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2022
Year ended 30 June 2022
Reporting period:
Previous corresponding period: Year ended 30 June 2021
ABN 90 009 237 889
Annual Report 2022
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)
Ms Lucy Turnbull, AO
(Non-Executive Director)
Company Secretaries
Ms Deanne Miller
Ms Indira Naidu
Registered office & principal place of business
Level 33
264 George Street
Australia Square
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 2022 Immutep Limited
Table of Contents
Chairman’s Letter .................................................................................................................................................................................................................................2
Review of Operations and Activities ...........................................................................................................................................................................................4
Directors’ Report ...................................................................................................................................................................................................................................9
Auditor’s Independence Declaration ......................................................................................................................................................................................27
Corporate Governance Statement ...........................................................................................................................................................................................28
Consolidated Statement of Comprehensive Income ....................................................................................................................................................30
Consolidated Balance Sheet.........................................................................................................................................................................................................31
Consolidated Statement of Changes in Equity ..................................................................................................................................................................32
Consolidated Statement of Cash Flows ................................................................................................................................................................................33
Notes to the Consolidated Financial Statements .............................................................................................................................................................34
Directors’ Declaration ......................................................................................................................................................................................................................73
Independent Auditor’s Report to the members of Immutep Limited ....................................................................................................................74
Shareholder Information ................................................................................................................................................................................................................79
1
Chairman’s Letter
Our focus is on cultivating the
best late-stage development
strategy for efti to deliver value
to our shareholders.
The financial year saw considerable progress from Immutep
and efti, which is being evaluated as part of combination
therapies with chemotherapy and PD-1 and PD-L1
inhibitors. Efti was shown to improve overall survival in key
subgroups of breast cancer patients when administered in
combination with paclitaxel in the Phase IIb AIPAC study.
Efti is also demonstrating encouraging efficacy through the
Phase II TACTI-002 trial which evaluates efti in combination
with pembrolizumab in three different cancer indications.
In 1st line non-small cell lung cancer (NSCLC) a promising
38.6% of patients are responding to the combination
therapy. The data are supportive of continued late-stage
clinical development of efti in 1st line NSCLC.
In 2nd line NSCLC interim results are showing an
encouraging median overall survival of 9.7 months from
the combination therapy. Lastly, in 2nd line head and neck
squamous cell carcinoma (HNSCC) there is a response
rate of 29.7%, along with favourable duration and depth
of responses. Importantly, efti has consistently reported a
good safety profile across all its trials to date.
Given the encouraging results we’ve reported across these
key trials in metastatic breast cancer and NSCLC, Immutep
now has optionality to progress the development of efti in
multiple indications. We are carefully reviewing our clinical
plans to potentially prioritise one indication as we continue
to progress towards commercialization of efti. From the
strength of the data already presented, the unmet patient
need and the significant market opportunity, the business
may prioritise development in 1st line NSCLC. This would
be in addition to our ongoing development program in
1st line HNSCC which has FDA Fast Track designation.
Ultimately the aim would be for Immutep or its partners to
obtain marketing authorisation in multiple indications to
fully exploit the potential of efti with its unique mechanism
of action.
Dear Fellow Shareholder:
I’m delighted to present Immutep’s annual report for the
financial year 2022.
Immutep continued to forge its leadership role in the
emerging LAG-3 landscape throughout a year that saw
increasing attention from industry on this exciting new
immune checkpoint. As a global biotech developing
immunotherapeutic products for cancer and autoimmune
disease, we have more product candidates and programs
focused on LAG-3 than any other drug development
company and we have retained our status of being the only
LAG-3 pure play.
In March 2022 the first LAG-3 product, a Bristol-
Myers Squibb (BMS) combination of LAG-3 inhibitor,
relatlimab and PD-1 inhibitor, nivolumab (Opdualag®)
received approval from the United States Food and Drug
Administration for the treatment of melanoma in patients.
The approval marked the validation of LAG-3 as the next
most promising immune checkpoint, following the success
of PD-1 and PD-L1 inhibitors, such as pembrolizumab
and avelumab, and the CTLA-4 inhibitor, ipilimumab. The
emergence of LAG-3 is all the more significant in light of
the recent failure of anti-TIGIT clinical trials in H1 2022.
BMS’s Opdualag® hit the market only a number of weeks
ago and has already surprised the industry with $58
million in sales in the three months to June 2022, doubling
expectations for first quarter of sales. The combination
product is tipped to meet its $4 billion peak sales target
across multiple cancer indications.
As a pure-play LAG-3 company, this validation triggered
renewed excitement in Immutep’s pipeline of four
product candidates. Our lead product candidate, called
eftilagimod alpha (efti) has a unique mechanism of action
in the growing LAG-3 product landscape. While most
LAG-3 products are blocking agents, efti is the only LAG-3
product that activates antigen-presenting cells to drive an
adaptive immune response.
2
Annual Report 2022 Immutep Limited Chairman’s Letter
continued
With our late-stage development pipeline growing, the
Company has been actively progressing upscaling of its
manufacturing for efti to ensure sufficient volume of the
drug is available for a Phase III trial, as well as commercial
volumes.
Immutep‘s positive clinical results were reported during
a year of macroeconomic uncertainty stemming from
supply chain disruptions, the ongoing COVID pandemic,
geopolitical tensions and inflation. This broader
environment has severely impacted the share prices of
most companies in the biotech sector globally, including
Immutep’s share price.
Fortunately, Immutep’s operations have not been
significantly impacted by the current macroeconomic
landscape. We had enrolled a small number of patients into
the TACTI-003 trial at clinical sites in the Ukraine prior to
the outbreak of the war and have been able to successfully
continue treating most of these patients from alternative
locations.
Immutep also continued its collaborations with four major
pharmaceutical companies: Novartis, GSK, Merck & Co
(MSD) and Merck (Germany) during the year, along with
EOC Pharma and LabCorp. The breadth and depth of
these partnerships confers strong validation of Immutep’s
technology, product candidates and R&D competencies.
We undertook a two-tranche placement and a Share
Purchase Plan (SPP) at the end of FY 2021 and were
delighted to be supported by multiple new and existing
institutional investors from Australia and offshore. The
financings raised a total of A$67.2m before transaction
costs, with the second tranche and SPP shares being issued
following approval by shareholders within the financial year
2022, 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 also extend our cash runway
into early calendar year 2024.
I would like to thank our shareholders for their continued
support of the Company throughout the year. We are
pleased with the encouraging clinical results from efti and
are equally excited about what lies ahead for Immutep. Our
focus is on cultivating the best late-stage development
strategy for efti to deliver value to our shareholders.
We look forward to updating you on our progress over the
coming twelve months.
Yours sincerely,
Dr. Russell Howard
Chairman
Immutep Limited
31 August 2022
3
Review of Operations
and Activities
As LAG-3 has emerged as the next
promising immune checkpoint in
immunotherapy for cancer, Immutep’s
technologies and clinical results have
drawn increasing industry attention.
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, with
currently more product candidates and programs focused
on LAG-3 than any other drug development company. The
Company 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 late-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. In addition, there are also
ongoing research activities for potential new candidates.
Immutep is listed on the Australian Securities Exchange
(IMM), and on the NASDAQ (IMMP) in the United States.
REVIEW OF OPERATIONS
As LAG-3 has emerged as the next promising immune
checkpoint in immunotherapy for cancer, Immutep’s
technologies and clinical results have drawn increasing
industry attention. This year, the Company has continued
to advance efti through key clinical trials and reported
interim and final results throughout the year. Data from its
metastatic breast cancer trial (AIPAC) and its metastatic
head and neck squamous cell carcinoma (HNSCC) and
non-small cell lung cancer (NSCLC) trial (TACTI-002) were
selected for presentation at multiple prestigious cancer
conferences. All data has been consistently encouraging
from an efficacy perspective and importantly, has also
supported efti’s good safety profile to date.
4
This encouraging data from efti in multiple cancer
indications has built its value from a patient, industry and
shareholder point of view. Furthermore, Immutep now
has optionality to prioritise advancing efti into late-stage
clinical trials in breast cancer and NSCLC. This is in addition
to Immutep’s later-stage trial in HNSCC that is currently
recruiting patients (TACTI-003).
With the support of new and existing shareholders,
Immutep completed two financings during the financial
year related to the completion of a two-tranche placement
and share purchase plan (SPP) that was initiated in June
2021. The Company raised in total A$67.2m before
transaction costs, of which A$53.4m was completed in
July 2021.The second tranche and SPP shares were issued
following approval by shareholders at an EGM in July 2021.
The placement was supported by high-quality institutional
investors in Australia and offshore.
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 into the early calendar year 2024.
Clinical Trials with Eftilagimod Alpha
AIPAC Trials – Late-Stage Development in Metastatic
Breast Cancer
Immutep’s Phase IIb AIPAC trial evaluated efti in
combination with paclitaxel, a standard of care
chemotherapy, as a chemo-immunotherapy combination.
The trial was a randomised, double blinded, placebo-
controlled clinical study in 227 HR+/HER2- metastatic
breast cancer patients and was conducted across more
than 30 clinical 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.
Annual Report 2022 Immutep Limited Review of Operations
and Activities
continued
In November 2021, Immutep reported positive final
Overall Survival (OS) data from AIPAC at the Society for
Immunotherapy of Cancer (SITC) Annual Meeting 2021.
The trial reported very encouraging OS data, including a
statistically significant and clinically meaningful benefit in
three prespecified subgroups representing most patients.
A survival benefit of +7.5 months was observed in patients
< 65 years, reflecting a > 50% improvement compared
to the control group. A +19.6 months survival benefit was
seen in patients with low monocytes, a benefit of > 150%
compared to the control group. Lastly, a survival benefit of
+4.2 months was reported in luminal B patients, reflecting a
> 33% benefit compared to the control group.
