Invex Therapeutics Ltd
Annual Report 2020

Plain-text annual report

ACN 632 145 334 INVEX THERAPEUTICS LTD FINANCIAL REPORT 30 JUNE 2020 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Contents Corporate Directory ......................................................................................................................................... 3 Chair’s Letter .................................................................................................................................................... 4 Directors’ Report .............................................................................................................................................. 6 Auditor's Independence Declaration……………………………………………………………………………… .…………………………19 Consolidated Statement of Profit or Loss and Other Comprehensive Income…………………………………………….20 Consolidated Statement of Financial Position..……………………………………………………………………………………….....21 Consolidated Statement of Changes in Equity ............................................................................................... 22 Consolidated Statement of Cash Flows .......................................................................................................... 23 Notes to the Financial Statements ................................................................................................................ 24 Directors’ Declaration .................................................................................................................................... 45 Independent Auditor’s Report........................................................................................................................ 46 Corporate Governance Statement ................................................................................................................. 49 ASX Additional Information ............................................................................................................................ 50 2 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Corporate Directory This financial report includes the consolidated financial statements and notes of the Group consisting of Invex Therapeutics Ltd and its controlled entity (Invex Therapeutics UK). The Group’s functional and presentation currency is Australian Dollars ($). A description of the Group’s operations and principal activity is included in the review of operations and activities in the Directors’ report on pages 6 to 18. The Directors’ Report is not part of the Consolidated Financial Report. Directors: Dr Jason Loveridge Professor Alexandra Sinclair Mr David McAuliffe Ms Narelle Warren Company Secretary: Ms Narelle Warren Registered Office & Principal Place of Business: Level 1, 38 Rowland St SUBIACO WA 6008 Tel: +61 8 6382 0137 Website: www.invextherapeutics.com UK Principal Place of Business Unit 28, Birmingham Research Park 97 Vincent Drive Edgbaston, Birmingham B15 2SQ United Kingdom Auditors: BDO Audit (WA) Pty Ltd 38 Station St SUBIACO WA 6008 Bankers: Westpac Banking Corporation Solicitors: Steinepreis Paganin Level 4, The Read Buildings 16 Milligan St PERTH WA 6000 Share Registry: Automic Registry Services Telephone: 1300 288 664 International: +61 2 9698 5414 Website: www.automicgroup.com.au ASX code: IXC 3 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Chair’s Letter On behalf of the Board of Invex Therapeutics Ltd (Invex), I am delighted to report on our significant and numerous achievements this year and the foundations of our strategy to increase shareholder value. Invex is focused on research and development centred around understanding and defining the mechanisms that regulate pressure in the brain, and in particular the potential to repurpose an already approved drug, Exenatide, to reduce intracranial pressure (ICP) and address a significant unmet medical need. Invex has trade marked its repurposed Exenatide as Presendin™ and has progressed rapidly since listing on the Australian Securities Exchange (ASX) in July 2019 with the key achievement being the completion of a Phase II clinical trial in Idiopathic Intracranial Hypertenstion (IIH). IIH features severely raised intracranial pressure which causes disabling daily headaches and can compress the optic nerve, causing serious vision impairment in up to one third of those affected. IIH is a chronic disease which starts early in life, at around 20-30 years, and it is most common in women who are obese. IIH is a rapidly growing orphan indication: its incidence has increased by more than 350% in the last 10 years. Invex estimates the IIH annual addressable market in the United States (US) and European Union (EU) could be around A$1.6 billion, representing a drug-treatable patient population of approximately 21,500 newly diagnosed patients and a prevalence population of approximately 92,000 patients. There are currently no approved treatments for IIH, repesenting an attractive and unecumbered market for Presendin™ upon clinical and regulatory success. One of Invexs’ key corporate strategies is to maximise the value of our Exenatide assets through multiple layers of protection utilising both regulatory and patent mechanisms. Our granted orphan drug designation for Exenatide in IIH in both the US and Europe provides us seven and ten years market exclusivity, respectively, upon regulatory clearance being granted. During the year we were awarded a Japanese patent on the use of Exenatide for pressure related disorders of the brain, and just after the end of the financial year, received notification from the US Patent and Trademark Office of a notice of allowance for Invex’s patent application covering the use of GLP-1 receptor agonists, including Exenatide, in reducing elevated intracranial pressure. The allowance of our US patent should provide protection until at least August 2035. During the year Invex reported the results of its first clinical study of Exenatide in IIH. This trial was a single centre, randomised Phase II, double-blind, placebo controlled clinical trial in 16 patients with active IIH comparing Exenatide twice daily with placebo. The primary endpoint of the study was the change in ICP over 12 weeks of dosing as measured by a real-time intracranial pressure (ICP) monitoring device. Secondary endpoints included a number of headache and vision based measures. Invex was and remains excited with the study outcomes. The study provided clear statistical and clinical evidence of efficacy in the primary endpoint of a reduction in ICP, demonstrating both an immediate reduction in pressure and a strong and sustained reduction in ICP at 12 weeks. This study provides the first evidence that Exenatide can both significantly reduce ICP in IIH patients and provide a clinical benefit in terms of headache reduction and vision improvement. Exenatide was able to demonstrate a statistically significant and clinically meaningful improvement in visual acuity at 12 weeks, equating to one line improvement on a LogMAR eye chart. Additionally, there was a statistically significant and clinically meaningful 7.7 day (37%) reduction in Monthly Headache Days for IIH patients receiving Exenatide. To place this data into context, one line of vision improvement could mean the difference between driving or not, and that magnitude of headache reduction is not typically seen for migraine drugs already approved by regulators, where a 1.5- 2.0 day improvement is considered clinically meaningful. In July 2020, Invex received preliminary feedback from the European Medicines Agency (EMA) and US Food and Drug Adminsitration (FDA) on the Invex’ proposed Phase III design and pre-clinical package for Presendin™. EMA indicated a single pivotal study of Presendin™ against placebo would be sufficient to support a filing for regulatory approval in IIH in Europe. EMA suggested ICP as the most appropriate primary endpoint, but also acknowledged that reduction in headache frequency would also constitute an acceptable primary endpoint. The FDA stated they would need more information to evaluate Invex’s proposed design but did guide that two well controlled studies would be required to support registration in the US. Both regulatory agencies agreed that Invex’s proposed pre-clinical and human pharmacokinetic approach was broadly acceptable for the proposed Phase III study. Investors should note these discussions are currently early stage in nature and harmonising regulatory approaches to achieve approval in multiple jurisdictions always requires multiple interactions. 