the corporate income tax rate of 10% applicable to the Immutep subsidiary in France
for financial year 2021.
Income tax expense relates to tax payable for the Immutep subsidiary in the United States.
(c) Tax Losses
Deferred tax assets for unused tax losses not recognised comprises:
Unused tax losses for which no deferred tax asset has been recognised
Potential tax benefit
Consolidated
30 June 2021
$
30 June 2020
$
195,098,009
176,871,263
43,593,823
38,171,321
The above potential tax benefit for tax losses has not been recognised in the consolidated 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 2021 was $195,098,009 (2020: $176,871,263). Utilisation of these tax losses is dependent on the parent
entity and its subsidiaries satisfying certain tests at the time the losses are recouped and in generating future taxable profits
against which to utilise the losses.
52
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
7 Current assets – cash and cash equivalents
Cash on hand
Cash at bank
Restricted cash
Cash on deposit
Consolidated
30 June 2021
$
30 June 2020
$
285
420
51,845,320
12,793,272
465,000
–
8,282,586
13,528,355
60,593,191
26,322,047
The above cash and cash equivalent are held in AUD, USD, and Euro. The interest rates on these deposits which have been
acquired three months of maturity, range from 0% to 0.4% in 2021 (0% to 1.03% in 2020).
Restricted cash
The cash and cash equivalents disclosed above and in the statement of cash flows include $465,000 which is advance
payment from shareholder for Share Purchase Plan (SPP). These deposits are held by Boardroom Pty Ltd in trust for Immutep
Limited, which will be transferred to Immutep bank account when SPP is completed in July 2021.The deposit is therefore not
available for general use by any entity within the Group.
8 Current receivables
GST and VAT receivables
Receivable for grant income
Accounts receivables
Consolidated
30 June 2021
$
30 June 2020
$
775,400
171,834
5,297,521
3,118,727
51,310
3,131
6,124,231
3,293,692
Due to the short-term nature of these receivables, the carrying value is assumed to be their fair value at 30 June 2021. No
receivables were impaired or past due.
9 Other current assets
Prepayments
Security deposit
Accrued income
Consolidated
30 June 2021
$
30 June 2020
$
1,663,213
1,403,277
38,577
34,822
179
98,036
1,701,969
1,536,135
53
Notes to the Consolidated Financial Statements
30 June 2021
10 Other non-current assets
Prepayments
Consolidated
30 June 2021
$
30 June 2020
$
454,190
454,190
–
–
Prepayments are largely in relation to prepaid insurance and deposits paid to organisations involved in the clinical trials.
11 Non-current assets – plant and equipment
At 30 June 2019
Cost or fair value
Accumulated depreciation
Net book amount
Year ended 30 June 2020
Opening net book amount
Exchange differences
Additions
Disposals
Depreciation charge
Closing net book amount
At 30 June 2020
Cost or fair value
Accumulated depreciation
Net book amount
Year ended 30 June 2021
Opening net book amount
Exchange differences
Additions
Disposals
Depreciation charge
Closing net book amount
At 30 June 2021
Cost or fair value
Accumulated depreciation
Net book amount
54
Plant and
equipment
$
Computers
$
Furniture and
fittings
$
Total
$
548,380
73,966
22,049
644,395
(523,751)
(58,062)
(9,632)
(591,445)
24,629
15,904
12,417
52,950
24,629
15,904
12,417
52,950
(431)
7,705
–
338
11,643
(450)
152
–
–
59
19,348
(450)
(7,434)
(10,318)
(4,799)
(22,551)
24,469
17,117
7,770
49,356
557,872
85,738
22,258
665,868
(533,403)
(68,621)
(14,488)
(616,512)
24,469
17,117
7,770
49,356
24,469
(737)
552
–
(8,363)
15,921
17,117
(207)
15,049
–
7,770
49,356
(447)
–
–
(1,391)
15,601
–
(9,799)
(4,513)
(22,675)
22,160
2,810
40,891
549,961
98,985
21,552
670,498
(534,040)
(76,825)
(18,742)
(629,607)
15,921
22,160
2,810
40,891
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
12 Non-current assets – intangibles
At 30 June 2019
Cost or fair value
Accumulated amortisation
Net book amount
Year ended 30 June 2020
Opening net book amount
Exchange differences
Amortisation charge
Closing net book amount
At 30 June 2020
Cost or fair value
Accumulated amortisation
Net book amount
Year ended 30 June 2021
Opening net book amount
Exchange differences
Amortisation charge
Closing net book amount
At 30 June 2021
Cost or fair value
Accumulated amortisation
Net book amount
Patents
$
Intellectual
Property
$
Goodwill
$
Total
$
1,915,671
25,480,543
109,962
27,506,176
(1,915,671)
(8,643,780)
–
(10,559,451)
–
16,836,763
109,962
16,946,725
–
–
–
–
16,836,763
109,962
16,946,725
178,458
(1,930,376)
–
–
178,458
(1,930,376)
15,084,845
109,962
15,194,807
1,915,671
25,730,602
109,962
27,756,235
(1,915,671)
(10,645,757)
–
(12,561,428)
–
15,084,845
109,962
15,194,807
–
–
–
–
15,084,845
109,962
15,194,807
(481,492)
(1,866,067)
–
–
(481,492)
(1,866,067)
12,737,286
109,962
12,847,248
1,915,671
24,880,102
109,962
26,905,735
(1,915,671)
(12,142,816)
–
(14,058,487)
–
12,737,286
109,962
12,847,248
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
–
55
Notes to the Consolidated Financial Statements
30 June 2021
13 Deferred tax balances
(i) Deferred tax assets
The balance comprises temporary differences attributable to:
Employee benefits
Accruals
Unrealised exchange loss
Unused tax loss
Consolidated
30 June 2021
$
30 June 2020
$
63,507
43,227
125,814
124,755
321,363
17,979
777,882
1,461,430
Set-off of deferred tax liabilities pursuant to set-off provisions
(1,288,566)
(1,647,391)
Net Deferred tax assets
–
–
(ii) Deferred tax liabilities