The Company later reported biomarker and multivariate
analysis data and insights from the trial at ESMO’s Breast
Cancer Congress in May 2022. The analysis showed a
statistically significant increase in innate and adaptive
immune response biomarkers (monocyte and CD8+ T cell
counts and serum CXCL10 levels) and absolute lymphocyte
count (ALC) was observed in the efti group, but not in
the placebo group. These improved immune parameters
correlated with improved OS of the patients, confirming efti
is activating the immune system and helping patients live
longer. In addition, an observed early rise in ALC in patients
treated with efti may provide clinicians with a potential
predictor of improved survival, helping them to determine
early on if continued treatment with efti is beneficial. The
exploratory analysis also identified six patient subgroups
that showed improvements in OS. These subgroups are
relevant for patient population selection for future late-
stage studies in breast cancer.
The positive results from AIPAC are supportive of further
development of efti in metastatic breast cancer. However,
given the encouraging results Immutep is also seeing from
efti in 1st line NSCLC from TACTI-002 (see below), the
Company is reviewing its clinical plans for metastatic breast
cancer and NSCLC to potentially prioritise one indication.
In the meantime, Immutep is continuing its regulatory
interactions for the development program for efti in
metastatic breast cancer. This includes dialogue with the
US Food and Drug Administration (FDA) and European
Medicines Agency (EMA), following feedback from the
EMA regarding the efti program received in October 2021
and the FDA in March 2022.
TACTI-003 - Phase IIb – Late-Stage Trial with Fast Track
Designation
TACTI-003 is Immutep’s multi-centre, open label,
randomised Phase IIb clinical study evaluating efti in
combination with KEYTRUDA® (pembrolizumab) in
up to 154 patients with 1st line recurrent or metastatic
HNSCC. The trial was instigated due to the robust data
reported from TACTI-002 in 2nd line HNSCC but is being
conducted in the more commercially relevant 1st line
setting in TACTI-003.
TACTI-003 was awarded Fast Track designation from the
United States Food and Drug Administration (US FDA)
and will take place across Australia, Europe, and the United
States in up to 35 clinical sites. It is being conducted under
the terms of a second clinical trial collaboration and supply
agreement with Merck & Co., Inc., Kenilworth, NJ, USA
(known as MSD outside the United States and Canada).
Patient enrollment has been ongoing during the financial
year and has already surpassed the 25% recruitment mark
across the 25 trial sites that are now activated.
TACTI-002 (also designated KEYNOTE-798) - Phase II
TACTI-002 is Immutep’s Phase II clinical study evaluating
efti in combination with KEYTRUDA® (pembrolizumab)
in 189 patients with NSCLC in 1st and 2nd line (Parts A and
B, respectively) and 2nd line HNSCC (Part C). The study is
taking place at approximately 20 clinical sites in Australia,
Europe and the United States. It is being conducted in
collaboration with MSD and is called KEYNOTE-798
by MSD.
5
Review of Operations
and Activities
continued
Recruitment was completed for all cohorts of the
TACTI-002 trial in FY 2022. In addition, encouraging
efficacy results were reported at prestigious cancer
conferences throughout the financial year for each Part of
the trial, along with a consistently good safety profile for efti
which continues to be well tolerated.
Part A – 1st line NSCLC – Immutep reported that
TACTI-002 met its primary objective for 1st line NSCLC
patients in this PD-L1 all-comer trial via a prestigious
Oral Presentation at the American Society of Clinical
Oncology’s (ASCO) 2022 Annual Meeting in June 2022.
This Part of the trial showed an Overall Response Rate
(ORR) of 38.6% to therapy with efti plus pembrolizumab.
Encouraging responses were demonstrated in all PD-L1
status groups, including patients who were PD-L1 negative
or PD-L1 low, and less likely to respond to anti-PD-1
monotherapy. Immutep also reported improving secondary
endpoints, Disease Control Rate (DCR) and interim median
Progression Free Survival (PFS), across all PD-L1 expression
levels. The data are supportive of late-stage clinical
development of efti in 1st line NSCLC.
Part B – 2nd line NSCLC - New interim data from patients
with 2nd line metastatic NSCLC was reported in a poster
presentation at ESMO’s European Lung Cancer Congress
in March 2022, with further updated interim data presented
post financial year in August 2022 at the IASLC 2022 World
Conference on Lung Cancer (WCLC). At WCLC 2022,
the Company reported patients with 2nd line NSCLC
had a median OS of 9.7 months from therapy with efti in
combination with pembrolizumab. In addition, 25% were
progression free at 6 months and 36.5% were alive at 18
months.
Part C – 2nd line HNSCC – Immutep reported interim
data from 2nd line HNSCC patients at the SITC 2021
conference in November 2021. The results demonstrated
encouraging antitumor activity. An ORR of 29.7% was
reported in patients receiving the combination therapy of
efti and pembrolizumab. In addition, a favourable duration
and depth of responses were observed, with five Complete
Responses and a minimum duration of response extended
to more than 9 months across all responding patients. The
responses continue to be reported in both high and low
PD-L1 expressors.
Institute of Clinical Cancer Research (IKF) INSIGHT
Clinical Trial Platform
INSIGHT is an investigator-initiated Phase I clinical trial
platform investigating efti in different combination
treatments. INSIGHT consists of 5 different arms from
strata A to E, with active arms outlined below. The trial
is being conducted by the Institute of Clinical Cancer
Research (IKF) at Northwest Hospital, Frankfurt, Germany.
6
INSIGHT-003 (Stratum C) - first triple combination therapy
study with efti
INSIGHT-003 is a Phase I study of efti in up to 20
patients with various solid tumours, focusing on NSCLC
adenocarcinomas. It is the first time efti will be evaluated as
part of a triple combination therapy consisting of efti and an
approved standard of care combination of chemotherapy
(carboplatin, pemetrexed) and an anti-PD-1 therapy. More
than half of a total of 20 patients have been enrolled into
the INSIGHT-003 trial and interim results are expected to
be reported in late calendar year 2022.
INSIGHT-005 (Stratum E) - in collaboration with Merck
KGaA
INSIGHT-005 is intended to evaluate efti in combination
with bintrafusp alfa, an investigational bifunctional fusion
protein immunotherapy, in 12 patients with solid tumours
under Immutep’s collaboration and supply agreement with
Merck KGaA, Darmstadt, Germany. However, in the light of
the suboptimal results from Merck KGaA’s bintrafusp alpha
in other studies, the INSIGHT-005 study is under review
and may not proceed.
EOC Pharma - Phase II (China)
EOC Pharma (EOC) is Immutep’s partner and licensee for
efti in Greater China. EOC has the exclusive development
and commercialisation rights of efti in China, Hong Kong,
Macau and Taiwan. These rights are retained by Immutep
in all other territories.
EOC is advancing plans for its expanded clinical trial
pipeline for efti (designated EOC202 in China). In addition
to EOC’s planned Phase II clinical trial evaluating efti in
combination with chemotherapy in metastatic breast
cancer patients in China, it is also planning a study of efti
in combination with an anti-PD-1 therapy. Both trials will
be fully funded by EOC, which has previously completed
a Phase I bridging study in Mainland China.
CYTLIMIC - Phase I
CYTLIMIC (an affiliate of NEC) is Immutep’s Japanese
collaboration partner for efti. CYTLIMIC has been
conducting studies of CYT001, its lead cancer vaccine
which comprises peptides designed using artificial
intelligence from the HSP70 and GPC-3 proteins, plus two
adjuvants, efti and Hiltonol.
Immutep signed clinical collaboration, service and supply
agreements with the Japanese biotech in 2019 to support
the development of the therapeutic cancer vaccine.
However, based on a comprehensive business evaluation,
CYTLIMIC has determined to dissolve the company and
Annual Report 2022 Immutep Limited Review of Operations
and Activities
continued
accordingly, to transfer its own patents and licensing rights
to NEC. Investigations into CYT001 will not be continuing
whilst NEC assesses the future of this cancer vaccine
program.
EAT COVID - Phase II
EAT COVID was 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 wa s due to evaluate efti in up to 110
hospitalised patients with COVID-19; however, recruitment
into the trial has been slow. Accordingly, Immutep has
decided to discontinue the supply of efti for this trial
and to terminate the collaboration with the University
Hospital Pilsen. Immutep incurred minimal costs for this
investigator-initiated trial.
Eftilagimod Alpha Manufacturing
Throughout the financial year, Immutep and its
manufacturing partner WuXi Biologics have been
scaling up efti’s GMP manufacturing from 200L to
2,000L capacity bioreactors for potential commercial
manufacturing and registration. The program is on track.
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 just treating the
symptoms. During the financial year, Immutep signed a
Manufacturing Service Agreement with Northway Biotech,
an end-to-end biopharmaceutical contract development
and manufacturing organisation, to manufacture IMP761
ahead of clinical testing. Cell line development has been
completed and GMP manufacturing at the 200L scale is
ongoing.
Licensed Programs
Novartis - Ieramilimab
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. Novartis continues to evaluate ieramilimab in
clinical trials in multiple cancer indications in combination
with its PD-1 inhibitor, spartalizumab.
Novartis presented two posters at the ESMO Congress
in September 2021. One poster included data from
its PLATForM Phase II study of novel spartalizumab
combinations in melanoma, concluding patients with
LAG-3+ melanoma may be more likely to respond to
spartalizumab + ieramilimab (LAG525) treatment. Novartis
also presented data from its Phase II, open-label, 3-arm
study, in patients with advanced triple-negative breast
cancer regardless of PD-L1 status progressing after
adjuvant or one prior line of systemic therapy for metastatic
disease, but who had not received an immune checkpoint
inhibitor. Patients were randomised 1:1:1 to LAG525 +
spartalizumab, LAG525 + spartalizumab + carboplatin,
or LAG525 + carboplatin. As no arms of the study met
the proof of preliminary efficacy criteria, no further
investigation is planned for this study.
GlaxoSmithKline (GSK) - IMP731
GSK is Immutep’s partner for GSK2831781, a LAG-3
depleting antibody derived from Immutep’s IMP731
antibody. Immutep’s exclusive license with GSK remains in
place for GSK2831781, while GSK determines its next steps
for the GSK2831781 development program.