4 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Chair’s Letter (continued) In the year ahead, we will continue to refine the Presendin™ Phase III clinical study design and execute contracts for the manufacture and supply of GMP grade Presendin™ for clinical trials and commercialisation. Having now received regulatory advice we will also move forward with the necessary animal tolerability and human pharmacokinetic (PK) studies for Presendin™. Most importantly, we still anticipate commencing a Phase III registration trial in IIH in the first half of calendar year 2021. Invex remains in a strong financial position with a robust, debt-free balance sheet to provide the funds to support our pre-clinical and clinicial activities for Presendin™ in IIH, and also to explore a second disease indication in more detail. I would like to acknowledge the significant progress achieved in our first year and thank my fellow Board members, employees and our consultants for their contribution, which resulted in Invex; successfully listing on ASX, delivering statisitcally significant and clinically meaningful Phase II data in IIH both on time and on budget, and undertaking a transformational capital raise that funds the pre-clinical and clinical trials necessary to obtain regulatory clearance for Presendin™ in IIH. On behalf of the Board I would like to acknowledge our shareholders, patients and key clinician advisers for their support. Invex remains committed to its mission of developing innovative therapies with a focus on pressure-related disorders on the brain, particularly IIH. We believe Invex has the potential to profoundly improve patient health and quality of life with such therapies and significantly increase shareholder value over time as we meet clinical, regulatory and commerical milestones moving forward. Dr Jason Loveridge Chair 5 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report Your Directors present their report together with the consolidated financial statements of the Invex Therapeutics Ltd (Invex or Company) and its controlled entity (Group) for the financial year ended 30 June 2020. Director The name of the Directors in office for the year ended 30 June 2020 until the date of this report are as follows. All Directors were in office for the entire year unless otherwise stated. Dr Jason Loveridge Non-executive Chair Appointed 8 March 2019 Dr Loveridge is a founder of Invex and also CEO of 4SC AG, a German publicly listed oncology company. He has more than 30 years of international experience across Europe, Asia and the US in senior management positions in life sciences companies and as an investment professional dealing in both privately held and publicly traded companies. Additionally, he has substantial transactional experience in the sale and partnering of biotechnology assets. Dr Loveridge graduated in Biochemistry and Microbiology from the University of New South Wales, Australia, and holds a Ph.D. in Biochemistry from the University of Adelaide, Australia. He is also a fellow of the Royal Society of Medicine. Dr Loveridge is considered an independent Director. Current Directorships – Member of the Management Board of 4SC AG. Former Directorships in last three years - Director of Actinogen Medical Ltd. Interests in shares and options – 3,374,462 shares and 800,000 unlisted options. Professor Alexandra Sinclair Executive Director – Chief Scientific Officer Appointed 28 June 2019 Prof Sinclair is a Clinician Scientist and Neurology Consultant in the Metabolic Neurology Group at the Institute of Metabolism and Systems Research, College of Medical and Dental Sciences, The University of Birmingham, UK. Prof Sinclair is a fellow of the British Medical Association, UK, the Association of British Neurologists, UK, the Royal College of Physicians, London, the Society for Endocrinology, the International Headache Society, the British Association of the Study of Headache, UK, the North American Neuro-ophthalmology Society and the European Headache Federation. Prof. Sinclair is not considered an independent Director. Current directorships – None. Former directorships held in last three years – None. Interests in shares and options - 2,500,000 shares and 800,000 unlisted options. Mr David McAuliffe Non-executive Director Appointed 8 March 2019 Mr McAuliffe is an experienced company director and entrepreneur who has had over twenty years’ experience, mostly in the international biotechnology field. During that time, he was involved in numerous capital raisings and in-licensing of technologies. He is a founder of several companies in Australia, France and the United Kingdom, many of which have become public companies. Mr McAuliffe has an Honours degree in Law, a Bachelor of Pharmacy degree and is the President of the Dyslexia – Speld Foundation WA (Inc). Mr McAuliffe is considered an independent Director. Current directorships - 4DS Memory Ltd. Former directorships held in last three years - None Interests in shares and options - 3,350,001 shares and 200,000 unlisted options. 6 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Ms Narelle Warren Non-executive Director/Company Secretary Appointed 25 March 2019 Ms Warren is a Chartered Accountant with over twenty years of corporate advisory, financial management and company secretarial experience. Ms Warren has co-ordinated and assisted in numerous corporate transactions, including acquisitions, divestments and raising funds via private and public equity markets. She holds both a Bachelor of Laws and Bachelor of Commerce. Ms Warren is considered an independent Director. Current directorships - None. Former directorships held in last three years - None Interests in shares and options - 200,000 shares and 400,000 unlisted options. Principal Activity Invex is a biopharmaceutical Group focused on the repurposing of an already approved drug, Exenatide, for efficacious treatment of neurological conditions derived from or involving raised intracranial pressure, such as Idiopathic Intracranial Hypertension (IIH), acute stroke and traumatic brain injury. The Group’s first program is the development of Presendin™ for IIH, a severe condition predominately in females which can lead to disabling headaches and permanent vision loss. Presendin™ is the Group’s filed (and granted) trademark name for reformulated Exenatide currently in development. The principal activity of the Group during the year has been the reformulation of Exenatide to optimise the delivery of the drug for patients with IIH, the prosecution of the Group’s patent portfolio and the exploration of other indications involving raised intracranial pressure with the goal of expanding the Group’s proprietary drug candidates beyond Presendin™. A Phase II clinical trial of Exenatide in IIH was completed during the year and the results announced. Operating Results The result of the Group for the year ended 30 June 2020 was a loss of $3,360,279 (2019: $232,122 loss). The net loss of the Group predominantly related to Research & Development costs of $1,591,547 associated with the Phase II clinical trial, pre-clinical reformulation studies of Presendin™, administration and corporate costs of $674,354 and non-cash items; share-based payments of $983,392 and the write-off of acquisition costs of $117,946. During the second half of the year, the Group completed a two tranche share placement $26,200,000 before costs. The Company allotted 12,500,000 shares in May 2020 to raise $16,250,000 and the balance of 7,653,847 shares to raise $9,950,001 were allotted in early July 2020. The capital raised will allow the Group to meet its medium term clinical and other objectives, including the completion and publication of top-line results of the Phase III study for Presendin™, drug manufacture and supply for the trials and the commencement of a Phase II study for Presendin™ in a second indication in 1H CY2021. Review of Operations Invex successfully listed on the Australian Securities Exchange (ASX) on 5 July 2019, raising $12.0 million at an issue price of $0.40 per share. In the Group’s first year since listing on ASX it has made considerable progress, meeting its business objectives on time and within budget. The Group is pleased to report on its significant achievements as follows. 7 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) The highlights include: • • • • • • • The repurposing of Exenatide for IIH progressed largely as planned and a number of potential formulations were identified which were evaluated in pre-clinical animal models throughout the 2020 financial year. The Group completed several pharmacokinetic (PK) studies of different proprietary formulations of Exenatide in animals during the second half of the year. The Group has chosen a small number of potential final formulations of Exenatide and commenced a process to identify a supplier of GMP grade Exenatide and a Final Drug Product manufacturer for sufficient quantities of Presendin™ to undertake further clinical studies and provide sufficient inventory to support initial commercialisation activities. The Group is currently in active discussions with a number of potential suppliers and anticipates completing its selection process in the third quarter of calendar year 2020. In October 2019, Invex announced its application for a patent in Japan had been granted (patent number 2017- 512008). The Group announced the 16th and final patient was recruited and dosed for the randomised, double-blind, placebo controlled Phase II clinical trial targeting the treatment of IIH with Exenatide. The recruitment and dosing was completed well ahead of schedule. In December 2019 the Company incorporated a UK subsidiary, Invex Therapeutics Ltd (Invex UK) and entered into a lease agreement to secure a principal place of business in the UK at the Birmingham Research Park in Edgbaston. Invex UK is employing additional personnel to work alongside Professor Alexandra Sinclair to manage and support the Group’s clinical trial programmes. In January 2020 Invex announced the sixteenth and final patient had completed the 12-week dosing regimen for the Group’s randomised Phase II trial of Exenatide in IIH. In February 2020 the Trade Mark Application No UK00003462892 Presendin™ was granted in the UK. In May 2020, Invex released the results of its Phase II study of Exenatide in IIH demonstrating: o o o o Statistically significant reduction in Intracranial Pressure (ICP, the Primary Endpoint) in Idiopathic Intracranial Hypertension (IIH) patients receiving Exenatide at 2.5 hours, 24 hours and 12 weeks (range 18.1-20.8% versus study hurdle of >10%) ICP lowering effects of Exenatide in IIH patients for the first time in human patients Statistically significant & clinically meaningful 7.7 day (37%) reduction in Monthly Headache Days for IIH patients receiving Exenatide (key hurdle for migraine drug approval is 1.5-2.0 days per month) Statistically significant & clinically meaningful improvement in visual acuity at 12 weeks, equating to one line improvement on a LogMAR eye chart. This Phase II data strongly supported moving Presendin™ into a Phase III clinical trial. The study provided clear statistical and clinical evidence of efficacy in the primary, and in some key secondary endpoints, and demonstrated both an immediate reduction in ICP and a strong and sustained clinical benefit in the IIH cohort at 12 weeks. • In June 2020, the IIH Phase II data was presented by the study investigators during the scientific sessions at the 14th European Headache Federation (EHF) Congress on 29 June in Berlin, Germany (virtual Congress). The presentation was titled “A randomised, placebo controlled, double blind trial of the effect of the GLP-1 receptor agonist Exenatide on intracranial pressure in Idiopathic Intracranial Hypertension (IIH: Pressure Trial).” • The Group appointed Carol Parish effective 20 July 2020 as Head of Clinical Operations to oversee and drive the Group’s clinical programs, including its Phase III clinical program for Presendin™ as well as the necessary lead-in requirements including regulatory and quality initiatives. Carol has over 30 years’ experience within large and medium size pharmaceutical companies, having been accountable for all phases of drug development and in multiple therapy areas, including neurology. 