The amount of deferred tax liability represents the temporary difference that arose on the recognition of Intangibles recorded
in the subsidiary Company in France. This has been set-off against deferred taxes in the Subsidiary Company, accordingly,
hence reducing the unrecognised tax losses for both the France subsidiary and the consolidated Group. The balance
comprises temporary differences attributable to:
Consolidated
30 June 2021
$
30 June 2020
$
1,273,729
1,508,478
14,790
47
129,141
9,772
1,288,566
1,647,391
(1,288,566)
(1,647,391)
–
–
Deferred Tax
Asset
$
Deferred Tax
Liability
$
1,647,391
(1,647,391)
(358,825)
358,825
1,288,566
(1,288,566)
Total
$
–
–
–
Intangible assets
Unrealised exchange gain
Accrued income
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
Movements
At 30 June 2020
(Charged)/credited to profit or loss
At 30 June 2021
56
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
14 Current liabilities – trade and other payables
Trade payables
Other payables and accruals
15 Non-current liabilities – US warrant liability
Opening balance
Fair value movements
Exercising of warrants*
Closing balance
Consolidated
30 June 2021
$
30 June 2020
$
1,824,901
1,639,661
2,956,828
1,294,706
4,781,729
2,934,367
30 June 2021
$
30 June 2020
$
949,600
3,164,413
8,663,013
(2,214,813)
(8,889,647)
–
722,966
949,600
*
During the year, US investors exercised 3,427,211 warrants at an exercise price of US$ 2.49 each. Immutep received US$8.53 million
(A$11.3 million) cash payment in total. In total, 206,507 warrants from the warrant issuance in July 2017 remain unexercised at the
reporting date. All of the warrants which were issued in December 2018 were exercised during the financial year 2021.
In July 2017, the Group completed its first US capital raise after it entered into a securities purchase agreement with
certain accredited investors for the Group to issue American Depositary Shares (ADSs) and Warrants of Immutep for
cash consideration totaling A$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 were issued with 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. During the financial year 2021, 1,347,211 of these warrants were exercised at US$2.49
each and 206,507 of these warrants remain as at 30 June 2021.
In December 2018, the Group completed its second US capital raise after it entered into a securities purchase agreement
with certain accredited investors to purchase American Depositary Shares (ADSs) and Warrants of Immutep for cash
consideration totaling A$7,328,509. In this private placement, the Group agreed to issue unregistered warrants to purchase
up to 2,080,000 of its ADSs. The warrants were issued with an exercise price of US$2.50 per ADS. The Warrants were able to
be exercised in whole or in part at any time or times up until the Warrant Expiry Date of 12 February 2022. The warrants did
not confer any rights to dividends or a right to participate in a new issue without exercising the warrant. In December 2020,
2,080,000 of these warrants were exercised at US$2.49 each, hence none of these warrants remain as at 30 June 2021.
Both US warrant issues 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 thus classified as a derivative
financial liability in accordance 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 warrant issues in accordance with their relative fair values.
The 10 for 1 share consolidation in November 2019 did not change the number of US warrants nor the exercise price of those
warrants as the American Depository Receipt (ADR) ratio was also changed from 1 ADS representing 100 shares to 1 ADS
representing 10 shares. The effective date of the change was 5 November 2019.
However, under the anti-dilution clause of share purchase agreements, the exercise price was adjusted due to the
entitlement offer the Group conducted in August 2019. As a result, the exercise price for the remaining warrants is now
US$2.49.
57
Notes to the Consolidated Financial Statements
30 June 2021
15 Non-current liabilities – US warrant liability (continued)
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 2021:
July 2017 warrants
Assumption
At issue date
At 30 June 2021
Rationale
Historic volatility
58.0%
134.8%
Based on 12-month historical volatility data for the
Company
Exercise price
Share price
US$2.50
US$2.17
US$2.49
As per subscription agreement
US$3.87
Closing share price on valuation date from external
market source
Risk-free interest rate
1.930%
0.25%
Based on the US Government securities yields which
match the term of the warrant
Dividend yield
0.0%
0.0%
Based on the Company’s nil dividend history
Fair value per warrant
US$1.0716
US$2.6320
Fair value
A$2,755,375
A$722,966
A$1.3962
A$3.5009
Determined using Black-Scholes models with the
inputs above
Fair value of 1,973,251 warrants as at issue date and
fair value of 206,507 warrants at 30 June 2021
*
Exercising price has been adjusted as per anti-dilution clause in the share purchase agreement.
16 Non-current liabilities – convertible note
Convertible note at fair value at beginning of reporting period
Net change in fair value
Transfer to contributed equity on conversion of Convertible Notes
Transfer to accumulated losses on conversion of Convertible Notes
Convertible note at fair value at end of reporting period
Consolidated
30 June 2021
$
30 June 2020
$
8,789,113
7,642,707
1,171,959
1,146,406
(5,094,465)
(2,339,737)
–
–
2,526,870
8,789,113
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 totaling $13,750,828, which was subject to
shareholder approval at an Extraordinary General Meeting. Shareholder approval was received on 31 July 2015.