LabCorp
Immutep is collaborating with US-based Laboratory
Corporation of America Holdings, known as LabCorp
(NYSE: LH) to support LabCorp’s development of immuno-
oncology products or services. Immutep was selected by
LabCorp for its in-depth LAG-3 expertise and knowledge.
Immutep has received US$145,000 in fees from LabCorp
and may be eligible to receive further revenues from
commercial milestones under its Licence and Collaboration
Agreement with LabCorp as the collaboration progresses.
Intellectual Property
Immutep continues to build its patent portfolio to protect
its technologies and has successfully obtained 9 new
patents for eftilagimod alpha (efti), ieramilimab (LAG525)
and IMP761 during the financial year.
Eftilagimod Alpha
Immutep was granted two new patents by the Chinese
Patent Office for efti during the financial year. Both relate
to combined therapeutic preparations comprising efti
and either a PD-1 pathway inhibitor or a chemotherapy
agent. Immutep was also granted a new Australian
patent protecting its intellectual property for therapeutic
preparations comprising efti and a PD-1 pathway inhibitor.
These new patents in China and Australia follow the grant
of corresponding patents in other key global markets
announced previously.
7
Review of Operations
and Activities
continued
Ieramilimab
Immutep and its partner Novartis were granted five new
patents relating to the protection of ieramilimab (LAG525),
a humanised LAG-3 antagonist antibody derived from
Immutep’s IMP701 antibody. The patents were granted
by the Eurasian, Japanese, Chinese, Indian and Malaysian
patent offices.
IMP761
Immutep was also granted a new patent for its preclinical
autoimmune candidate, IMP761, by the Russian Federal
Service for Intellectual Property, known as Rospatent.
The patent protects IMP761 and related methods of use in
inflammatory and autoimmune disease for the territory of
the Russian Federation.
Financial Performance
Licensing revenue was A$170K in FY 2022 compared with
A$nil in FY 2021.
In FY 2022, Immutep recognised A$1.19 million of grant
income 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 2022 for the TACTI-002 and
TACTI-003 trials.
The Company’s French subsidiary received A$3.42 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 recognized accrual of grant income of A$3.26 million
for FY 2022.
Interest income increased from A$105K in FY 2021 to
A$225K in FY 2022. The increase was mainly due to the
increase in cash. Total revenue and other income increased
from A$3.97 million in FY 2021 to A$6.76 million in FY 2022.
Research and development and intellectual property
expenses increased from A$17.24 million in FY 2021
to A$31.34 million in FY 2022. The increase is mainly
attributable to increases of A$4.5 million in clinical trial
costs and A$8.3 million relates to manufacturing costs.
Whilst clinical trial costs related to AIPAC declined given
the trial has completed, costs related to TACTI-002
rose with the expansion which included an additional 74
patients in 1st line NSCLC. Clinical trial costs related to
TACTI-003 also increased significantly in FY 2022 due to
the commencement of the clinical trial.
Corporate administrative expenses for FY 2022 were A$7.21
million compared to A$6.28 million for FY 2021.
8
The loss after tax for FY 2022 of A$32,210,826 was higher
compared to A$29,902,624 for FY 2021. This increase
was mainly attributable to increase in clinical trial costs
and manufacturing activities undertaken during the
financial year.
In FY 2022, the Company recognized a non-cash gain of
A$591K from the net change in fair value of warrants, whilst
in FY 2021 a loss of A$8.66 million in the net change in fair
value of warrants was recognized.
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.
Subsequently FDA approved the drug in March 2022.
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, across multiple different cancer
settings with remarkable results. Immutep has the support
of its large pharma collaboration partners for much of this
work, including MSD, and Merck Germany. These studies
will generate further value creating data in the new financial
year, potentially de-risking efti and supporting Immutep’s
business development efforts.
With planning underway for a late-stage development,
we have already made encouraging progress during
the 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 competent authorities
throughout the year. Finally, Immutep’s financial position
continues to be very strong, 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
31 August 2022
Annual Report 2022 Immutep Limited
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 2022.
Directors
The following persons were directors of Immutep Limited
during the whole of the financial year and up to the date of
this report unless otherwise stated:
Dr Russell Howard (Non- Executive Chairman)
Mr Pete Meyers (Non-Executive Director
& Deputy Chairman)
Mr Marc Voigt (Executive Director
& Chief Executive Officer)
Mr Grant Chamberlain (Non-Executive Director)
cessation due to his death on 28 January 2022
Ms Lucy Turnbull, AO (Non-Executive Director)
appointed on 25 February 2022
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
$32,210,826 (30 June 2021: loss after tax of $29,902,624). The
basic earnings per share for financial year 2022 is loss of 3.79
cents per share (30 Jun 2021: loss of 5.03 cents per share).
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
With the support of new and existing shareholders,
Immutep completed two financings during the financial year
related to the completion of a two-tranche placement and
share purchase plan (SPP) that was initiated in June 2021.
The Company raised in total A$67.2m before transaction
costs, of which A$53.4m was completed in July 2021.
The second tranche and SPP shares were issued following
approval by shareholders at an EGM in July 2021. The
placement was supported by high-quality institutional
investors in Australia and offshore.
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 several key clinical data
value inflection points, thus extending the Group’s cash reach
to early calendar year 2024.
There were no other significant changes in the state of
affairs of the Group during the financial year.
9
Directors’ Report
continued
Matters subsequent to the end of the financial
year
No matter or circumstance has arisen since 30 June 2022,
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
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 Oakbio Inc (dba NovoNutrients) 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
Experience and expertise
Date of appointment
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
10
Annual Report 2022 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
Ms Lucy Turnbull, AO - Non-Executive Director
Qualifications
Experience and expertise
LLB University of Sydney, MBA AGSM
Ms Turnbull is a distinguished Australian businesswoman, philanthropist and former local
government politician. With a background in commercial law and investment banking, she
was the first female Lord Mayor of the City of Sydney from 2003 to 2004 and has served
on the boards of the NSW Cancer Institute, the Sydney Children’s Hospital Foundation,
the Sydney Cancer Centre and the Sydney Festival. In 2011, Ms Turnbull was appointed an
Officer of the Order of Australia for her service to the community, local government and
business, including through her philanthropic contributions and fundraising for a range of
medical, social welfare, educational, youth and cultural organisations. From 2015 to 2020
she served as the inaugural Chief Commissioner of the Greater Sydney Commission, a
NSW state government body focused on delivering strategic planning for the whole of
metropolitan Sydney. Ms Turnbull rejoined Immutep’s Board in February 2022, having
previously served as its Chairman from October 2010 to November 2017, stepping down
from the role only due to her elevated professional and personal commitments at the time.
Date of appointment
25 February 2022
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
None
None
Member of Remuneration Committee and Member of Audit and Risk Committee
11
Directors’ Report
continued
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
12
Annual Report 2022 Immutep Limited Directors’ Report
continued
Mr Grant Chamberlain - Non-Executive Director
Qualifications
Experience and expertise
LLB (Hons), BCom
Mr Chamberlain was a partner of OneVentures, 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 had over 20 years’
experience in investment banking and advised on many of the largest mergers and
acquisitions transactions in Australia during that time. He begun 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
Date of cessation due to death
28 January 2022
Other current directorships
Former directorships
(in the last 3 years)
Special responsibilities
None
None
Member of the Audit and Risk Committee and Remuneration Committee
‘Other current directorships’ quoted above are current directorships for listed entities only and excludes directorships in all
other types of entities, unless otherwise stated.
‘Former directorships (in the last 3 years)’ quoted above are directorships held in the last 3 years for listed entities only and
excludes directorships in all other types of entities, unless otherwise stated.
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 2022, and the number of meetings attended by each director were:
Ms Lucy Turnbull, AO
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
3
5
5
5
2
3
5
5
5
2
1
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.
13
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.
14
Annual Report 2022 Immutep Limited Directors’ Report
continued
Remuneration report (Audited)
The Directors are pleased to present the 2022 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
Ms Lucy Turnbull, AO
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.
15
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 2021 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.
16
Annual Report 2022 Immutep Limited 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 2021 Annual General Meeting
At the Company’s 2021 AGM 99.55% “yes” votes were cast in favour on the poll for the resolution on its remuneration report
for the 2021 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
Share-based Payments
30-Jun-22
Dr R Howard
Mr P Meyers
Mr G Chamberlain
Salary
and fees
$
82,192
–
–
Ms Lucy Turnbull
14,155
Cash
bonus
$
Non
Monetary
$
Superannuation/
Retirement
benefits
$
Long
service
leave
$
Executive
Performance
Rights
$
Non-
executive
Performance
Rights
$
Total
$
–
–
–
–
–
–
–
–
8,219
–
–
1,415
–
–
–
–
–
–
–
–
–
–
95,1911
185,602
102,2192
102,219
72,4703
40,3544
72,470
55,924
406,7105
–
943,296
Mr M Voigt
427,989**
84,472
24,125#
Other Key
Management
Personnel
Dr F Triebel
Ms D Miller
264,212*
19,410
122,021#
242,550***
60,000
–
5,856
32,121
–
232,7166
13,091
161,0976
–
–
644,215
508,859
1,031,098
163,882
146,146
47,611
13,091
800,523
310,234 2,512,585
*
**
***
#
The cash salary for Dr Triebel remains the same as FY 2021. The variances are from the foreign currency translation.
The cash salary for Mr Voigt increased by EUR13.1k p.a. effective July 2021.
The cash salary for Ms Miller increased by AUD11.5k p.a. effective July 2021.
Non-monetary benefits include compulsory employer funded social security contributions ($24,125 for Mr M Voigt and $122,021 for
Dr F Triebel) which are paid directly by the Company to Government authorities in line with French and German regulations.
17
Directors’ Report
continued
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 fees. As indicated in 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. 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 vested on 1 December 2021 (being continued
service from 18 November 2020 to 17 November 2021).