8 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Likely Developments The Group has laid solid foundations during its first year of operations and continues to actively progress the necessary lead-in requirements to commence a Phase III registration study of Presendin™ in 2021. The successful completion and strong efficacy shown from the Phase II clinical trial for Exenatide represents an important milestone for Invex, its shareholders and patients living with the burden of IIH. Invex has a number of key milestones planned for the remainder of the 2021 financial year, including: Finalisation of the Presendin™ Phase III design (Q3 CY2020) Finalise supply of GMP Exenatide and Presendin™ manufacturing (Q3 CY2020) • • • Complete animal tolerability study for Presendin™ (Q4 CY2020) • • Commence a Phase III registration trial in 1H CY2021 Initiate human pharmacokinetic (PK) study for Presendin™ (Q4 CY2020) Dividends No dividends were paid or recommended by the Directors since the commencement of the year. Significant Changes in State of Affairs Other than as outlined above, there were no significant changes in the Group’s state of affairs during the year. Matters Subsequent to the End of the Financial Year The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has not adversely financially impacted the consolidated entity up to 30 June 2020, it is not practicable to estimate the potential impact, positive or negative, after the reporting date. The situation is changing rapidly and the Company’s ability to operate normally is subject to measures imposed by the Australian Government and other countries, such as; maintaining social distancing requirements, quarantine, travel restrictions and other economic stimulus that may be provided. On 2 July 2020 the Company allotted 7,653,847 ordinary shares, to raise $9,950,001 following shareholder approval at General Meeting of Shareholders on 29 June 2020. No other significant events occurred after balance date which may affect either the Group’s operations or results of those operations or the Group’s state of affairs. Meetings of Directors During the year the following Director meetings were held. Board Meetings Number Eligible to Attend Number Attended 8 8 8 8 8 6 8 8 Director Dr Jason Loveridge Prof Alexandra Sinclair Mr David McAuliffe Ms Narelle Warren Environmental Regulations The Group is not subject to significant environmental regulation in respect of its research and development activities. 9 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Unissued Shares under Option Unissued ordinary shares of Invex Therapeutics Ltd under option at the date of this report are as follows: Date Options Granted Expiry Date Exercise Price Number Under Option 22 November 2019 22 November 2023 21 January 2020 9 April 2020 Total 21 January 2023 9 April 2023 $0.60 $1.00 $0.60 2,200,000 1,250,000 60,000 3,510,000 Insurance of Officers and Indemnities Invex paid a premium to insure the directors and secretary of the Group. 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 them or someone else or to cause detriment to the Group. It is not possible to apportion the premium between amounts relating to the insurance against legal costs and those relating to other liabilities. Proceedings on behalf of the Group No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the Group, or to intervene in any proceedings to which the Group is a party, for the purpose of taking responsibility on behalf of the Group for all or part of those proceedings. No proceedings have been brought or intervened in on behalf of the Group with leave of the Court under section 237 of the Corporations Act 2001. Non-audit services The Group may decide to employ its auditor on assignments additional to their statutory audit duties where the auditor’s expertise and experience with the Group is important. During the year, other services were performed in addition to their statutory duties. The details of the amount paid are disclosed in Note 23 of the consolidated financial report. Auditor’s Independence Declaration A copy of the auditors’ independence declaration as required under section 307C of the Corporations Act 2001 is set out on the page following this Directors’ Report. Additional information The earnings of the consolidated entity for the years since incorporation to 30 June 2020 are summarised below: Sales revenue EBITDA EBIT Loss after income tax 2020 $ 2019 $ - (3,360,279) (3,360,279) (3,360,279) - (232,122) (232,122) (232,122) 10 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Remuneration Report - Audited The remuneration report outlines the remuneration arrangements which were in place during the year and remain in place as at the date of this report, for the Directors and key management personnel of Invex. The information provided in this remuneration has been audited as required by section 308(3C) of the Corporations Act 2001. The remuneration report is set out under the following main headings: A B C D E F G A Principles used to determine the nature and amount of remuneration Details of remuneration Service agreements Share-based compensation Equity instruments held by key management personnel Loans to key management personnel Other transactions with key management personnel Principles used to determine the nature and amount of remuneration The Board has elected to establish a remuneration committee. However, given the size of the current Board remuneration matters will be considered and approved by the full Board. The following items will be considered and discussed as deemed necessary at the Board meetings: - - - - recommend the terms and conditions of employment for the Executive Directors and Senior Officers; undertake a review of the Executive Directors performance, at least annually, including setting with the Executive Directors goals for the coming year and reviewing progress in achieving those goals; consider and report on the recommendations of the Executive Directors on the remuneration of all direct reports; and develop and facilitate a process for Board and Director evaluation. Non-executive Directors Fees and payments to Non-executive directors reflect the demands which are made on, and the responsibilities of the directors. Non-executive Directors’ fees and payments are reviewed annually by the Board. The Chair’s fees are determined independently to the fees of Non-executive Directors based on comparative roles in the external market. Given the size of the company Non-executive Directors may receive performance-based pay where they are required to provide services outside the scope of their roles as Non-executive Directors. Directors’ fees The current base fees were last reviewed at a recent Board meeting. Non-executive Directors’ fees are determined within an aggregate directors’ fee pool limit, which is periodically recommended for approval by shareholders. The maximum currently stands at $250,000 per annum and was approved by shareholders at its first Annual General Meeting of shareholders in November 2019. Remuneration of executives consists of an un-risked element (base pay). No dividends have been paid or declared in the year ended to 30 June 2020. 11 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Remuneration Report - Audited (continued) Additional fees A Director may also be paid fees or other amounts as the Directors determine if a Director performs special duties or otherwise performs services outside the scope of the ordinary duties of a Director. A Director may also be reimbursed for out of pocket expenses incurred as a result of their directorship or any special duties. Retirement allowances for directors Superannuation contributions required under the Australian Superannuation Guarantee Legislation continue to be made and are deducted from the Directors’ overall fee entitlements where applicable. Executive pay 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; 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; short-term performance incentives; and long-term incentives through participation in the Invex Employee Share Option Plan. Base pay 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 consultants provide analysis and advice 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. An executive’s pay is also reviewed on promotion. There are no guaranteed base pay increases included in any executives’ contracts. There are no short-term incentives outstanding. Benefits No benefits other than noted above are paid to Directors or management except as incurred in normal operations of the business. Short term incentives No benefits other than remuneration disclosed in the remuneration report are paid to Directors or management except as incurred in normal operations of the business. 