During the financial year, 75% of the Convertible Notes have been converted to ordinary shares. These have been done in
three issuances of 25% each between March 2021 and June 2021. At the reporting date, 25% of the original Convertible
Note balance remains outstanding. All Notes have been converted to ordinary shares at $nil consideration per the original
subscription agreement.
58
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
16 Non-current liabilities – convertible note (continued)
The 13,750,828 Convertible Notes issued have a face value of $1.00 per note which are exercisable at a price of approximately
$0.18 per share (adjusted for post share consolidation and anti-dilution clause), 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.
Details of the warrants granted together with the convertible note at initial recognition date are as follows:
– 8,475,995 warrants were granted which are exercisable at a price of A$0.025 per share on or before 4 August 2025
–
371,445,231 warrants were granted which are exercisable at a price of A$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 re-organisation. The Warrants do not confer any rights to dividends or a right to
participate in a new issue without exercising the warrant.
As a result of the 10 to 1 share consolidation in November 2019, the above cited warrants have been restated in accordance
with the subscription agreement. The exercise prices have been adjusted for the capital raising during the financial year
under the anti-dilution clause of share purchase agreements.
The warrant expiry dates remain unchanged. The restated terms are as follows:
– 847,600 warrants with an exercise price of A$0.248 per share
–
37,144,524 warrants with an exercise price of A$0.235 per share
37,144,524 warrants with an exercise price of A$0.235 per share lapsed unexercised on 4 August 2020. None of the other
warrants specified above have been exercised since initial recognition up to 30 June 2021.
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
Convertible notes
Rationale
Historic volatility
Share price
Risk free interest rate
85.0%
$0.051
2.734%
Risk adjusted interest rate
15.0%
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
Dividend yield
0.0%
Based on the Company’s nil dividend history
The fair value of the convertible note was allocated between a financial liability for the traditional note component of the
convertible 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%.
59
Notes to the Consolidated Financial Statements
30 June 2021
16 Non-current liabilities – convertible note (continued)
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.
Fair value at issuance
Fair value movements
Conversion to ordinary shares
Balance at 30 June 2021
17 Current liabilities – employee benefits
Annual leave
Note –
Liability
$
Conversion
feature –
Equity
$
4,419,531
41,431,774
5,541,541
–
(7,434,202)
(31,073,830)
2,526,870
10,357,944
Consolidated
30 June 2021
$
30 June 2020
$
350,135
300,466
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.
18 Non-current liabilities – employee benefits
Consolidated
30 June 2021
$
30 June 2020
$
85,448
3,467
88,915
61,978
–
61,978
Consolidated
30 June 2021
$
Consolidated
30 June 2020
$
268,813
268,813
201,215
201,215
Consolidated
30 June 2021
$
Consolidated
30 June 2020
$
208,194
80,113
129,412
132,971
288,307
262,383
Long service leave
Provision for retirement payment
19 Leases
The consolidated balance sheet shows the following amount relating to leases:
Right-of-use Assets
Buildings
Lease Liabilities
Current
Non-current
Balance at 30 June 2021
60
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
19 Leases (continued)
The recognised ROU assets are comprised solely of property leases in Germany and France. Movements during the financial
year ended 30 June 2021 and 30 June 2020 are as follows:
ROU asset
Initial value of ROU asset recognised as at 1 July 2019
Less: lease incentives
Net ROU asset recognised under AASB 16 as at 1 July 2019
Depreciation for the financial year ended 30 June 2020
Foreign exchange differences
Closing balance of ROU asset as at 30 June 2020
Closing balance of ROU asset as at 1 July 2020
Lease addition and modification for the financial year ended 30 June 2021
Depreciation for the financial year ended 30 June 2021
Foreign exchange differences
Closing balance of ROU asset as at 30 June 2021
$
336,090
(12,215)
323,875
(126,712)
4,052
201,215
201,215
254,461
(181,374)
(5,489)
268,813
For the year ended 30 June 2021 and 30 June 2020, movement of lease liabilities and aging presentation are as follows:
Lease Liabilities Reconciliation
Opening Balance
Lease additions and modifications
Interest charged for the year
Disposals
Principal paid for the year
Interest expense paid for the year
Foreign exchange adjustments
Closing Balance
Consolidated
30 June 2021
$
Consolidated
30 June 2020
$
262,383
–
248,063
336,090
13,382
10,457
–
–
(214,378)
(77,541)
(13,154)
(6,295)
(7,989)
(328)
288,307
262,383
Maturities of Lease Liabilities
The table below shows the Group’s lease liabilities in relevant maturity groupings based on their contractual maturities. The
amounts disclosed in the table are the contractual undiscounted cashflows.
Lease Liabilities
2021
2020
Less than 1
year
$
Between 1
and 2 years
$
Between 2
and 5 years
$
Over 5 years
$
Total
contractual
cashflows
Carrying
amount
$
215,005
78,455
137,025
136,154
–
–
–
–
293,460
288,307
273,179
262,383
61
Notes to the Consolidated Financial Statements
30 June 2021
20 Equity – contributed
Fully paid ordinary shares
Options over ordinary shares – listed
Consolidated
Notes
30 June 2021
$
30 June 2020
$
20(a)
303,760,351 233,328,553
9,661,954
9,661,954
313,422,305 242,990,507
In November 2019, the shareholders approved a 10 to 1 share consolidation during the FY 2019 Annual General Meeting.
Refer to Notes 15 and 16 for impact of the 10 to 1 share consolidation to US warrants and convertible notes, respectively.
(a) Ordinary shares
At the beginning of reporting period
487,630,938 233,328,553
3,388,598,296
211,429,637
30 June 2021
30 June 2020
Note
No.
$
No.