On 1 December 2021, Dr Russell Howard was issued 339,621 performance rights to vest over 3 tranches in lieu of additional cash fees, in
accordance with shareholder approval received at the AGM on 26 November 2021. As indicated in the 2021 AGM notice of meeting, the
number of performance rights was calculated based on 3 years of directors’ fees at $60,000 p.a. divided by $0.53 (being the 5-day VWAP
up to and including 21 September 2021). However, the fair value of his performance rights reflects the prevailing share price as at the date
of shareholder approval. The first tranche of 113,207 performance rights will vest on 1 December 2022 (being for service from 1 December
2021 to 30 November 2022). The second tranche of 113,207 performance rights will vest on 1 December 2023 (being for service from
1 December 2022 to 30 November 2023). The third tranche of 113,207 performance rights will vest on 1 December 2024 (being for service
from 1 December 2023 to 30 November 2024).
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 vested 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).
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 vested on 1 October 2021 (being for service from 1 October 2020 to 30 September 2021).
The second tranche of 450,000 performance rights that were due to vest on 1 October 2022 (being for service from 1 October 2021 to
30 September 2022) was gifted to Grant’s estate following his death on 28 January 2022 as approved by the Board of Directors and have
been recognised to be fully vested as at 30 June 2022. The third tranche of 450,000 performance rights (being for service from 1 October
2022 to 30 September 2023) have been cancelled.
Ms Lucy Turnbull will be issued 457,832 performance rights to vest over 4 tranches in lieu of cash for her services as a non-executive
director, subject to shareholder approval at the 2022 AGM. As indicated in the Appendix 3X released to ASX on the date of Ms Turnbull’s
appointment on 25 February 2022, the number of performance rights was calculated based on 3.76 years of directors’ fees at $45,000 p.a.
divided by $0.37(being the 5-day VWAP up to and including 18 February 2022). However, the future fair value of the performance rights
will be revised to reflect the actual prevailing share price as at the date of shareholder approval. The first tranche of 92,966 performance
rights will vest on 1 December 2022 (in recognition of service from 25 February 2022 to 30 November 2022). The second tranche of
121,622 performance rights will vest on 1 December 2023 (in recognition of service from 1 December 2022 to 30 November 2023). The
third tranche of 121,622 performance rights will vest on 1 December 2024 (in recognition of service from 1 December 2023 to 30 November
2024). The fourth tranche of 121,622 performance rights will vest on 1 December 2025 (in recognition of service from 1 December 2024 to
30 November 2025).
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 vested 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.
On 1 December 2021, 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 26 November 2021. One-third will vest on 1 October 2023; one-third will vest on 1 October 2024 and
one-third is due to vest on 1 October 2025. Vesting is contingent upon the employee being continuously employed in good standing
through the vesting period and dependent upon Mr Voigt meeting KPIs as determined by the Board.
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 Miller and Dr Frederic 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; one -third vested on 1 October 2021 and one-third is due to vest on 1 October
2022.
On 1 December 2021, Ms Deanne Miller and Dr Frederic 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 will vest on 1 October 2023; one -third will vest on 1 October 2024 and one-third is due to vest on 1 October
2025. Vesting is contingent upon the executives being continuously employed in good standing through the vesting period and meeting
KPIs. The performance rights are subject to accelerated vesting according to agreed terms in each person’s contract.
1
2
3
4
5
6
18
Annual Report 2022 Immutep Limited
Directors’ Report
continued
KPIs for executive KMPs are related to the following:
Mr Marc Voigt
Sourcing and conversion of business development opportunities;
–
– Managing and securing funds to achieve company goals;
– Effective management of international stakeholder communications within an ASX & NASDAQ dual listed environment; and
– Pre-clinical and clinical trials and global organisational growth.
Dr Frederic Triebel
– Medical objectives relating to the clinical trials, regulatory affairs and manufacturing;
–
–
Scientific objectives relating to preclinical development and collaborations with external parties; and
Investor relations objectives to assist with raising awareness and understanding of the Company’s LAG-3 candidates.
Ms Deanne Miller
– Compliance objectives relating to management of legal and regulatory obligations and communications within an ASX
& NASDAQ dual listed environment;
– Corporate development objectives relating to the management of key relationships and communications with
collaboration partners; and
Investor relations and financial objectives to support execution of company goals.
–
For vesting details of the other Performance Rights please refer to Section D on Share-based compensation below.
Short-term Benefits
Post-
Employment
Benefits
Long-term
Benefits
Share-based
Payments
30-Jun-21
Dr R Howard
Mr P Meyers
Mr G Chamberlain
Salary
and fees
$
82,192
–
–
Cash bonus
$
Non
Monetary
$
Super-
annuation
$
Long service
leave
$
Executive
Performance
Rights*
$
Non-
executive
Performance
Rights***
$
Total
$
–
–
–
–
–
–
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 EUR12.5k p.a. effective January 2021.
***
The cash salary for Ms Miller increased by AUD 11k p.a. effective January 2021.
#
1
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.
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).
19
Directors’ Report
continued
2
3
4
5
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 Miller and Dr Frederic 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.
The relative proportions of remuneration that are linked to performance and those that are fixed are as follows:
Name
2022
2021
2022
2021
2022
2021
Fixed remuneration
At risk – STI
At risk – LTI
Non-Executive directors
Dr R Howard
Mr Pete Meyers
Ms Lucy Turnbull
Executive directors
Mr M Voigt
Other Key Management Personnel
100%
100%
100%
100%
100%
100%
–
–
–
–
–
–
48%
44%
9%
12%
43%
44%
Dr F Triebel
Ms D Miller
60%
57%
51%
47%
3%
12%
–
17%
37%
31%
49%
36%
C. Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service agreements.
20
Annual Report 2022 Immutep Limited
Directors’ Report
continued
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 15, 16, and 17 of the directors’ report. Details of the current terms of these
agreements are below. Unless stated otherwise, all salaries quoted below are as at 30 June 2022.
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 275,625
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 242,550
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 2022, 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 2022. During the year 3,200,000 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.
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.
21
Directors’ Report
continued
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)
17 Nov 17(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)
1 Dec 21(a)
1 Dec 21(a)
1 Dec 21(a)
1 Dec 21(b)
1 Dec 21(b)
1 Dec 21(b)
1 Dec 21(a)
1 Dec 21(a)
1 Dec 21(a)
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 2022
Fixed short-term benefits
1 Oct 2020
273,637
LTI – Tranche 4
1 Oct 2020
426,654
LTI – Tranche 3
1 Dec 2020
250,000
LTI – Tranche 4
1 Dec 2021
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*
LTI – Tranche 1
1 Oct 2023
1,500,000
LTI – Tranche 2
1 Oct 2024
1,500,000
LTI – Tranche 3
1 Oct 2025
1,500,000
LTI – Tranche 1
LTI – Tranche 2
LTI – Tranche 3
1 Dec 2022
1 Dec 2023
1 Dec 2024
113,207
113,207
113,207
LTI – Tranche 1
1 Oct 2023
1,200,000
LTI – Tranche 2
1 Oct 2024
1,200,000
LTI – Tranche 3
1 Oct 2025
1,200,000
0.380
0.240
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
0.490
0.490
0.490
0.490
0.490
0.490
0.490
0.490
0.490
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.
*
The second tranche of 450,000 performance rights that were due to vest on 1 October 2022 (being for service from 1 October 2021 to
30 September 2022) was gifted to Grant’s estate following his death on 28 January 2022 as approved by the Board of Directors and have
been recognised to be fully vested as at 30 June 2022. The third tranche of 450,000 performance rights (being for service from 1 October
2022 to 30 September 2023) have been cancelled.
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.
*
***
22
Annual Report 2022 Immutep Limited Directors’ Report
continued
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.
For each cash bonus and grant of performance rights included in the tables on pages 17 to 21, 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*****
$
–
2018*
1,000,000 390,000
100% 250,000
118,750
2021*
339,621
166,414
–
–
–
2019**
1,500,000 420,000
33% 500,000
267,500
Name
Mr R Howard
Mr R Howard
Mr P Meyers
Mr G Chamberlain
–
–
–
–
–
–
Mr M Voigt
100%
2019*** 3,600,000 1,008,000
67%
Mr M Voigt
2021**** 3,600,000 1,764,000
–
–
–
–
–
Dr F Triebel
100%
–
2019*** 2,700,000 702,000
67% 900,000
481,500
Dr F Triebel
2021**** 2,700,000 1,323,000
Ms D Miller
100%
– 2019***
1,800,000 468,000
67% 600,000
321,000
Ms D Miller
2021****
1,800,000 882,000
For-
feited
%
Financial years
in which rights
may vest
–
–
–
2019, 2020,
2021
2022, 2023,
2024
2021, 2022 &
2023
–
–
–
2021, 2022 &
2023
2023, 2024,
2025
2021, 2022 &
2023
2023, 2024,
2025
2021, 2022 &
2023
2023, 2024,
2025
2020 1,350,000
344,249
33% 450,000
240,750 33.3%
2022#
*
**
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 vested on 1 December 2021 (being continued service from 18 November 2020 to 17 November 2021).
On 1 December 2021, Dr Russell Howard was issued 339,621 performance rights in lieu of cash for his services as a non-executive director,
in accordance with shareholder approval received at the AGM on 26 November 2021.
The first tranche of 113,207 performance rights will vest on 1 December 2022 (being for continued service from 1 December 2021 to
30 November 2022).
The second tranche of 113,207 performance rights will vest on 1 December 2023 (being for continued service from 1 December 2022 to
30 November 2023). The third tranche of 113,207 performance rights will vest on 1 December 2024 (being for continued service from
1 December 2023 to 30 November 2024).
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 vested on 1 October 2021 (being for service from 1 October 2020 to 30 September 2021).
The second tranche of 500,000 performance rights will vest on 1 October 2022 (being for service from 1 October 2021 to 30 September 2022).
The third tranche of 500,000 performance rights will vest on 1 October 2023 (being for service from 1 October 2022 to 30 September 2023).
23
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 vested 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.
****
Performance rights were granted under the EIP. Long-term incentive performance rights vest in three tranches as follows:
–
1/3 are due to vest on 1 October 2023
–
–
1/3 are due to vest on 1 October 2024
1/3 are due to vest on 1 October 2025
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.