12 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Remuneration Report - Audited (continued) Long term incentives The Group’s current Employee Share Option Plan (ESOP) is designed to provide medium and long term incentives for all employees (including Non-executive and Executive Directors) and to attract and retain experienced Employees, Board Members and Executive Officers and provide motivation to make the Group more successful. As options granted to Directors and Employees are considered to represent the value of the services received over the vesting period of the options, the assessed value of the options are recognised and expensed over the vesting period. Options vesting during the period of issue are fully expensed under the accounting standards. Other than options disclosed in section D of the remuneration report there have been no options issued to Directors and Employees at the date of this financial report. Voting and comments made at the Company's 2019 Annual General Meeting (AGM) At the 2019 AGM, 98.5% of the votes received supported the adoption of the remuneration report for the year ended 30 June 2019. The company did not receive any specific feedback at the AGM regarding its remuneration practices. Remuneration consultants The Group did not engage any remuneration consultants during the year. The Group will engage independent remuneration consultants should it look to make any changes to director fee levels to ensure they are in line with market conditions and any decisions are made free from undue influence from members of the Group’s Key Management Personnel (KMP’s). B Details of remuneration Amounts of remuneration Details of the remuneration of the directors and the KMP’s of the Group are found below: Director Date of appointment Role Dr Jason Loveridge Appointed 8 March 2019 Non-executive Chair Prof Alexandra Sinclair Appointed 28 June 2019 Executive Director David McAuliffe Appointed 8 March 2019 Non-executive Director Narelle Warren Appointed 25 March 2019 Non-executive Director/Company Secretary 13 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Remuneration Report - Audited (continued) Key Management Personnel of the Group Short-term employee benefits Long-term employee benefits Cash salary & fees Other Non monetary benefits Annual Leave Post-employment benefits Super- annuatio n Pensions Retire- ment benefits Share- based payments Total Total remuneration represented by Options Options $ $ $ $ $ $ $ $ % 70,000 70,0001 12,923 35,000 130,000 2 - 12,923 12,923 235,000 70,000 38,769 Prof Alexandra Sinclair 70,000 70,0001 12,923 2020 Directors Non-executive Directors Dr Jason Loveridge David McAuliffe Narelle Warren Sub-total Non-executive Directors Executive Director Total key management personnel compensation 1. 2. - - - - - - - - - - - - - - - - 173,546 326,469 43,387 91,310 53.16 35.77 86,773 229,696 37.78 303,706 647,475 - 173,546 326,469 53.16 - 477,252 973,944 47.55 305,000 140,000 51,692 These amounts relate to bonuses paid to Dr Jason Loveridge and Prof Alexandra Sinclair in recognition of their additional time and effort in completion of the successful Phase II trial on time and within budget and also the $26.2 million capital raising. This amount is in relation to Ms Warren’s Company Secretary, Finance and role with the Company and paid by the Company to Concept Biotech Pty Ltd. The relative proportions of remuneration that are linked to performance and those that are fixed are as follows: Name Executive Director Prof Alexandra Sinclair Fixed remuneration 2020 Performance based remuneration 2020 70,000 53.16% 14 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Remuneration Report - Audited (continued) Short-term employee benefits Long- term employee benefits Post-employment benefits Share- based payments Total Total remuneration represented by Options Cash salary & fees Non monetary benefits Annual Leave Super- annuation Pensions Retire- ment benefits Other Options 2019 Directors Non-executive Directors Dr Jason Loveridge David McAuliffe Narelle Warren Sub-total Non-executive directors Executive Director $ - - - - 30,000 25,0001 30,000 25,000 Prof Alexandra Sinclair - Total KMP compensation 30,000 25,000 $ $ $ $ - - - - - - - - - - - - - - - - - - - - - - - $ - - - $ - - 55,000 - 55,000 - - 55,000 % - - - - - - 1. This amount is in relation to Ms Warren’s Company Secretary, Finance and role and success fee of $25,000 with the Company and invoiced to the Company by Concept Biotech Pty Ltd was accrued and remained payable as at 30 June 2019. The relative proportions of remuneration that are linked to performance and those that are fixed are as follows: Fixed remuneration 2019 Performance based remuneration 2019 70,000 - Name Executive Director Prof Alexandra Sinclair C Service agreements Executive Director Name Term of agreement Fees Termination benefit Executive Director Prof Alexandra Sinclair Open $70,000 Relevant notice periods apply, being 1 months’ notice with reason or 3 months without reason. 15 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Remuneration Report - Audited (continued) Non-executive Directors On appointment to the Board, all Non-executive Directors enter into a service agreement with the Company in the form of a letter of appointment. The letter summarises the Board’s policies and terms, including compensation, relevant to the director, and among other things: - - - - - - the terms of the directors appointment, including governance, compliance with the Company’s Constitution, committee appointments, and re-election; the directors duties, including disclosure obligations, exercising powers, use of office, attendance at meetings and commitment levels; the fees payable, in line with shareholder approval, any other terms, timing of payments and entitlements to reimbursements; insurance and indemnity; disclosure obligations; and confidentiality. The Non-executive Director fees with the exception of Narelle Warren were paid the following fees during the year. Name Term of agreement Base salary including superannuation Termination benefit Non-Executive Directors Dr Loveridge Jason Consultancy – Open $35,000 Relevant notice periods apply, being 1 months’ notice with reason. Dr Jason Loveridge – Bonus Board approved $70,000 Not applicable Dr Jason Loveridge – Non- executive fee Shareholder Approval by rotation David McAuliffe- executive fee Non- Shareholder Approval by rotation $35,000 Nil $35,000 Nil D Share-based compensation Options The Company’s current Employee Share Option Plan (ESOP) was approved by the board of directors on 20 May 2019. The ESOP is designed to provide medium and long term incentives for all employees (including Non-executive and Executive Directors) and to attract and retain experienced employees, board members and executive officers and provide motivation to make the Company more successful. Under the ESOP, participants have been granted options which only vest if certain milestones are met. Participation in the plan is at the board’s discretion and no individual has a contractual right to participate in the plan or to receive any guaranteed benefit. Any option may only be exercised after the option has vested and other conditions imposed by the board have been satisfied. Options are granted under the ESOP for no consideration. Options granted under the ESOP carry no dividend or voting rights. When exercisable, shares allotted pursuant to the exercise of options will be allotted following receipt of relevant documentation and payments will rank equally with all other shares. 16 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Remuneration Report - Audited (continued) As options granted to employees are considered to represent the value of the services received over the vesting period of the options, the assessed value of the options are recognised and expensed over the vesting period. Options vesting during the period of issue are fully expensed under the accounting standards. The total Employee Options expense for the period is outlined below. The terms and conditions of each grant of options over ordinary shares affecting remuneration of directors and other key management personnel in this financial year or future reporting years are as follows: 2020 Name Directors Number of options granted Grant date Vesting date and exercisable date Expiry date Exercise price Fair value per option at grant date Dr Jason Loveridge Prof Alexandra Sinclair 800,000 22 Nov 2019 800,000 22 Nov 2019 David McAuliffe 200,000 22 Nov 2019 Narelle Warren 400,000 22 Nov 2019 50% -22 Nov 2021 50% 22 Nov 2022 50% -22 Nov 2021 50% 22 Nov 2022 50% -22 Nov 2021 50% 22 Nov 2022 50% -22 Nov 2021 50% 22 Nov 2022 22 Nov 2023 $0.60 $0.42 22 Nov 2023 $0.60 $0.42 22 Nov 2023 $0.60 $0.42 22 Nov 2023 $0.60 $0.42 All options were granted over unissued fully paid ordinary shares in the company. The number of options granted was determined having regard to the satisfaction of performance measures. Options vest based on the provision of service over the vesting period whereby the executive becomes beneficially entitled to the option on vesting date. Options are exercisable by the holder as from the vesting date. There has not been any alteration to the terms or conditions of the grant since the grant date. There are no amounts paid or payable by the recipient in relation to the granting of such options other than on their potential exercise. E Equity instruments held by Key Management Personnel Shareholdings The numbers of shares in the Company held during the year by each director of Invex, including their personally related parties are set out below. There were no shares granted during the reporting year as compensation. 