$
Shares issued during the period (pre-consolidation)
20(b)
Transaction costs relating to share issues
Exercise of performance rights pre-share
consolidation (shares issued during the period)
20(b)
Share consolidation
Exercise of performance rights post-share
consolidation (shares issued during the period)
–
–
–
–
–
477,645,539
10,030,556
(2,135,000)
–
(1,474,934)
–
–
10,878,476
385,794
(3,489,408,041)
–
20(b)
5,487,851
1,571,294
3,916,668
957,500
Shares issued during period (post-consolidation)
20(b)
149,630,586
43,307,232
96,000,000 12,000,000
Conversion of Convertible Notes (shares issued
during the period)
20(b)
71,131,450
12,092,937
Exercise of warrants (shares issued during the period)
20(b)
34,272,110 15,604,694
Transaction costs relating to exercise of warrants
–
(9,359)
–
–
–
–
–
–
748,152,935 303,760,351
487,630,938 233,328,553
At reporting date
(b) Shares issued
2021 Details
Share placement November 2020
Share placement June 2021
Performance rights exercised (transfer from share-based payment reserve)*
Convertible Notes exercised
Exercise of warrants
62
Number
Issue Price
$
Total
$
123,216,687
0.24
29,572,005
26,413,899
0.52
13,735,227
5,487,851
71,131,450
0.29
1,571,294
0.17
12,092,937
34,272,110
0.46
15,604,694
260,521,997
72,576,157
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
20 Equity – contributed (continued)
(b) Shares issued (continued)
2020 Details
Share placement July 2019*
Shares issued under Entitlement Offer August 2019*
Number
Issue Price
$
Total
$
19,047,619
0.210
4,000,000
28,716,935
0.210
6,030,556
Performance rights exercised pre share consolidation (transfer from share-based
payment reserve) *
1,087,848
0.355
385,794
Performance rights exercised post share consolidation (transfer from share-
based payment reserve)
Share placement May 2020 post share consolidation
Exercise of warrants
3,916,668
0.244
957,500
96,000,000
0.125 12,000,000
–
–
–
148,769,070
23,373,850
*
All number of shares have been adjusted for the 10 to 1 share consolidation.
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the Company in
proportion to the number of and amounts paid on the shares held.
The fully paid ordinary shares have no par value and the company does not have a limited amount of authorised capital.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share
shall have one vote.
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 32.
Unlisted options**
Expiration Date
4 August 2025
5 January 2023
Exercise Price
Number**
$0.248
847,600
US$0.249*
2,065,070*
2,912,670
*
1 American Depository Shares (ADS) listed on NASDAQ equals 10 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.
In order to maintain or adjust the capital structure, the consolidated entity may adjust the amount of dividends paid to
shareholders, 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.
63
Notes to the Consolidated Financial Statements
30 June 2021
21 Equity – reserves and retained earnings
(a) Reserves
Options issued reserve
Conversion feature of convertible note reserve
Foreign currency translation reserve
Share-based payments reserve
Consolidated
30 June 2021
$
30 June 2020
$
19,116,205
19,116,205
10,357,944
41,431,774
1,174,332
1,754,740
3,843,045
3,712,180
34,491,526
66,014,899
Movements in options issued reserve were as follows:
Opening balance and closing balance
19,116,205
19,116,205
Movements in conversion feature of convertible note reserve
Opening balance
Transfer to accumulated losses on conversion of Convertible Notes
Transfer to contributed equity on conversion of Convertible Notes
Ending balance
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
(b) Accumulated losses
Movements in accumulated losses were as follows:
Opening balance
Net loss for the year
Conversion of Convertible Notes
Exercise of warrants
Ending balance
64
41,431,774
41,431,774
(24,075,358)
(6,998,472)
–
–
10,357,944
41,431,774
1,754,740
1,654,783
(580,408)
99,957
1,174,332
1,754,740
3,712,180
3,331,192
1,702,159
1,724,282
(1,571,294)
(1,343,294)
3,843,045
3,712,180
Consolidated
30 June 2021
$
30 June 2020
$
(275,706,061) (262,237,829)
(29,902,624)
(13,468,232)
26,415,084
4,551,381
–
–
(274,642,220) (275,706,061)
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
21 Equity – reserves and retained earnings (continued)
(i) 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 at the time of issue as required by AASB 2.
(ii) 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.
(iii) 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 32.
22 Equity - dividends
There were no dividends paid or declared during the current or previous financial year.
23 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 2021
$
30 June 2020
$
1,399,536
1,204,840
9,059
157,001
6,367
31,558
1,278,490
1,307,509
2,844,086
2,550,274
*
#
Current year short-term employee benefits shown also include compulsory employer funded social security contributions amounting
to $187,787, which are paid directly by the Company to Government authorities in line with French and German regulations. Prior year
amounts have been adjusted in the current year to include compulsory employer funded social security contributions amounting to
$137,107 which have been deemed to be Employee benefits under accounting standards.
For financial year ended 30 June 2021, Non-Executive Director’s share-based payments of $331,908 are classified as “Share-Based
Payments”. In the prior financial year these amounts were included within Short-term employee benefits, accordingly the comparative
figures of $292,821 in total have been reclassified to Share-based payments.
Further remuneration disclosures are set out in the audited Remuneration Report within the Directors’ Report on pages 16 to 25.
(b) Equity instrument disclosures relating to key management personnel
(i) Options provided as remuneration and shares issued on exercise of such options
There were no options provided as remuneration during the financial year ended 30 June 2021 and 30 June 2020.
(ii) Shareholding
The numbers of shares in the Company held during the financial year by each director of the Company and other key
management personnel of the Group, including their personally related parties, are set out below. There were no shares
granted during the reporting period as compensation.