#
The first tranche of 450,000 performance rights vested on 1 October 2021 (being for service from 1 October 2020 to 30 September 2021).
The second tranche of 450,000 performance rights that were due to vest on 1 October 2022 (being for service from 1 October 2021 to
30 September 2022) was gifted to Grant’s estate following his death on 28 January 2022 as approved by the Board of Directors and have
been recognised to be fully vested as at 30 June 2022. The third tranche of 450,000 performance rights (being for service from 1 October
2022 to 30 September 2023) have been cancelled.
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 2022.
(ii) Performance Rights holdings
Balance at
start of the
year
Granted
Exercised
Other
Changes
Balance at
end of the
year
Vested and
exercisable
Unvested
2022
Performance rights
over ordinary shares
Dr Russell Howard
250,000
339,621
(250,000)
Mr Pete Meyers
1,500,000
–
(500,000)
Mr Marc Voigt
2,400,000
3,600,000
–
–
–
–
339,621
1,000,000
–
–
339,621
1,000,000
6,000,000
1,200,000
4,800,000
Mr Grant
Chamberlain
1,350,000
–
(450,000)
(900,000)*
–
Ms Deanne Miller
1,200,000
1,800,000
(600,000)
Dr Frédéric Triebel
1,800,000
2,700,000
(900,000)
–
–
2,400,000
3,600,000
–
–
–
–
2,400,000
3,600,000
8,500,000
8,439,621
(2,700,000)
(900,000)
13,339,621
1,200,000
12,139,621
*
The change during the year represents derecognition due to the cessation of the director’s position.
24
Annual Report 2022 Immutep Limited
Directors’ Report
continued
(iii) Ordinary Share holdings
2022
Ordinary shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Lucy Turnbull
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
Other
changes
during the
year#
Balance at
end of the
year
750,000
250,000
1,774,395
500,000
8,847,445
–
1,728,023
450,000
–
–
2,963,892
600,000
6,853,764
900,000
22,917,519
2,700,000
45
45
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
1,000,000
2,274,395
8,847,445
(2,178,023)*
–
3,284,126**
3,284,126
(796,587)
2,767,305
–
7,753,764
309,516
25,927,035
–
–
45
45
#
*
**
Other changes during the year includes on market acquisitions and/or disposals
The change during the year represents derecognition due to the director’s position.
The change during the year represents Ms Lucy Turnbull’s shareholding before she became director on 25 February 2022.
The shareholding including 302,500 shares held indirectly.
This concludes the remuneration report, which has been audited.
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.
25
Directors’ Report
continued
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 2022 and 2021, 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.
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 27.
Auditor
PricewaterhouseCoopers continues in office in accordance with section 327 of the Corporations Act 2001.
This report is made in accordance with a resolution of directors.
On behalf of the directors
Dr Russell Howard
Chairman
Sydney
31 August 2022
26
Annual Report 2022 Immutep Limited
Auditor’s Independence Declaration
27
Corporate Governance Statement
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.
ESG REPORT
At Immutep we are committed to improving the lives of our patients, employees and communities. Whilst our product
candidates and the industry we work within have the potential to make a real difference to people’s lives, we are mindful
that the paths we take to develop our candidates and how we conduct our business are just as important. Hence, we are
progressing our ESG initiatives and have implemented this ESG report to explain to our stakeholders how we are addressing
and tracking on a range of Environmental, Social and Governance matters.
A copy of the company’s ESG Report is available at the company’s website at the following address https://www.immutep.
com/about-us/corporate-governance.html.
28
Annual Report 2022 Immutep Limited Contents
Consolidated Statement of Comprehensive Income ...... 30
16 Non-current liabilities – convertible note ................ 57
Consolidated Balance Sheet ..........................................................31
17 Current liabilities – employee benefits ......................59
Consolidated Statement of Changes in Equity ....................32
18 Non-current liabilities – employee benefits ...........59
Consolidated Statement of Cash Flows ..................................33
19 Leases .........................................................................................59
Notes to the Consolidated Financial Statements ...............34
20 Equity – contributed ............................................................61
1 Significant Accounting Policies.....................................34
21 Equity – reserves and retained earnings ...................63
2 Financial Risk Management............................................44
22 Equity - dividends.................................................................64
3 Critical Accounting Judgements, Estimates
and Assumptions .................................................................. 47
4 Segment reporting ..............................................................48
5 Expenses .................................................................................. 50
6
Income tax ............................................................................... 50
7 Current assets – cash and cash equivalents ...........52
8 Current receivables .............................................................52
9 Other current assets ..........................................................52
23 Key management personnel disclosures .................64
24 Remuneration of auditors ................................................66
25 Contingent liabilities ...........................................................66
26 Commitments for expenditure .....................................66
27 Related party transactions ...............................................66
28 Subsidiaries ..............................................................................66
29 Events occurring after the reporting date ............... 67
30 Reconciliation of loss after income tax to
10 Other non-current assets .................................................53
net cash used in operating activities .......................... 67
11 Non-current assets – plant and equipment ............53
31 Earnings per share ............................................................... 67
12 Non-current assets – intangibles .................................54
32 Share-based payments .....................................................68
13 Deferred tax balances ........................................................55
33 Parent entity information ................................................. 72
14 Current liabilities – trade and other payables ........56
Directors’ Declaration ........................................................................ 73
15 US warrant liability ................................................................56
Independent Auditor’s Report to the members
of Immutep Limited ............................................................................ 74
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 33
264 George Street
Australia Square
Sydney NSW 2000
The financial statements were authorised for issue by the directors on 31 August 2022. 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 8 and in the directors’ report on pages 9 to 26, 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.
29
Consolidated Statement of Comprehensive Income
for the year ended 30 June 2022
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
Note
30 June 2022
$
30 June 2021
$
170,369
–
84,018
312,841
4,459,974
3,549,965
1,228,122
591,070
224,520
–
–
105,327
6,758,073
3,968,133
(31,341,576)
(17,236,780)
(7,210,123)
(6,282,105)
(92,430)
(9,825)
–
–
(507,042)
(8,663,013)
(324,736)
(1,171,959)
(32,210,792)
(29,902,591)
(34)
(33)
(32,210,826)
(29,902,624)
(922,327)
(580,408)
(922,327)
(580,408)
(33,133,153)
(30,483,032)
(32,210,826)
(29,902,624)
(33,133,153)
(30,483,032)
Cents
Cents
(3.79)
(3.79)
(5.03)
(5.03)
15
5
5
15
16
6
31
31
The above consolidated statement of comprehensive income should be read in conjunction with the accompanying notes.
30
Annual Report 2022 Immutep Limited Consolidated Balance Sheet
as at 30 June 2022
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
Warrant liability
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
Note
30 June 2022
$
30 June 2021
$
7
8
9
11
12
19
10
14
17
15
19
16
15
18
19
13
79,995,129
60,593,191
8,373,607
6,124,231
2,443,004
1,701,969
90,811,740
68,419,391
37,933
40,891
10,554,070
12,847,248
270,147
495,660
268,813
454,190
11,357,810
13,611,142
102,169,550 82,030,533
5,752,188
4,781,729
357,029
350,135
131,896
173,377
–
208,194
6,414,490
5,340,058
1,452,950
2,526,870
–
722,966
117,252
107,492
–
88,915
80,113
–
1,677,694
3,418,864
8,092,184
8,758,922
94,077,366
73,271,611
20
21
21
367,407,757 313,422,305
29,004,818
34,491,526
(302,335,209) (274,642,220)
94,077,366
73,271,611
94,077,366
73,271,611
The above consolidated balance sheet should be read in conjunction with the accompanying notes.
31
Consolidated Statement of Changes in Equity
for the year ended 30 June 2022
Consolidated
Balance at 1 July 2020
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
$
242,990,507 66,014,899 (275,706,061) 33,299,345
–
–
–
(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
Other comprehensive income for the year, net of tax
(922,327)
–
(922,327)
Loss after income tax expense for the year
Total comprehensive income/(loss) for the year
–
–
–
(32,210,826)
(32,210,826)
(922,327)
(32,210,826)
(33,133,153)
Transactions with owners in their capacity as owners:
Contributions of equity, net of transaction costs
51,053,411
–
–
51,053,411
Conversion of Convertible Notes
2,059,791
(5,178,972)
4,517,837
1,398,656
Exercise of Warrants net of transaction costs
Employee share-based payment
–
–
–
1,486,841
Exercise of vested performance rights
872,250
(872,250)
–
–
–
–
1,486,841
–
Balance at 30 June 2022
367,407,757
29,004,818 (302,335,209) 94,077,366
The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.
32
Annual Report 2022 Immutep Limited Consolidated Statement of Cash Flows
for the year ended 30 June 2022
Cash flows related to operating activities
Payments to suppliers and employees (inclusive of goods and services tax)
(33,838,950)
(19,514,293)
Cash receipts from grant income and government incentives
3,302,200
1,313,997
Consolidated
Note
30 June 2022
$
30 June 2021
$
Cash receipts from license revenue
Other income
Interest received
Advance from customers
Income taxes paid
Payment for interest expenses
87,816
–
86,990
322,586
224,656
112,243
–
138,312
(34)
(33)
(92,430)
(13,154)
Net cash outflows from operating activities
30
(30,229,752)
(17,640,342)
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
(22,914)
(15,601)
(22,914)
(15,601)
20
15
20
19
52,975,330
43,307,232
–
11,266,430
(2,427,155)
(2,144,359)
(222,536)
(214,378)
–
465,000
50,325,639
52,679,925
20,072,973
35,023,982
(671,035)
(752,838)
60,593,191
26,322,047
Cash and cash equivalents at the end of the year
7
79,995,129
60,593,191
*
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.
33
Notes to the Consolidated Financial Statements
30 June 2022
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 2022, substantial uncertainty remains 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 2022
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 2021;
–
AASB 2020-8 Amendments to Australian Accounting Standards – Interest Rate Benchmark Reform Phase 2
This amends AASB 9 Financial Instruments, AASB 139 Financial Instruments: Recognition and Measurement, AASB 7
Financial Instruments: Disclosures, AASB 4 Insurance Contracts and AASB 16 Leases to address issues that arise during the
reform of an interest rate benchmark (IBOR), including the replacement of one benchmark with an alternative one. A number
of temporary reliefs are provided for hedging relationships that are directly affected by the interest rate benchmark reform.