2020 Name Balance at the start of the year Capital Raising shares subscribed for Disposals On Market Purchases Balance at the end of the year Directors Dr Jason Loveridge Prof. Alexandra Sinclair David McAuliffe Narelle Warren Total 5,106,000 2,500,000 3,350,001 200,000 11,156,001 - - - - - (1,770,000) 1 - - - (1,770,000) - - - - - 3,336,000 2,500,000 3,350,001 200,000 9,386,001 1. As a result of the liquidation of an entity of which Dr Jason Loveridge was a beneficiary 50% of the shareholding, representing 1,770,000 shares was transferred to another beneficiary of the entity. 17 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Report (continued) Remuneration Report - Audited (continued) Option holdings The number of options over ordinary shares in the Group held during the year by each director of Invex Therapeutics Ltd, including their personally related parties, are set out below. 2020 Name Directors Dr Jason Loveridge Prof Alexandra Sinclair David McAuliffe Narelle Warren Total Balance at the start of the year Granted as compensation Exercised/ Expired Balance at end of the year Vested and exercisable Un-vested Fair value at grant date - - - - - 800,000 800,000 200,000 400,000 2,200,000 - - - - - 800,000 800,000 200,000 400,000 2,200,000 - - - - 800,000 $0.42 800,000 200,000 400,000 2,200,000 $0.42 $0.42 $0.42 F Loans with key management personnel Key Management Personnel loans There were no loans to or from key management personnel during the year ended 30 June 2020. G Other transactions with key management personnel The following payments were made to Concept Biotech Pty Ltd, of which David McAuliffe and Narelle Warren are shareholders and directors, during the year for company secretarial work, financial and due diligence services. These services are provided on normal commercial terms and at arm’s length. Payments to Concept Biotech Pty Ltd Amounts payable to Concept Biotech Pty Ltd This is the end of the Remuneration Report. Signed in accordance with a resolution of the Board of Directors. David McAuliffe Non- Executive Director Perth, Western Australia, 27 August 2020 2020 $ 130,000 - 130,000 2019 $ 30,000 25,000 55,000 18 Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au 38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia DECLARATION OF INDEPENDENCE BY JARRAD PRUE TO THE DIRECTORS OF INVEX THERAPEUTICS LTD As lead auditor of Invex Therapeutics Ltd for the year ended 30 June 2020, I declare that, to the best of my knowledge and belief, there have been: 1. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; and 2. No contraventions of any applicable code of professional conduct in relation to the audit. This declaration is in respect of Invex Therapeutics Ltd and the entity it controlled during the period. Jarrad Prue Director BDO Audit (WA) Pty Ltd Perth, 27 August 2020 BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation. Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Consolidated Statement of Profit or Loss and Other Comprehensive Income For the year ended 30 June 2020 Note 4 5 5 5 9 13 6 Period from incorporation on 8 March 2019 to 30 June 2019 $ 2020 $ 165,703 132 (1,591,547) (158,743) (674,354) (117,946) (983,392) (3,360,279) - (59,876) (105,102) (67,276) - - (232,122) - (3,360,279) (232,122) - - (3,360,279) (232,122) (3,360,279) (232,122) (3,360,279) (232,122) Other income Research and development expenditure Capital raising expenses Finance, compliance and administration expenses Impairment of intangible asset Share-based payment expenses Loss before income tax from continuing operations Income tax expense Loss for the year from continuing operations Other comprehensive income for the year, net of tax Items that may be reclassified subsequently to profit or loss Total other comprehensive income for the year, net of tax attributable to members of the Group Loss for the year is attributable to: Owners of Invex Therapeutics Ltd Total comprehensive income for the year is attributable to: Owners of Invex Therapeutics Ltd Loss per share (cents) 14 (5.98) (0.98) The above Consolidated Statement of Profit or Loss and Other Comprehensive Income should be read in conjunction with the accompanying notes. 20 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Consolidated Statement of Financial Position As at 30 June 2020 ASSETS Current Assets Cash and cash equivalents Other receivables Total Current Assets Non-Current Assets Intangible assets Total Non-Current Assets TOTAL ASSETS LIABILITIES Current Liabilities Trade and other payables Unallocated shares Total Current Liabilities TOTAL LIABILITIES NET ASSETS EQUITY Contributed equity Reserves Accumulated losses TOTAL EQUITY Note 2020 $ 2019 $ 7 8 9 10 11 12 13 15 26,300,459 116,882 26,417,341 12,170,247 85,620 12,255,867 - - 26,417,341 117,946 117,946 12,373,813 712,946 1,302,427 2,015,373 2,015,373 24,401,968 935,491 - 935,491 935,491 11,438,322 27,017,127 977,242 (3,592,401) 24,401,968 11,670,444 - (232,122) 11,438,322 The above Consolidated Statement of Financial Position should be read in conjunction with the accompanying notes. 21 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Consolidated Statement of Changes in Equity For the year ended 30 June 2020 Contributed Equity $ Accumulated Losses $ Reserves Total Equity $ Balance as at 1 July 2019 11,670,444 (232,122) (Loss) for the year Other comprehensive income for the year Total comprehensive (loss) for the year Fx reserve movement Share-based movement Transactions with owners in their capacity as owners: Issue of share capital, net of transaction costs Balance as at 30 June 2020 payment reserve (3,360,279) - - - - (11,438,322) (3,360,279) - (3,360,279) - - (6,275) (3,360,279) (6,275) 983,517 983,517 - - - - - - - - 15,346,683 27,017,127 - (3,592,401) - 977,242 15,346,683 24,401,968 Contributed Equity $ Accumulated Losses $ Reserves Balance as at 8 March 2019 (Loss) for the year Other comprehensive income for the year Total comprehensive (loss) for the year Transactions with owners in their capacity as owners: Issue of share capital, net of transaction costs Balance as at 30 June 2019 1 - - - - (232,122) - (232,122) 11,670,443 11,670,444 - (232,122) Total Equity $ 1 (232,122) - (232,122) 11,670,443 11,438,322 - - - - - The above Consolidated Statement of Changes in Equity should be read in conjunction with the accompanying notes. 22 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Consolidated Statement of Cash Flows For the year ended 30 June 2020 CASH FLOWS FROM OPERATING ACTIVITIES Payments to suppliers and employees Interest received Net cash outflow from operating activities CASH FLOWS FROM INVESTING ACTIVITIES Payments for acquisition Net cash outflows from investing activities CASH FLOWS FROM FINANCING ACTIVITIES Subscription proceeds received for ordinary shares Subscription proceeds received for options IPO capital raising costs Placement capital raising costs Subscriptions proceeds unallocated Net cash inflow from financing activities Net increase in cash and cash equivalents held Cash and cash equivalents at the beginning of the period Exchange rate differences on cash held Cash and cash equivalents at end of financial year 7 Note 2020 $ 2019 $ (1,769,096) 165,703 (1,603,393) (230,264) 132 (230,132) 16 - - (8,191) (8,191) 16,250,000 125 (847,881) (971,066) 1,302,427 15,733,605 14,130,212 12,170,247 - 26,300,459 12,500,001 - (91,431) - - 12,408,570 12,170,247 - - 12,170,247 The above Consolidated Statement of Cash Flows should be read in conjunction with accompanying the notes. 23 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements 1. Basis of Preparation The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. Invex Therapeutics Limited is a listed public company, incorporated and domiciled in Australia and is the parent entity. Invex Therapeutics Limited is a for-profit entity for the purpose of preparing the financial statements. These consolidated financial statements comprise the Company and its controlled entity at the end of, or during the year (together referred to as ‘the Group’) and were authorised for issue by the Board of Directors. Australian Accounting Standards set out accounting policies that the AASB has concluded would result in a financial report containing relevant and reliable information about transactions, events and conditions. Compliance with Australian Accounting Standards ensures that the financial statements and notes also comply with International Financial Reporting Standards as issued by the IASB. Material accounting policies adopted in the preparation of this financial report are presented below and have been consistently applied unless otherwise stated. The financial report has been prepared on an accruals basis and is based on historical costs, modified, where applicable, by the measurement at fair value of selected non-current assets, financial assets and financial liabilities. The Company was incorporated on 8 March 2019, and officially listed on the ASX on 3 July 2019. The comparative period was 8 March 2019 to 30 June 2020. 