65
Notes to the Consolidated Financial Statements
30 June 2021
23 Key management personnel disclosures (continued)
(b) Equity instrument disclosures relating to key management personnel (continued)
2021
Ordinary shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Deanne Miller
Dr Frédéric Triebel
Total ordinary shares
ADRs
Mr Marc Voigt
Total ADR*
Received
during the
year on
exercise of
performance
rights
Received
during the
year on the
exercise of
options
Balance at
start of
the year
Number
Number
Number
Other
changes
during
the year*
Number
Balance
at end of
the year
Number
500,000
250,000
1,500,758
273,637
7,647,445
1,200,000
1,301,369
426,654
3,003,892
600,000
5,953,764
900,000
19,907,228
3,650,291
45
45
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
750,000
1,774,395
8,847,445
1,728,023
(640,000)
2,963,892
–
6,853,764
(640,000)
22,917,519
–
–
45
45
*
Other changes during the year include the shares acquired via the Entitlements Offer, on market acquisition and disposals
(iii) Option holdings
There were no options holdings held and no movements during the financial year ended 30 June 2021.
(iv) Performance right holdings
The number of performance rights over ordinary shares in the parent entity held during the financial year by each director
of the parent entity and other members of key management personnel of the consolidated entity, including their personally
related parties, is set out below:
Balance at
start of the
year
Granted
Exercised
2021
Number
Number
Number
Other
Changes
Number
Balance at
end of the
year
Vested and
exercisable
Number
Number
Unvested
Number
Performance rights
over ordinary shares
Dr Russell Howard
Mr Pete Meyers
500,000
1,773,637
Mr Marc Voigt
3,600,000
–
–
–
(250,000)
(273,637)
(1,200,000)
Mr Grant Chamberlain
426,654
1,350,000
(426,654)
Ms Deanne Miller
Dr Frédéric Triebel
1,800,000
2,700,000
–
–
(600,000)
(900,000)
10,800,291
1,350,000
(3,650,291)
–
–
–
–
–
–
–
250,000
1,500,000
2,400,000
1,350,000
1,200,000
1,800,000
–
–
–
–
–
–
250,000
1,500,000
2,400,000
1,350,000
1,200,000
1,800,000
8,500,000
– 8,500,000
On 5 November 2019, there was a 10 to 1 share consolidation. The number of performance rights has therefore been adjusted
retrospectively.
66
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
24 Remuneration of auditors
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.
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
Consolidated
30 June 2021
$
30 June 2020
$
289,202
282,580
–
–
289,202
282,580
25 Contingent liabilities
There were no material contingent liabilities in existence at 30 June 2021 and 30 June 2020.
26 Commitments for expenditure
There were no material commitments for expenditure in existence at 30 June 2021 and 30 June 2020.
27 Related party transactions
Parent entity
Immutep Limited is the parent entity.
Subsidiaries
Interests in subsidiaries are set out in Note 28.
Key management personnel
Disclosures relating to key management personnel are included in the Remuneration Report and Note 23.
Transactions with related parties
There is no transaction occurred with related parties for financial year ended 30 June 2021 and financial year ended 30 June 2020.
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.
28 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:
Immutep USA Inc
PRR Middle East FZ LLC
Immutep GmbH
Immutep Australia Pty Ltd
Immutep IP Pty Ltd
Immutep S.A.S.
Country of
incorporation
Class of
Shares
30 June 2021
%
30 June 2020
%
Equity holding
USA
UAE
Ordinary
Ordinary
Germany
Ordinary
Australia
Ordinary
Australia
Ordinary
France
Ordinary
100
100
100
100
100
100
100
100
100
100
100
100
67
Notes to the Consolidated Financial Statements
30 June 2021
29 Events occurring after the reporting date
the capital raising conducted in June 2021 (Two-Tranche Placement) included:
–
–
–
Tranche 1 placement of 26.4m shares
Tranche 2 placement of 89.0m shares
Share Purchase Plan (SPP) offer to eligible shareholders
At the Annual General Meeting (AGM) on 26 July 2021, the Shareholders of the Company:
–
–
ratified Tranche 1 Shares (26.4m shares) which were issued on 28 June 2021.
approved the issue of Tranche 2 shares (89.0m shares) which were issued to Shareholders on 30 July 2021.
The SPP shares (13.8m shares) were issued on 23 July 2021.
No other matter or circumstance has arisen since 30 June 2021, that has significantly affected the Group’s operations, results,
or state of affairs, or may do so in future years.
30 Reconciliation of loss after income tax to net cash used in operating activities
Loss after income tax expense for the year
Adjustments for:
Depreciation and amortisation
Share based payments
Changes in fair value of US investor warrants
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)/Decrease in current receivables
(Increase)/Decrease in other operating assets
Increase/(Decrease) in trade and other payables
Increase in employee benefits
Net cash used in operating activities
31 Earnings per share
Loss after income tax attributable to the owners of Immutep Limited
Consolidated
30 June 2021
$
30 June 2020
$
(29,902,624)
(13,468,232)
2,070,116
2,079,639
1,702,159
1,724,282
8,663,013
(2,214,813)
646,630
(200,784)
1,171,959
1,146,406
(2,830,539)
1,900,434
(620,024)
243,581
1,382,362
(2,126,001)
76,606
76,149
(17,640,342)
(10,839,339)
Consolidated
30 June 2021
$
30 June 2020
$
(29,902,624)
(13,468,232)
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share (EPS)
594,927,440
412,855,961
Weighted average number of ordinary shares used in calculating diluted earnings per share (EPS)
594,927,440
412,855,961
Basic earnings per share
Diluted earnings per share
(5.03)
(5.03)
Cents
(3.26)
(3.26)
The Group updated the 2020 EPS figure to reflect the bonus shares issue arising from the capital raising in the financial year ended
30 June 2021.
*
68
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
31 Earnings per share (continued)
Information concerning other notes and options issued:
The following table summarises the convertible notes, performance rights, listed options and unlisted options that were not
included in the calculation of weighted average number of ordinary shares because they are anti-dilutive for the periods
presented.