These amendments have no impact on the financial statements as the company does not have any interest rate hedge
relationships nor exposures to interest rates that are dependent on IBORs.
The Group also elected to adopt the following standards and amendments early:
– AASB 2014-10 Amendments to Australian Accounting Standards – Sale or Contribution of Assets between an Investor and
its Associate or Joint Venture (effective from 1 January 2025)
This amends AASB 10 Consolidated Financial Statements and AASB 128 Investments in Associates and Joint Ventures to
address an inconsistency between the requirements of AASB 10 and AASB 128 in dealing with the sale or contribution of
assets between an investor and its associate or joint venture. This amendment is not expected to have a significant impact on
the financial statements on application.
34
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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.
35
Notes to the Consolidated Financial Statements
30 June 2022
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
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.
The Group recognizes revenues from license fees for intellectual property (IP) both at a point in time and over a period of
time. The Group must make an assessment as to whether such a license represents a right-to-use the IP (at a point in time)
or a right to access the IP (over time). Revenue for a right-to-use license is recognized by the Group when the licensee can
use and benefit from the IP after the license term begins, e.g., the Group has no further obligations in the context of the
out-licensing of a drug candidate or technology. A license is considered a right to access the intellectual property when the
Group undertakes activities during the license term that significantly affect the IP, the customer is directly exposed to any
positive or negative effects of these activities, and these activities do not result in the transfer of a good or service to the
customer. Revenues from the right to access the IP are recognized on a straight-line basis over the license term.
Milestone payments for research and development are contingent upon the occurrence of a future event and represent
variable consideration. The Group’s management estimates at the contract’s inception that the most likely amount for
milestone payments is zero. The most likely amount method of estimation is considered the most predictive for the outcome
since the outcome is binary; e.g. achieving a specific success in clinical development (or not). The Group includes milestone
payments in the total transaction price only to the extent that it is highly probable that a significant reversal of accumulated
revenue will not occur when the uncertainty associated with the variable consideration is subsequently resolved.
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.
36
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
1 Significant Accounting Policies (continued)
(e) Revenue recognition (continued)
Other income
(ii) 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.
(iii) 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.
(iv) 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.
37
Notes to the Consolidated Financial Statements
30 June 2022
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.
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.
38
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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.
39
Notes to the Consolidated Financial Statements
30 June 2022
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 and fittings – 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.
40
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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.
41
Notes to the Consolidated Financial Statements
30 June 2022
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 2022, the
expense recognised for short term leases was A$2,376 and the expense recognised for low value leases was A$9,518.
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.
42
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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.
(u) Parent entity financial information
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.
43
Notes to the Consolidated Financial Statements
30 June 2022
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 2022 and 30 June 2021.
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 2022
30 June 2021
USD
EUR
USD
EUR
11,897,759 42,964,345
14,016,277
14,320,386
15,568
4,094,262
49,880
4,312,691
(1,068,539)
(1,717,675)
(690,847)
(663,196)
Sensitivity
Based on the financial assets and liabilities held at 30 June 2022, 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 $1,084,479
lower/$1,084,479 higher (2021 - $1,337,531 lower/$1,337,531 higher).
Based on the financial instruments held at 30 June 2022, 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 $4,534,092
lower/$4,534,092 higher (2021 – $1,796,988 lower/$1,796,988 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.
44
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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 2022
$
30 June 2021
$
Cash at bank and short-term bank deposits excluding restricted cash
Minimum rating of A
79,995,129
60,127,906
(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
$79,995,129 (2021: $60,127,906 ) 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 2022
Non-Derivatives
Less than
12 months
$
Between
1 and 5 years
$
> 5 years
$
Total
contractual
cash flows
$
Carrying
Amount
$
Trade and other payables
5,752,188
–
Convertible note liability (refer Note 16)
–
2,234,510
178,510
108,706
5,930,698
2,343,216
–
–
–
–
5,752,188
5,752,188
2,234,510
1,452,950
287,216
280,869
8,273,914
7,486,007
Less than
12 months
$
Between
1 and 5 years
$
> 5 years
$
Total
contractual
cash flows
$
Carrying
Amount
$
Lease liability
At 30 June 2021
Non-Derivatives
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
45
Notes to the Consolidated Financial Statements
30 June 2022
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 2022 and 30 June 2021 on a recurring basis:
At 30 June 2022
Liabilities
Convertible note liability
Warrant liability
Total liabilities
At 30 June 2021
Liabilities
Convertible note liability
Warrant liability
Total liabilities
Level 1
$
Level 2
$
Level 3
$
Total
$
–
–
–
–
1,452,950
1,452,950
131,895
–
131,895
131,895
1,452,950
1,584,845
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
(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 2022 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.
46
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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 2022
$ Unobservable inputs
1,452,950 Face value
Interest rate of note
Risk adjusted interest rate
Range of
inputs
1,718,854
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) Grant income
Grant income is based on judgements of management when determining the amount of grant income to recognise based on
an assessment of qualifying expenditure and relevant rules and regulations 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 2022, the Group holds cash and cash equivalents of $79,995,129 (2021: $60,593,191).
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.
(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.
47
Notes to the Consolidated Financial Statements
30 June 2022
3 Critical Accounting Judgements, Estimates and Assumptions (continued)
(d) Assessment on the carrying value of intellectual property (continued)
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 2022
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 2022 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 2022, 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.
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.
48
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
4 Segment reporting (continued)
Operating segment information
30 June 2022
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 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
Immunotherapy
$
Unallocated
$
Consolidated
$
170,369
84,018
4,459,974
–
–
–
–
–
–
591,070
1,228,122
224,520
170,369
84,018
4,459,974
591,070
1,228,122
224,520
4,714,361
2,043,712
6,758,073
(33,929,768)
1,718,976
(32,210,792)
(33,929,768)
1,718,976
(32,210,792)
102,169,550
8,092,184
(34)
(32,210,826)
102,169,550
8,092,184
–
–
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
–
–
49
Notes to the Consolidated Financial Statements
30 June 2022
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
Total Research & Development and Corporate & administrative expenses
Consolidated
30 June 2022
$
30 June 2021
$
25,337,538
12,020,714
4,966,304
3,856,038
1,814,199
1,866,067
1,486,841
1,702,159
814,133
759,041
561,485
289,202
249,276
204,049
3,321,923
2,821,615
38,551,699
23,518,885
*
Research and development expense consists of expenditure incurred with third party vendors mainly related to contract research and
contract manufacturing activities.
Consolidated
30 June 2022
$
30 June 2021
$
34
34
33
33
244,144
358,825
(244,144)
(358,825)
–
34
–
33
6
Income tax
(a) Income Tax Expense
Current tax
Current tax on results for the year
Total current tax expense
Deferred income tax
Decrease in deferred tax assets
Decrease in deferred tax liabilities
Total deferred tax benefit
Income tax expense
50
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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 25% (2021: 26%)
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
Adjustment of current tax for prior period
Difference in overseas tax rates*
Net adjustment to deferred tax assets and liabilities for tax losses and temporary
differences not recognised
Income tax expense**
Consolidated
30 June 2022
$
30 June 2021
$
(32,210,792)
(29,902,591)
(8,052,698)
(7,774,674)
371,710
464,324
1,485,059
1,239,756
(783,318)
(541,122)
(368,398)
(259,458)
148,303
–
4,118,372
2,132,187
(3,080,970)
(4,738,987)
3,080,936
4,738,954
(34)
(33)
*
**
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 2022 and 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 2022
$
30 June 2021
$
206,764,587 195,098,009
43,688,958
43,593,823
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 2022 was $206,764,587 (2021: $195,098,009). 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.
51
Notes to the Consolidated Financial Statements
30 June 2022
7 Current assets – cash and cash equivalents
Cash on hand
Cash at bank
Restricted cash
Cash on deposit
Consolidated
30 June 2022
$
30 June 2021
$
74
285
79,693,054
51,845,320
–
465,000
302,001
8,282,586
79,995,129
60,593,191
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 1.15 % in 2022 (0% to 0.4% in 2021).
Restricted cash
At 30 June 2021, the cash and cash equivalents disclosed above and in the statement of cash flows included $465,000
which were advance payments from shareholder for Share Purchase Plan (SPP). These deposits are held by Boardroom Pty
Ltd in trust for Immutep Limited, which were transferred to Immutep bank account when SPP was completed in July 2021.
The deposit was 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 2022
$
30 June 2021
$
2,088,394
775,400
6,267,855
5,297,521
17,358
51,310
8,373,607
6,124,231
Due to the short-term nature of these receivables, the carrying value is assumed to be their fair value at 30 June 2022.
No receivables were impaired or past due.