2. New and amended Accounting Standards and Interpretations The following new and amended Accounting Standards and Interpretations have been identified as those which are relevant to its operations and effective for annual reporting period beginning on or after 1 July 2019. • AASB 16 will affect primarily the accounting by lessees and will result in the recognition of almost all leases on balance sheet. The standard removes the current distinction between operating and finance leases and requires recognition of an asset (the right to use the leased item) and a financial liability to pay rentals for virtually all lease contracts. An optional exemption exists for short-term and low-value leases. The statement of profit and loss will also be affected because the total expense is typically higher in the earlier years of a lease and lower in later years. Additionally, operating expense will be replaced with interest and depreciation so key metrics like EBITDA will change. Operating cashflows will be higher as cash payments for the principal portion of the lease liability are classified within financing activities. Only the part of the payments that reflects interest can continue to be presented as operating cashflows. The accounting by lessors will not significantly change. Some differences may arise as a result of the new guidance on the definition of a lease. Under AASB 16, a contract is, or contains, a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration. The consolidated entity has adopted AASB 16 from 1 July 2019 using the retrospective modified approach and as such the comparatives have not been restated. The impact of adoption is not material to the financial statements. Other new and amended standards and Interpretations issued by the AASB have been determined by the Group to have no impact, material or otherwise, on its business and therefore no further changes, other than those mentioned above, are necessary to Group accounting policies. No retrospective change in accounting policy or material reclassification has occurred requiring the inclusion of a third Statement of Financial Position as at the beginning of the comparative financial period, as required under AASB 101. 24 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 3. Summary of Accounting Policies The following material accounting policies adopted by the Group in the preparation of the financial report, have been consistently applied unless otherwise stated. (a) Parent entity information In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated entity only. Supplementary information about the parent entity is disclosed in note 22. (b) Principles of consolidation The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Invex Therapeutics Ltd (Company or Invex) as at 30 June 2020 and the results of all subsidiaries for the year then ended. Invex Therapeutics Ltd and its subsidiary together are referred to in these financial statements as the 'consolidated entity’. Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls an entity when the consolidated entity 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 consolidated entity. They are de-consolidated from the date that control ceases. Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated entity are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the consolidated entity. The acquisition of subsidiaries is accounted for using the acquisition method of accounting. (c) Foreign currency translation The financial statements are presented in Australian dollars, which is Invex's functional and presentation currency. Foreign currency transactions Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss. Foreign operations The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting date. The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange rates, which approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences are recognised in other comprehensive income through the foreign currency reserve in equity. The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of. (d) Operating segments Operating segments are presented using the 'management approach', where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation of resources to operating segments and assessing their performance. 25 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 3. Summary of Accounting Policies (continued) (e) Revenue recognition Revenue is recognised when or as the Group transfers control of goods or services to a customer at the amount at which the Group expects to be entitled. The following specific recognition criteria must also be met before revenue is recognised: Interest income Revenue is recognised as the interest accrues (using the effective interest method), which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial instrument to the net carrying amount of the financial asset. (f) Loans and Receivables Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are stated at amortised cost using the effective interest rate method. At each reporting date, the Group assesses whether there is objective evidence that a financial instrument has been impaired. (g) Right-of-use asset A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost, which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at or before the commencement date net of any lease incentives received, any initial direct costs incurred, and, except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and removing the underlying asset, and restoring the site or asset. Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated useful life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are subject to impairment or adjusted for any remeasurement of lease liabilities. The consolidated entity has elected not to recognise a right-of-use asset and corresponding lease liability for short- term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are expensed to profit or loss as incurred. (h) Lease liability A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the present value of the lease payments to be made over the term of the lease, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the consolidated entity's incremental borrowing rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in which they are incurred. Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the carrying amount of the right-of-use asset is fully written down. 26 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 3. Summary of Accounting Policies (continued) (i) Share-based payments Equity-settled and cash-settled share-based compensation benefits are provided to employees. Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price. The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the consolidated entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions. The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods. The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows: • during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period. from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date. • All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability. (j) Goods and Services Tax (GST) Revenues, expenses and assets are recognised net of the amount of GST, except where the amount of GST incurred is not recoverable from the Tax Office. In these circumstances the GST is recognised as part of the cost of acquisition of the asset or as part of an item of the expense. Receivables and payables in the statement of financial position are shown inclusive of GST. Cash flows are presented in the statement of cash flows on a gross basis, except for the GST components of investing and financing activities, which are disclosed as operating cash flows. (k) Cash and Cash Equivalents Cash and short-term deposits in the Statement of Financial Position comprise cash at bank and on hand and short- term deposits. (l) Trade and Other Receivables Trade receivables, which generally have 30-90 day terms, are recognised and initially at fair value and subsequently measured at amortised cost using the effective interest rate method, less loss allowance. The Group applies the AASB 9 simplified approach to measure expected credit losses which uses lifetime expected loss allowance for trade receivables. Bad debts are written off when identified. 27 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 3. Summary of Accounting Policies (continued) (m) Income Tax Tax expense recognised in profit or loss comprises the sum of deferred tax and current tax not recognised in other comprehensive income or directly in equity. Current income tax assets and/or liabilities comprise those obligations to, or claims from, the Australian Taxation Office (ATO) and other fiscal authorities relating to the current or prior reporting periods that are unpaid at the reporting date. Current tax is payable on taxable profit, which differs from profit or loss in the financial statements. Calculation of current tax is based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Deferred income taxes are calculated using the full liability method on temporary differences between the carrying amounts of assets and liabilities and their tax bases. However, deferred tax is not provided on the initial recognition of goodwill or on the initial recognition of an asset or liability unless the related transaction is a business combination or affects tax or accounting profit. Deferred tax on temporary differences associated with investments in subsidiaries and joint ventures is not provided if reversal of these temporary differences can be controlled by the Group and it is probable that reversal will not occur in the foreseeable future. Deferred tax assets and liabilities are calculated, without discounting, at tax rates that are expected to apply to their respective period of realisation, provided they are enacted or substantively enacted by the end of the reporting period. Deferred tax assets are recognised to the extent that it is probable that they will be able to be utilised against future taxable income, based on the Group’s forecast of future operating results which is adjusted for significant non-taxable income and expenses and specific limits to the use of any unused tax loss or credit. Deferred tax liabilities are always provided for in full. Deferred tax assets and liabilities are offset only when the Group has a right and intention to set off current tax assets and liabilities from the same taxation authority. Changes in deferred tax assets or liabilities are recognised as a component of tax income or expense in profit or loss, except where they relate to items that are recognised in other comprehensive income (such as the revaluation of land) or directly in equity, in which case the related deferred tax is also recognised in other comprehensive income or equity, respectively. (n) Equity, reserves and dividend payments Share capital represents the fair value of shares that have been issued. Any transaction costs associated with the issuing of shares are deducted from share capital, net of any related income tax benefits. Dividend distributions payable to equity shareholders are included in other liabilities when the dividends have been approved in a General Meeting prior to the reporting date. All transactions with owners of the parent are recorded separately within equity. (o) Asset acquisition When an asset acquisition does not constitute a business combination, the assets and the liabilities carrying amount based on their relative fair values in an asset purchase transaction and no deferred tax will arise in relation to the acquired assets and assumed liabilities as the initial recognition exemption for deferred tax under AASB 112 applies. No goodwill will arise on the acquisition and transaction costs of the acquisition will be included in the capitalized cost of the asset. 