Unlisted options
Convertible notes
Performance rights
Non-executive director performance rights
US warrants*
30 June 2021 30 June 2020
Number
Number
847,600
38,174,063
23,806,883
90,109,406
7,563,502
11,837,560
3,100,000
2,700,291
2,065,070
36,337,180
*
1 American Depository Shares (ADS) listed on NASDAQ equals 10 ordinary shares listed on ASX thus the number of warrants on issue has
been grossed up.
☺32 Share-based payments
(a) Executive in☻centive plan (EIP)
Equity incentives are granted under the Executive Incentive Plan (EIP) which was approved by shareholders at the 2018
Annual 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 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
performance rights and/or options. Equity incentives granted in accordance with the EIP Rules are designed to provide
meaningful 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 practices in France, Germany, and Australia. The company grants Short Term Incentives (STIs) and Long-Term
Incentives (LTIs) under the EIP. All the performance rights granted under the Executive Incentive Plan (EIP) exercisable into
ordinary shares with nil exercise price. The weighted average remaining contractual life of performance rights outstanding at
the end of the period was less than 1.7 years.
Set out below are summarises of all STI and LTI performance rights granted under the EIP excluding the performance rights
issued to non-executive directors:
Financial year ended 30 June 2021
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
28 November 2017
2 October 2018
3 October 2019
1 November 2019
2 January 2020
2 October 2020
0.230
500,000
0.470
387,560
0.260 4,500,000
0.280 3,600,000
0.260 2,850,000
–
–
–
–
–
(500,000)
(387,560)
(1,500,000)
(1,200,000)
(950,000)
0.235
–
263,502
–
11,837,560
263,502 (4,537,560)
–
–
–
–
– 3,000,000
– 2,400,000
–
–
–
1,900,000
263,502
7,563,502
The weighted average share price on the exercising date during the financial year 2021 is $0.235.
–
–
–
–
–
–
–
69
Notes to the Consolidated Financial Statements
30 June 2021
☺32 Share-based payments (continued)
(a) Executive in☻centive plan (EIP) (continued)
Financial year ended 30 June 2020
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
28 November 2017
29 November 2017
2 October 2018
3 October 2019
1 November 2019
2 January 2020
0.230
500,000
–
–
0.230 2,000,001
– (2,000,001)
0.470
0.260
0.280
0.260
775,118
–
(387,558)
– 4,500,000
– 3,600,000
– 2,850,000
–
–
–
–
–
–
500,000
–
387,560
– 4,500,000
– 3,600,000
– 2,850,000
4,941,786 10,950,000 (4,054,226)
– 11,837,560
–
–
–
–
–
–
–
The weighted average share price on the exercising date during the financial year 2020 is $0.258 adjusted for November
2019 share consolidation.
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 2021 included:
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
2 October 2020
$0.235
88%
Nil
0.12%
The model inputs for STI performance rights granted during the year ended 30 June 2020 included:
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
3 October 2019 1 November 2019
2 January 2020
$0.260
$0.280
$0.260
61%
Nil
0.61%
63%
Nil
0.78%
59%
Nil
0.88%
There are no outstanding options under EIP at the beginning of the financial year 2021 and no option was granted during the
year ended 30 June 2021.
Fair value of options granted
No options were granted during the year ended 30 June 2021 and 30 June 2020.
70
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
☺32 Share-based payments (continued)
(b) Performance rights issued to non-executive directors with shareholders’ approval
At the 2020 Annual General Meeting, shareholders approved the issue of 1,350,000 performance rights to 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. All the performance rights issued to non-executive directors are exercisable into ordinary shares with nil
exercising price. The weighted average remaining contractual life of performance rights outstanding at the end of the period
was less than 2.2 years.
2021
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
25 Nov 2016
Director rights
0.380
273,637
17 Nov 2017
Director rights
0.210
426,654
16 Nov 2018
Director rights
0.390
500,000
1 Nov 2019
Director rights
0.280 1,500,000
–
–
–
–
27 Oct 2020
Director rights
0.255
–
1,350,000
(273,637)
(426,654)
(250,000)
–
–
–
–
–
–
–
–
–
250,000
1,500,000
1,350,000
Total
2,700,291
1,350,000
(950,291)
– 3,100,000
–
–
–
–
–
–
The weighted average share price on the exercising date during the financial year 2021 is $0.276.
2020
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
17 Nov 2017
Director rights
0.210
853,307
16 Nov 2018
Director rights
0.390
750,000
–
–
(426,653)
(250,000)
1 Nov 2019
Director rights
0.280
–
1,500,000
–
Total
2,150,581
1,500,000
(950,290)
–
–
–
–
426,654
500,000
1,500,000
2,700,291
–
–
–
–
The weighted average share price on the exercising date during the financial year 2020 is $0.257 adjusted for November 2019
share consolidation.
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 2021 included:
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
27 October 2020
$0.255
92%
Nil
0.14%
71
Notes to the Consolidated Financial Statements
30 June 2021
☺32 Share-based payments (continued)
The model inputs for STI performance rights granted during the year ended 30 June 2020 included:
(b) Performance rights issued to non-executive directors with shareholders’ approval (continued)
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
1 November 2019
$0.280
63%
Nil
0.78%
(c) Options issued to other parties
During the financial year ended 30 June 2016, options were issued to Ridgeback Capital Investments and Trout Group LLC
and these are eligible to be exercised. The weighted average remaining contractual life of performance rights outstanding at
the end of the period was less than 4.1 year.