9 Other current assets
Consolidated
30 June 2022
$
30 June 2021
$
2,377,901
1,663,213
65,060
38,577
43
179
2,443,004
1,701,969
Prepayments
Security deposit
Accrued income
52
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
10 Other non-current assets
Prepayments
Consolidated
30 June 2022
$
30 June 2021
$
495,660
454,190
495,660
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 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
Year ended 30 June 2022
Opening net book amount
Exchange differences
Additions
Disposals
Depreciation charge
Closing net book amount
At 30 June 2022
Cost or fair value
Accumulated depreciation
Net book amount
Plant and
equipment
$
Computers
$
Furniture and
fittings
$
Total
$
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
15,921
22,160
2,810
40,891
(504)
2,343
–
(458)
14,671
–
(54)
5,900
–
(1,016)
22,914
–
(7,703)
(14,112)
(3,041)
(24,856)
10,057
22,261
5,615
37,933
535,749
108,827
26,350
670,926
(525,692)
(86,566)
(20,735)
(632,993)
10,057
22,261
5,615
37,933
53
Notes to the Consolidated Financial Statements
30 June 2022
12 Non-current assets – intangibles
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
Year ended 30 June 2022
Opening net book amount
Exchange differences
Amortisation charge
Closing net book amount
At 30 June 2022
Cost or fair value
Accumulated amortisation
Net book amount
Patents
$
Intellectual
Property
$
Goodwill
$
Total
$
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
–
–
–
–
12,737,286
109,962
12,847,248
(478,979)
(1,814,199)
–
–
(478,979)
(1,814,199)
10,444,108
109,962
10,554,070
1,915,671
23,864,364
109,962
25,889,997
(1,915,671)
(13,420,256)
–
(15,335,927)
–
10,444,108
109,962
10,554,070
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
–
54
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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 2022
$
30 June 2021
$
71,205
202,824
63,507
125,814
342,222
321,363
428,171
777,882
Set-off of deferred tax liabilities pursuant to set-off provisions
(1,044,422)
(1,288,566)
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:
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 2021
(Charged)/credited to profit or loss
At 30 June 2022
Consolidated
30 June 2022
$
30 June 2021
$
1,044,411
1,273,729
–
11
14,790
47
1,044,422
1,288,566
(1,044,422)
(1,288,566)
–
–
Deferred Tax
Asset
$
Deferred Tax
Liability
$
1,288,566
(1,288,566)
(244,144)
244,144
1,044,422
(1,044,422)
Total
$
–
–
–
55
Notes to the Consolidated Financial Statements
30 June 2022
14 Current liabilities – trade and other payables
Trade payables
Other payables and accruals
15 US warrant liability
Opening balance
Fair value movements
Exercising of warrants*
Closing balance**
Consolidated
30 June 2022
$
30 June 2021
$
2,866,144
1,824,901
2,886,044
2,956,828
5,752,188
4,781,729
30 June 2022
$
30 June 2021
$
722,966
949,600
(591,070)
8,663,013
–
(8,889,647)
131,896
722,966
*
**
During the FY 2021 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.
Balance as at 30 June 2022 is presented as current liability since the US Warrants will expire on 5 January 2023, i.e. within 12 months.
Balance as at 30 June 2021 is presented as non-current liability since it was due to expire after 12 months from balance sheet date of
30 June 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.
56
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
15 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 2022:
July 2017 warrants
Assumption
At issue date
At 30 June 2022
Rationale
Historic volatility
58.0%
100.43%
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$2.03
Closing share price on valuation date from external
market source
Risk-free interest rate
1.930%
2.44%
Based on the US Government securities yields which
match the term of the warrant
Dividend yield
0%
0%
Based on the Company’s nil dividend history
Fair value per warrant
US$1.0716
US$0.4400
Fair value
A$1.3962
A$2,755,375
A$0.6387
A$131,896
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 2022
*
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 2022
$
30 June 2021
$
2,526,870
8,789,113
324,736
1,171,959
(893,379)
(5,094,465)
(505,277)
(2,339,737)
1,452,950
2,526,870
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 FY2021, 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. During FY2022, further 12.5% of the Convertible Notes have
been converted to ordinary shares in March 2022. At the reporting date, 12.5% of the original Convertible Note balance
remains outstanding. The outstanding notional amount of the Convertible Notes (including the accrual of 3% p.a interest) as
at 30 June 2022 was $2,075,151, which can be converted into 12,206,768 ordinary shares at an exercise price of $0.17 per share
if Ridgeback elects to convert the Convertible Notes into ordinary shares. All Notes have been converted to ordinary shares
at $nil consideration per the original subscription agreement.
57
Notes to the Consolidated Financial Statements
30 June 2022
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
$0.17 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 2022.
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%.
58
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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 2022
17 Current liabilities – employee benefits
Annual leave
Note –
Liability
$
Conversion
feature –
Equity
$
4,419,531
41,431,774
5,866,277
–
(8,832,858)
(36,252,802)
1,452,950
5,178,972
Consolidated
30 June 2022
$
30 June 2021
$
357,029
350,135
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
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 2022
Consolidated
30 June 2022
$
30 June 2021
$
108,140
9,112
117,252
85,448
3,467
88,915
Consolidated
30 June 2022
$
Consolidated
30 June 2021
$
270,147
270,147
268,813
268,813
Consolidated
30 June 2022
$
Consolidated
30 June 2021
$
173,377
208,194
107,492
80,113
280,869
288,307
59
Notes to the Consolidated Financial Statements
30 June 2022
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 2022 and 30 June 2021 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
Closing balance of ROU asset as at 1 July 2021
Lease addition and modification for the financial year ended 30 June 2022
Lease disposals for the financial year ended 30 June 2022
Depreciation for the financial year ended 30 June 2022
Foreign exchange differences
Closing balance of ROU asset as at 30 June 2022
$
336,090
(12,215)
323,875
(126,712)
4,052
201,215
201,215
254,461
(181,374)
(5,489)
268,813
268,813
306,667
(74,782)
(224,406)
(6,145)
270,147
For the year ended 30 June 2022 and 30 June 2021, movement of lease liabilities and aging presentation are as follows:
Consolidated
30 June 2022
$
Consolidated
30 June 2021
$
288,307
262,383
292,126
248,063
10,462
13,382
(76,123)
–
(222,536)
(214,378)
(9,712)
(1,655)
(13,154)
(7,989)
280,869
288,307
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
60
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
19 Leases (continued)
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
2022
2021
20 Equity – contributed
Fully paid ordinary shares
Options over ordinary shares – listed
Less than 1
year
$
Between 1
and 2 years
$
Between 2
and 5 years
$
Over 5 years
$
Total
contractual
cashflows
Carrying
amount
$
178,510
108,706
215,005
78,455
–
–
–
–
287,216
280,869
293,460
288,307
Consolidated
Note
30 June 2022
$
30 June 2021
$
20(a)
357,745,803 303,760,351
9,661,954
9,661,954
367,407,757 313,422,305
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
30 June 2022
30 June 2021
Note
No.
$
No.
$
At the beginning of reporting period
748,152,935 303,760,351
487,630,938 233,328,553
Shares issued during the year
20(b)
102,769,866 53,440,330
149,630,586
43,307,232
Transaction costs relating to share issues
–
(2,386,919)
–
(2,135,000)
20(b)
3,200,000
872,250
5,487,851
1,571,294
20(b)
12,117,014
2,059,791
71,131,450
12,092,937
20(b)
–
–
–
–
34,272,110
15,604,694
–
(9,359)
866,239,815 357,745,803
748,152,935 303,760,351
Exercise of performance rights -
(shares issued during the year)
Conversion of Convertible Notes
(shares issued during the period)
Exercise of warrants (shares issued
during the period)
Transaction costs relating to exercise of warrants
At reporting date
(b) Shares issued
2022 Details
Shares issued under Securities Purchase Plan
Share placement July 2021
Performance rights exercised (transfer from share-based payment reserve)
Convertible Notes exercised
Number
Issue Price
$
Total
$
13,799,149
0.52
7,175,557
88,970,717
0.52
46,264,773
3,200,000
12,117,014
118,086,880
0.27
0.17
872,250
2,059,791
56,372,371
61
Notes to the Consolidated Financial Statements
30 June 2022
20 Equity – contributed (continued)
(b) Shares issued (continued)
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
*
All number of shares have been adjusted for the 10 to 1 share consolidation.
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
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.
62
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
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
Movements in options issued reserve were as follows:
Opening balance and closing balance
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
Consolidated
30 June 2022
$
30 June 2021
$
19,116,205
19,116,205
5,178,972
10,357,944
252,005
1,174,332
4,457,636
3,843,045
29,004,818
34,491,526
19,116,205
19,116,205
10,357,944
41,431,774
(4,012,560)
(24,075,358)
(1,166,412)
(6,998,472)
5,178,972
10,357,944
1,174,332
1,754,740
(922,327)
(580,408)
252,005
1,174,332
3,843,045
3,712,180
1,486,841
1,702,159
(872,250)
(1,571,294)
4,457,636
3,843,045
Consolidated
30 June 2022
$
30 June 2021
$
(274,642,220)
(275,706,061)
(32,210,826)
(29,902,624)
4,517,837
26,415,084
–
4,551,381
(302,335,209)
(274,642,220)
*
The conversion of convertible notes to accumulated losses amounted to $4,517,837 (FY2021: $26,415,084). This amount is comprised of:
$4,012,560 (FY2021: $24,075,358) related to the fair value feature of the converted convertible notes and $505,277 (FY2021: $2,339,726)
related to the unwinding of the discount (fair value adjustment).
63
Notes to the Consolidated Financial Statements
30 June 2022
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 2022
$
30 June 2021
$
1,341,126
1,399,536
13,091
47,611
9,059
157,001
1,110,757
1,278,490
2,512,585
2,844,086
Further remuneration disclosures are set out in the audited Remuneration Report within the Directors’ Report on pages 17 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 2022 and 30 June 2021.
(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.
64
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
23 Key management personnel disclosures (continued)
(b) Equity instrument disclosures relating to key management personnel (continued)
2022
Ordinary shares
Dr Russell Howard
Mr Pete Meyers
Mr Marc Voigt
Mr Grant Chamberlain
Ms Lucy Turnbull
Ms Deanne Miller
Dr Frédéric Triebel
Total ordinary shares
ADRs
Mr Marc Voigt
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
Number
Number
Number
Number
Number
750,000
250,000
1,774,395
500,000
8,847,445
–
1,728,023
450,000
–
–
2,963,892
600,000
6,853,764
900,000
22,917,519
2,700,000
45
–
–
–
–
–
–
–
–
–
–
–
–
–
1,000,000
2,274,395
8,847,445
(2,178,023)*
–
3,284,126**
3,284,126
(796,587)
2,767,305
–
7,753,764
309,516
25,927,035
–
45
# Other changes during the year includes on market acquisitions and/or disposals
*
**
This change during the year represents derecognition due to the cessation of the director’s position
This change during the year represents Ms Lucy Turnbull’s shareholding before she became director on 25 February 2022. The
shareholding includes 2,981,626 shares held directly and 302,500 shares held indirectly.