28 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 3. Summary of Accounting Policies (continued) (p) Trade and other Payables Trade and other payables represent liabilities for goods and services provided to the Group prior to the period end and which are unpaid. These amounts are unsecured, have 30-60 day payment terms and are measured at amortised cost. (q) Provisions, contingent liabilities and contingent assets Provisions for legal disputes, onerous contracts or other claims are recognised when the Group has a present legal or constructive obligation as a result of a past event, it is probable that an outflow of economic resources will be required from the Group and amounts can be estimated reliably. Timing or amount of the outflow may still be uncertain. Provisions are measured at the estimated expenditure required to settle the present obligation, based on the most reliable evidence available at the reporting date, including the risks and uncertainties associated with the present obligation. Where there are a number of similar obligations, the likelihood that an outflow will be required in settlement is determined by considering the class of obligations as a whole. Provisions are discounted to their present values, where the time value of money is material. No liability is recognised if an outflow of economic resources as a result of present obligation is not probable. Such situations are disclosed as contingent liabilities, unless the outflow of resources is remote in which case no liability is recognised. (r) Research and Development Research expenditure is recognised as an expense is incurred. Costs incurred on developments projects (relating to the development 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 capitalized comprises all directly attributable costs, including costs of materials, services, direct labour and an appropriate proportion of overheads. Other development expenditures that do not meet these criteria are recognized as an expense as incurred. Development costs previously recognised as an expense are not recognized 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. (s) Impairment of assets Non-financial assets At the end of each reporting period, non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. Recoverable amount is the higher of an asset’s fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit. Financial assets At the end of each reporting period, the Group assesses whether there is objective evidence that a financial asset has been impaired. For financial assets measured at fair value, gains or losses will be recorded in profit or loss, or through Other Comprehensive Income (FVTOCI) if the Group has made an irrevocable election at the time of initial recognition to account for equity instruments through OCI. 29 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 3. Summary of Accounting Policies (continued) (t) Intellectual Property Intellectual property represents an intangible asset which underpins the business of the Group; this was acquired at the Group’s inception and represents a capital contribution. Intellectual property is measured initially at fair value when it is probable that the future economic benefits arising as a result of the costs incurred will flow to the Group. This is subsequently measured on the cost model. The Group assesses identifiable intangible assets as having either finite or indefinite useful lives. Intangible assets with finite lives are amortised over the useful life and assessed for impairment at least annually or whenever there is an indication that the intangible asset may be impaired. The amortisation period and amortisation method are reviewed at least each financial year end. (u) Critical Accounting Estimates and Judgments Required The directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the Group. Coronavirus (COVID-19) pandemic Judgement has been exercised in considering the impacts that the Coronavirus (COVID-19) pandemic has had, or may have, on the consolidated entity based on known information. This consideration extends to the nature of the products and services offered, customers, supply chain, staffing and geographic regions in which the consolidated entity operates. Other than as addressed in specific notes, there does not currently appear to be either any significant impact upon the financial statements or any significant uncertainties with respect to events or conditions which may impact the consolidated entity unfavourably as at the reporting date or subsequently as a result of the Coronavirus (COVID-19) pandemic. Research and development expenditure Distinguishing the research and development phases of a new customized project and determining whether the recognition requirements for the capitalization of development costs are met requires judgement. The Group has expensed all costs relating to research and development expenditure to date on the basis that the capitalisation requirements have not been met. The Group’s consideration of whether its internal projects to develop drugs are in a research phase or development phase involves significant judgement. The Group considers a project to be in a development phase when the following can be demonstrated: The technical feasibility of completing the intangible asset so that it will be available for use or sale; There is intention to complete the project; The existence of a market to be able to sell output resulting from the project; • • • • How the intangible asset will generate probable future economic benefits; • There is adequate technical, financial and other resources available to complete the development and to use or sell the intangible asset; and Expenditure attributable to the project can be reliably measured. • Share-based payment transactions The Group measures the cost of equity-settled transactions by reference to the fair value of the equity instruments at the date at which they are granted. The fair value is determined using a Black-Scholes model. 30 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 4. Other income Interest income 5. Loss for the Year The loss for the year before income tax includes the following specific expenses: (a) (b) (c) Research and development expenses Reformulation Phase II Clinical Trial Employee costs Consultants Scientific Advisory Board PK Studies CSO fees Consumables Patent expenses Total Capital raising expenses ASX listing/quotation fees Corporate advisory and consultants Directors’ criminal and bankruptcy checks Total Administration expenses Accounting and company secretarial fees ASX, ASIC and bank fees Director’s fees Legal fees Rent and office expenses Audit and tax fees Travel and entertainment D&O Insurance Investor relations and PR expenses Other general expenses Website and IT expenses Total 2020 $ 2019 $ 165,703 132 2020 $ 2019 $ 227,791 621,377 28,932 262,367 10,999 86,314 140,000 - 213,767 1,591,547 27,583 131,160 - 158,743 134,652 45,290 70,000 68,661 28,943 47,136 73,845 51,691 105,451 37,117 11,568 674,354 55,633 - - - - - - 642 3,601 59,876 88,988 14,423 1,691 105,102 20,136 - - - 4,885 20,263 10,320 - 6,840 - 4,832 67,276 31 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 6. Income Tax (a) The components of tax expense comprise: Current tax Deferred tax expense Total income tax expense from continuing operations Deferred income tax expense included in income tax expense comprises: Decrease/(increase) in deferred tax assets Decrease/(increase) in deferred tax liabilities (b) The prima facie tax on profit from ordinary activities before income tax is reconciliation of income tax expense to prima facie tax payable: 2020 $ 2019 $ - - - - - - - - - - Loss before income tax (3,360,279) (232,122) Prima facie tax benefit on loss from ordinary activities before income tax at 30% (2019: 27.5%) (1,008,084) (63,834) Tax effect of: -share-based payments -intellectual property costs -change in corporate tax rate - entertainment - other -tax differential rate Tax losses and temporary differences not recognised Income tax expense/(benefit) The applicable weighted average effective tax rate are as follows: (c) Amounts recognised directly in equity Aggregate current and deferred tax arising in the reporting period and not recognised in net loss or other comprehensive income but directly debited or credited to equity. Current tax Net deferred tax (d) Deferred tax assets Patents Accruals Business related costs Australian tax losses Foreign tax losses Other Capital raising costs in equity 295,018 99,514 (29,263) 1,882 552 13,578 628,803 - 30% - - - 76 - - 63,758 - 27.5% 270,995 258,132 1,080 6,600 62,406 736,768 40,735 (194) 385,872 1,233,267 - 4,125 19,416 91,844 - - 206,506 321,891 32 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 7. Cash and Cash Equivalents Cash at bank and on hand 8. Other Receivables GST/VAT receivable 2020 $ 2019 $ 26,300,459 26,300,459 12,170,274 12,170,274 2020 $ 116,882 116,882 2019 $ 85,620 85,620 There are no other receivables that are past due or impaired at 30 June 2020. The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the statement of financial position. At 30 June 2020, this is included as part of GST receivable above. 