Set out below is a summary of the options granted to both parties:
2021
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
31 Jul 2015
5 Aug 2020
0.235
37,144,524
31 Jul 2015
5 Aug 2025
30 Oct 2015
30 Oct 2020
7 Mar 2016
7 Mar 2021
Total
0.248
0.568
0.398
847,600
79,311
102,628
38,174,063
–
–
–
–
–
–
–
–
–
(37,144,524)
–
–
847,600
(79,311)
(102,628)
–
–
– (37,326,463)
847,600
–
–
–
–
–
Fair value of options granted
No options were granted during the year ended 30 June 2021 (2020 – 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) 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 2021
$
30 June 2020
$
1,702,159
1,724,282
1,702,159
1,724,282
Share-based payment transactions with employees are recognised during the period as a part of corporate and
administrative expenses.
72
Annual Report 2021 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2021
33 Parent entity information
(d) Expenses arising from share-based payment transactions (continued)
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 2021
$
30 June 2020
$
(29,227,163)
(13,482,664)
(29,227,163)
(13,482,664)
Parent
30 June 2021
$
30 June 2020
$
51,560,979
21,659,619
25,908,877
20,539,720
77,469,856
42,199,339
1,309,609
634,177
4,314,029
10,970,720
5,623,638
11,604,897
313,422,305 242,990,507
34,845,815
65,765,139
(276,421,902) (278,161,204)
71,846,218
30,594,442
Guarantees of financial support
There are no guarantees entered into by the parent entity.
Contingent liabilities of the parent entity
Refer to Note 25 for details in relation to contingent liabilities as at 30 June 2021 and 30 June 2020.
Capital commitments - Property, plant, and equipment
The parent entity did not have any capital commitments for property, plant, and equipment at as 30 June 2021 and
30 June 2020.
73
Directors’ Declaration
In the directors’ opinion:
(a) the financial statements and notes set out on pages 30 to 73 are in accordance with the Corporations Act 2001, including:
(i)
complying with Australian 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 2021 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
Sydney
30 August 2021
74
Annual Report 2021 Immutep Limited
Independent Auditor’s Report
Independent auditor’s report
To the members of Immutep Limited
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 2021 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 2021
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 significant accounting policies
and other explanatory information
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 & Ethical
Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence
Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also
fulfilled our other ethical responsibilities in accordance with the Code.
PricewaterhouseCoopers, ABN 52 780 433 757
One International Towers Sydney, Watermans Quay, Barangaroo NSW 2000, 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 | 75
75
Independent Auditor’s Report
continued
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
● For the purpose of our audit we used overall
Group materiality of $1,487,000, which
represents approximately 5% of the Group’s loss
before tax.
● 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 predominately
performed by a Group finance function at the
corporate head office in Sydney.
● 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.
76
Page | 76
Annual Report 2021 Immutep Limited
Independent Auditor’s Report
continued
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. We communicated the key audit matters to the
Audit and Risk Committee.
Key audit matter
Recognition of grant income
(refer to the consolidated statement of
comprehensive income and to notes 3(a) and
4 to the financial report) [A$3.55m]
A key stream of 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.
Accounting for capital raising during the
year
(refer to the consolidated statement of
changes to equity and to notes 15, 16 and 20
to the financial report) [A$70.43m]
During FY21 operations, the Group completed several
capital raises through different financing activities.
Funds were raised by institutional placements, the
exercise of warrant obligations and performance
rights and through conversion of convertible notes
held.
How our audit addressed the key audit
matter
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.
● Compared the nature and classification of the
research and development expenditure
categorisations included in the current year to
the prior year.
● Compared a sample of the eligible operating costs
used to calculate the grant income to the
expenditure recorded in the general ledger. Our
examination also included comparing the
amounts recognised to supporting evidence.
● Recomputed the Group’s supporting calculations
of accrued receivables for grant income. This
included comparing the accrued receivables to
previously approved grant income and to
subsequent collections as applicable.
Assessed the reasonableness of the related
disclosures in the financial statements in light of
the requirements of Australian Accounting
Standards.
●
We performed the following audit procedures,
amongst others:
● Obtained ASX filings detailing the number of
shares issued as part of each capital raise activity
and reconciled to the Group’s reported equity
movement.
● Agreed cash proceeds to bank statements where
applicable.
● Examined contractual agreements for convertible
note liability and warrant liability and assessed
the compliance of the conversion and exercises to
the relevant contractual provisions, respectively.
Page | 77
77
Independent Auditor’s Report
continued
The financial statement balances impacted include
the convertible note liability, warrant liability, cash
and equity.
Accounting for capital raising activities was a key
audit matter due to its financial significance and its
impact to the financial report, as well as given the
funds were raised through several different methods
that had corresponding different accounting
treatments.
● Evaluated the appropriateness of the Group’s
methods for developing the fair value
measurement of convertible notes, warrant
liability and performance rights by reference to
the nature of the estimate, the requirements of
Australian Accounting Standards, and the
business, industry and environment in which the
Group operates.
● Considered the appropriateness of the risk
adjusted interest rate used by the Group to
estimate fair value for convertible notes through
consideration of current operations and
industry/market information.
● Evaluated the appropriateness of data used to
develop the fair value measurement of
convertible notes, warrant liability and
performance rights in the context of Australian
Accounting Standards and whether the data is
relevant and reliable in the circumstances and
has been appropriately understood or interpreted
by the Group, including with respect to
contractual terms.