(iii) Option holdings
There were no options holdings held and no movements during the financial year ended 30 June 2022.
(iv) Performance rights 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
Number
Granted
Number
Exercised
Number
Other
Changes
Number
Balance at
end of the
year
Vested and
exercisable
Number
Number
Unvested
Number
2022
Performance rights
over ordinary shares
Dr Russell Howard
250,000
339,621
(250,000)
Mr Pete Meyers
1,500,000
–
(500,000)
2,400,000
3,600,000
–
–
–
–
339,621
1,000,000
–
–
339,621
1,000,000
6,000,000
1,200,000
4,800,000
Mr Marc Voigt
Mr Grant
Chamberlain
1,350,000
–
(450,000)
(900,000)*
–
Ms Deanne Miller
1,200,000
1,800,000
(600,000)
Dr Frédéric Triebel
1,800,000
2,700,000
(900,000)
–
–
2,400,000
3,600,000
–
–
–
–
2,400,000
3,600,000
8,500,000
8,439,621
(2,700,000)
(900,000)
13,339,621
1,200,000
12,139,621
*
The change during the year represents derecognition due to the cessation of the director’s position.
65
Notes to the Consolidated Financial Statements
30 June 2022
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 2022
$
30 June 2021
$
561,485
289,202
–
–
561,485
289,202
25 Contingent liabilities
There were no material contingent liabilities in existence at 30 June 2022 and 30 June 2021.
26 Commitments for expenditure
There were no material commitments for expenditure in existence at 30 June 2022 and 30 June 2021.
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 2022 and financial year ended 30 June 2021.
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.
66
Country of
incorporation
Class of
Shares
30 June 2022
%
30 June 2021
%
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
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
29 Events occurring after the reporting date
No matter or circumstance has arisen since 30 June 2022, 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) in current receivables
(Increase) in other operating assets
Increase in trade and other payables
Increase in employee benefits provision
Net cash used in operating activities
31 Earnings per share
Loss after income tax attributable to the owners of Immutep Limited
Consolidated
30 June 2022
$
30 June 2021
$
(32,210,826)
(29,902,624)
2,063,462
2,070,116
1,486,841
1,702,159
(591,070)
8,663,013
258,296
646,630
324,736
1,171,959
(2,249,376)
(2,830,539)
(782,505)
(620,024)
1,435,459
1,382,362
35,231
76,606
(30,229,752)
(17,640,342)
Consolidated
30 June 2022
$
30 June 2021
$
(32,210,826)
(29,902,624)
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share (EPS)
848,968,068 594,927,440
Weighted average number of ordinary shares used in calculating diluted earnings per share (EPS)
848,968,068 594,927,440
Basic earnings per share
Diluted earnings per share
Cents
Cents
(3.79)
(3.79)
(5.03)
(5.03)
67
Notes to the Consolidated Financial Statements
30 June 2022
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
Non-executive director performance rights
Performance rights
US warrants*
30 June 2022 30 June 2021
Number
Number
847,600
847,600
12,206,768
23,806,883
1,339,621
3,100,000
16,769,906
7,563,502
2,065,070
2,065,070
*
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 incentive 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 3.62 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 2022
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
3 October 2019
1 November 2019
2 January 2020
2 October 2020
1 October 2021
26 November 2021
26 November 2021
26 November 2021
0.260 3,000,000
0.280 2,400,000
0.260 1,900,000
0.235
263,502
–
–
–
–
0.550
0.490
0.490
0.490
–
206,404
– 3,600,000
– 4,500,000
– 2,900,000
(1,500,000)
–
1,500,000
–
–
– 2,400,000 1,200,000
(500,000)
–
–
–
–
–
1,400,000
450,000
263,502
263,502
–
–
–
206,404
– 3,600,000
– 4,500,000
– 2,900,000
–
–
–
–
7,563,502 11,206,404 (2,000,000)
– 16,769,906
1,913,502
The weighted average share price on the exercising date during the financial year 2022 is $0.535.
68
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
☺32 Share-based payments (continued)
(a) Executive in☻centive plan (EIP) (continued)
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)
– 3,000,000
(1,200,000)
– 2,400,000
(950,000)
0.235
–
263,502
–
11,837,560
263,502
(4,537,560)
–
–
–
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.
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 2022 included:
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
30 June
2022*
$0.290
75%
Nil
3.28%
26 November
2021*
$0.490
105%
Nil
1.39%
*
Tranches 2 and 3 of performance rights granted during the year ended 30 June 2022 have not met the definition of grant date under
AASB 2 - Share Based payments. Accordingly, the share based expense recognised was using an estimate of the grant date fair value at
30 June 2022. The value will be re-assessed at each reporting date until grant date has been identified.
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%
There are no outstanding options under EIP at the beginning of the financial year 2022 and no option was granted during the
year ended 30 June 2022.
Fair value of options granted
No options were granted during the year ended 30 June 2022 and 30 June 2021.
69
Notes to the Consolidated Financial Statements
30 June 2022
☺32 Share-based payments (continued)
(b) Performance rights issued to non-executive directors with shareholders’ approval
At the 2021 annual general meeting, shareholders approved the issue of 339,621 performance rights to Russell Howard in lieu
of cash for his services as a non-executive director and non-executive Chairman. 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 2.43 years.
2022
Grant date
Type of
performance
right granted
Fair value*
Balance at
start of the
year
Granted
during the
year
Exercised
during the
year
Changes
during the
year
Balance at
end of the
year
Vested and
exercisable
at end of the
year
Number*
Number
Number
Number
Number
Number
16 Nov 2018
Director rights
0.390
250,000
1 Nov 2019
Director rights
0.280 1,500,000
27 Oct 2020
Director rights
0.255
1,350,000
–
–
–
(250,000)
(500,000)
–
–
–
1,000,000
(450,000)
(900,000)*
–
1 December
2021
Total
Director rights
0.490
–
339,621
–
–
339,621
3,100,000
339,621 (1,200,000) (900,000)
1,339,621
–
–
–
–
–
*
The change during the year represents derecognition due to the cessation of the director.
The weighted average share price on the exercising date during the financial year 2022 is $0.523.
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.
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.
70
Annual Report 2022 Immutep Limited Notes to the Consolidated Financial Statements
30 June 2022
☺32 Share-based payments (continued)
(b) Performance rights issued to non-executive directors with shareholders’ approval (continued)
The model inputs for STI performance rights granted during the year ended 30 June 2022 included:
Grant date
Share price at grant date
Expected price volatility of the Company’s shares
Expected dividend yield
Risk-free interest rate
30 June
2022*
$0.290
75%
Nil
3.28%
26 November
2021*
$0.490
105%
Nil
1.39%
*
Tranches 2 and 3 of performance rights granted during the year ended 30 June 2022 have not met the definition of grant date under
AASB 2 - Share Based payments. Accordingly, the share based expense recognised was using an estimate of the grant date fair value at
30 June 2022. The value will be re-assessed at each reporting date until grant date has been identified.
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%
(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 3.1 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
–
31 Jul 2015
5 Aug 2025
0.248
847,600
30 Oct 2015
30 Oct 2020
7 Mar 2016
7 Mar 2021
0.568
0.398
Total
–
–
847,600
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
–
847,600
–
–
847,600
–
–
–
–
–
Fair value of options granted
No options were granted during the year ended 30 June 2022 (2021 – 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.
71
Notes to the Consolidated Financial Statements
30 June 2022
☺32 Share-based payments (continued)
(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 2022
$
30 June 2021
$
1,486,841
1,702,159
1,486,841
1,702,159
Share-based payment transactions with employees are recognised during the period as a part of corporate and
administrative expenses.
33 Parent entity information
Set out below is the supplementary information about the parent entity.
Statement of comprehensive income
Loss after income tax
Total comprehensive income
Statement of financial position
Total current assets
Total non current assets
Total assets
Total current liabilities
Total non current liabilities
Total liabilities
Equity
– Contributed equity
– Reserves
– Accumulated losses
Total equity
Parent
30 June 2022
$
30 June 2021
$
(30,284,020)
(29,227,163)
(30,284,020)
(29,227,163)
Parent
30 June 2022
$
30 June 2021
$
55,353,360
51,560,979
42,570,439
25,908,877
97,923,799
77,469,856
1,296,679
1,309,609
2,654,636
4,314,029
3,951,315
5,623,638
367,407,757 313,422,305
28,752,813
34,845,815
(302,188,086) (276,421,902)
93,972,484
71,846,218
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 2022 and 30 June 2021.
Capital commitments - Property, plant, and equipment
The parent entity did not have any capital commitments for property, plant, and equipment at as 30 June 2022 and
30 June 2021.
72
Annual Report 2022 Immutep Limited Directors’ Declaration
In the directors’ opinion:
(a) the financial statements and notes set out on pages 29 to 72 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 2022 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
31 August 2022
73
Independent Auditor’s Report
74
Annual Report 2022 Immutep Limited Independent Auditor’s Report
continued
75
Independent Auditor’s Report
continued
76
Annual Report 2022 Immutep Limited Independent Auditor’s Report
continued
77
Independent Auditor’s Report
continued
pwc
Report on the remuneration report
Our opinion on the remuneration report
We have audited the remuneration report included in pages 15 to 25 of the directors' report for the
year ended 30 June 2022.
In our opinion, the remuneration report of lmmutep Limited for the year ended 30 June 2022 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
Sydney
31 August 2022
Page 181
78
Annual Report 2022 Immutep Limited Shareholder Information
as at 29 August 2022
The shareholder information set out below was applicable as at 29 August 2022.
There is a total of 866,239,815 ordinary fully paid shares on issue held by 13,429 holders.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
1 – 1,000
1,001 – 5,000
5,001 – 10,000
10,001 – 100,000
100,001 – and over
Total
Holding less than a marketable parcel
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
HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED
NATIONAL NOMINEES LIMITED
CITICORP NOMINEES PTY LIMITED
J P MORGAN NOMINEES AUSTRALIA PTY LIMITED
UBS NOMINEES PTY LTD
BNP PARIBAS NOMS PTY LTD
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