● Recomputed both the fair values and the carrying
values of convertible notes and warrant liability
at redemption date, with reference to contractual
agreements.
● Recomputed the exercise value of performance
rights and agreed to employee agreements.
● Together with PwC accounting specialists, we
assessed the appropriateness of the Group’s
accounting transfers amongst equity reserve
transfers, share capital and accumulated losses
from capital raises through reference to
Australian Accounting Standards and by
considering the work of the Group’s tax experts,
which included assessing the expert’s objectivity
and competence.
● Assessed the reasonableness of the related
disclosures in the financial statements in light of
the requirements of Australian Accounting
Standards.
78
Page | 78
Annual Report 2021 Immutep Limited
Independent Auditor’s Report
continued
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 2021, 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
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 on the other information that we obtained prior to the date of
this auditor’s report, we conclude that there is a material misstatement of this other information, we
are required to report that fact. We have nothing to report in this regard.
Responsibilities of the directors for the financial report
The directors of the Company are responsible for the preparation of the financial report that gives a
true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001
and for such internal control as the directors determine is necessary to enable the preparation of the
financial report that gives a true and fair view and is free from material misstatement, whether due to
fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the Group to
continue as a going concern, disclosing, as applicable, matters related to going concern and using the
going concern basis of accounting unless the directors either intend to liquidate the Group or to cease
operations, or 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:
https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf. This description forms part of
our auditor's report.
Page | 79
79
Independent Auditor’s Report
continued
Report on the remuneration report
Our opinion on the remuneration report
We have audited the remuneration report included in pages 16 to 25 of the directors’ report for
the year ended 30 June 2021.
25
16
In our opinion, the remuneration report of Immutep Limited for the year ended 30 June 2021
complies with section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the
remuneration report in accordance with section 300A of the Corporations Act 2001. Our responsibility
is to express an opinion on the remuneration report, based on our audit conducted in accordance with
Australian Auditing Standards.
PricewaterhouseCoopers
Caroline Mara
Partner
Sydney
30 August 2021
80
Page | 80
Annual Report 2021 Immutep Limited Shareholder Information
as at 17 August 2021
The shareholder information set out below was applicable as at 17 August 2021.
There is a total of 850,922,801 ordinary fully paid shares on issue held by 13,045 holders.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
Spread of Holdings
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
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
1 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
2 NATIONAL NOMINEES LIMITED
3 CITICORP NOMINEES PTY LIMITED
4
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
Number of holders
of ordinary shares
2,865
4,360
1,867
3,387
566
13,045
2,945
Ordinary shares held
Number held
324,272,007
60,483,220
% of total
shares
38.108
7.108
43,042,850
5.058
31,044,298
3.648
5 CS THIRD NOMINEES PTY LIMITED
20,082,579
2.360
6 BNP PARIBAS NOMS PTY LTD
7 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2
8 MARC VOIGT
9 UBS NOMINEES PTY LTD
10 FREDERIC TRIEBEL
11 BNP PARIBAS NOMINEES PTY LTD ACF CLEARSTREAM
12 SANDHURST TRUSTEES LTD
13 BNP PARIBAS NOMINEES PTY LTD
14 BRISPOT NOMINEES PTY LTD
15 MACENROCK PTY LTD
16 MS LUCY TURNBULL
17 DEANNE MILLER
18 M & HC PTY LTD
19 MR THOMAS TSCHEREPKO
20 MR DAVID STEWART FIELD
Total
13,932,786
9,678,956
1.637
1.137
8,791,695
1.033
7,199,156
0.846
6,853,764
0.805
6,235,332
0.733
5,499,923
0.646
4,501,767
0.529
4,456,012
0.524
3,622,897
0.426
2,981,626
0.350
2,863,892
0.337
2,314,372
0.272
2,300,000
0.270
2,270,000
0.267
562,427,132
66.094
81
Shareholder Information
as at 17 August 2021
Unquoted equity securities
Unquoted equity securities
Options and warrants
Warrants over NASDAQ listed American Depository Shares
Performance Rights
Convertible Notes
Number on issue
Number of
holders
847,600
2,065,070*
10,663,502
3,437,707
1
1
9
1
*
1 American Depository Shares (ADS) listed on NASDAQ equals 10 ordinary shares listed on ASX thus the number of warrants on issue has
been grossed up.
Substantial holders
Substantial holders in the company are set out below:
Ordinary shares held
Substantial holder
Number held
% of total shares
Date of Notice
The Bank of New York Mellon Corporation (BNYM)
279,232,349*
38.82%
3 August 2021
FIL Limited
National Nominees Ltd ACF Australian Ethical Investment Limited
52,878,744
41,583,333
6.21%
3 August 2021
5.56%
30 June 2021
*
BNYM has a relevant Interest In 279,232,349 securities as depositary for Immutep Limited ADR program administered under the Deposit
Agreement. BNYM’s relevant interest in these securities arises as a result of the Deposit Agreement containing rights for BNYM to dispose
of securities held under the ADR program in limited circumstances. Under the Deposit Agreement, ADR holders retain their rights to
dispose of those securities and to give voting Instructions for the exercise of voting rights attached to the securities. BNYMC Group’s
power to vote or dispose of these securities is qualified accordingly. By an instrument of relief dated 29 April 2019, ASIC has granted certain
relief to BNYM and its related bodies corporate from certain provisions of Chapter 6 of the Corporations Act in relation to the acquisition
of, or increase In, voting power in securities held by BNYM as depositary under the ADR program.
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.
82
Annual Report 2021 Immutep Limited 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
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