9. Intangible assets Asset Acquisition On 29 March 2019, the Company obtained the rights to the core intellectual property rights including orphan drug designations assigned to the Company by issuing fully paid ordinary shares in the capital of the Company equivalent to 18% of the total shares in the Company. These assets were accounted for as an intangible assets in accordance with AASB 138 Intangible Assets. Given the payment was made by way of issuing shares, the consideration transferred is fair value in accordance with AASB 2 Share based payments for a total purchase consideration of $109,755. The Board resolved to write-off the intangible asset as at 30 June 2020. Shares issue to vendor Acquisition costs Impairment charge 10. Trade and Other Payables Trade payables Accruals and other payables Trade payables are non-interest bearing and are normally settled on 30-day terms. 2020 $ 2019 $ 117,946 - (117,946) - 2020 $ 30,398 682,548 712,946 109,755 - 8,191 117,946 2019 $ 935,491 - 935,491 33 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 11. Unallocated Shares Unallocated shares 2020 $ 1,302,247 1,302,247 2019 $ - - Following shareholder approval on the 29 June 2020, these shares were allotted on the 2 July 2020. 12. Contributed Equity Ordinary shares on issue – fully paid 2020 $ 27,017,127 27,017,127 2020 Number of shares 67,500,001 67,500,001 2019 $ 11,670,444 11,670,444 2019 Number of shares 55,000,001 55,000,001 Holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at shareholders meetings. In the event of winding up of the Company ordinary shareholders rank after creditors and are fully entitled to any proceeds of liquidation in proportion to the number and amount paid on the shares held. Movement ordinary shares on issue in fully paid Balance at beginning of financial period shares Ordinary issued pursuant to Acquisition (Mar 19) (Refer Note 9) shares Ordinary issued pursuant to Placement (Mar 19) Initial Public Offering1 Placement (May 20) Cost of capital raising Balance at end of financial year 2020 $ 2020 Number of shares 2019 $ 2019 Number of shares 11,670,444 55,000,001 1 1 - - - - - - 109,755 4,500,000 500,000 20,500,000 12,000,000 30,000,000 16,250,000 12,500,000 - - (903,317) - (939,312) 27,017,127 67,500,001 11,670,444 55,000,001 1. Shares for the Initial Public Offering were allotted on 28 June 2019. The Company was officially listed on the ASX on 3 July 2019 and commenced trading on the 5 July 2019. 34 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 13. Reserves Share-based payment reserve Foreign currency translation reserve Nature and Purpose of Reserve 2020 $ 983,517 (6,275) 977,242 2019 $ - - - The share-based payment reserve records the value of options, performance rights and performance shares issued to the Group’s directors, employees, and third parties. The value of the amount disclosed during the period reflects the value of options, performance rights and performance shares issued by the Group. The Foreign currency translation reserve records exchange differences arising on translation of foreign controlled entities. Options outstanding at 30 June 2020 The following options over ordinary shares of the Company were granted at reporting date: Grant Date Expiry Date Exercise Price Balance at start of Period Granted During the Period Exercised during the Period Forfeited during the Period Balance at Period end Vested and exercisable at Period end 22 Nov 2019 22 Nov 2023 $0.60 21 Jan 2020 21 Jan 2023 $1.00 9 April 2020 9 April 2023 $0.60 - - - - 2,200,000 1,250,000 60,000 3,510,000 - - - - - - - - 2,200,000 - 1,000,000 250,000 60,000 - 3,260,000 250,000 Reconciliation of movement in Share-based payment reserve: Opening Balance - 1 July 2019 Share-based payment expense in respect to Director options on issue at 30 June 2020 and granted during the period Share-based payment expense in respect to adviser options on issue at 30 June 2020 and granted during the period Share-based payment expense in respect to employee options on issue at 30 June 2020 and granted during the period Closing Balance – 30 June 2020 Number of Options Value $ - 2,200,000 477,252 1,250,000 500,707 60,000 5,558 3,510,000 983,517 35 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 14. Loss per share Basic and Diluted (Loss) per Share – cents 2020 $ 2019 $ Total basic and diluted loss per share – cents (5.98) (0.98) Basic and diluted loss per share is calculated by dividing the loss for the year attributable to ordinary equity holders of the parent by the weighted average number of ordinary shares outstanding during the year. The following table reflects the loss and share data used in the basic and diluted loss per share: 2020 $ 2019 $ Net loss attributable to members of the Group (3,360,279) (232,122) Earnings used in calculating basic and diluted earnings per share from continuing operations (3,360,279) (232,122) 2020 Number of shares 2019 Number of shares Weighted average number of Ordinary Shares used in calculating basic and diluted earnings per share 56,165,385 23,596,492 Dilutive Potential Ordinary Shares As at balance date, there were no options on issue. Conversions, Calls, Subscriptions or Issues after 30 June 2020 Subsequent to year end, the Company has issued 7,653,847 shares. 15. Accumulated Losses Accumulated losses at the beginning of the financial period Net loss attributable to members of the Group Accumulated losses at the end of the financial year 2020 $ (232,122) (3,360,279) (3,592,401) 2019 $ - (232,122) (232,122) 36 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 16. Reconciliation of Net Cash Flows Operating Activities to Operating (Loss) After Tax Loss (after income tax) for the year (3,360,279) (232,122) 2020 $ 2019 $ Non-cash items included in profit or loss: Write-off acquisition costs Share-based payment expenses Unrealised fx reserves Net changes in working capital: (Increase)/decrease in trade and other receivables Increase in trade and other payables Net cash used in operating activities 117,946 983,392 (6,275) 36,487 624,976 (1,603,393) - - - (18,510) 20,500 (230,132) Non-cash investing and financing activities disclosed in other notes are: Issue of shares for the acquisition of intellectual property rights and subsequent write-off (refer Note 9). Share-based payment expense (refer Note 20). FX reserve movements (refer Note 13). 17. Financial Risk Management The Group’s principal financial instruments comprise cash, short-term deposits and trade payables. The Group does not have any derivative instruments at 30 June 2020 and does not speculate in any financial instruments. Financial Risks The activities of the Group expose it primarily to the financial risks of interest rate risk, liquidity risk, foreign exchange risk and credit risk. The Board of Directors is responsible for monitoring and managing the financial risks of the Group. The Company Secretary/CFO monitors these risks by the review and analysis of monthly management accounts and other financial data. Interest Rate Risk The Group’s main interest rate risk arises from cash held on deposit by Australian Financial Institutions. Cash held in term deposits is subject to prevailing variable interest rates and expose the Group to cash flow interest rate risk. 37 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 17. Financial Risk Management (continued) The following table summarises interest rate risk for the Group. 2020 Interest-bearing financial instruments Cash and cash equivalents 2019 Interest-bearing financial instruments Cash and cash equivalents Fixed Interest Rate Maturing Floating Interest Rate 1 Year or Less 1 to 5 Years Total Non- Interest Bearing $ $ $ $ $ 26,300,459 26,300,459 - - - - - - 26,300,459 26,300,459 Fixed Interest Rate Maturing Floating Interest Rate 1 Year or Less 1 to 5 Years Total Non- Interest Bearing $ $ $ $ $ 12,170,247 12,170,247 - - - - - - 12,170,247 12,170,247 The Group does not rely on the generation of interest on cash at bank to provide working capital and does not consider the exposure to be material to the Group and have therefore not undertaken any further analysis of exposure. Liquidity Risk Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Board of Directors manage liquidity risk by continually monitoring cash reserves and cashflow forecasts to ensure that financial commitments can be met as and when they fall due. The Group’s objective is to maintain a balance between continuity of funding and flexibility through the use of equity funding. 38 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 17. Financial Risk Management (continued) The following table details the expected contractual maturity for its non-derivative financial liabilities. 2020 Financial liabilities due Trade and other payables 2019 Financial liabilities due Trade and other payables Credit Risk Exposure Total $ 1 year or less $ 1 – 5 years $ 712,946 712,946 712,946 712,946 Total $ 1 year or less $ 1 – 5 years $ 935,491 935,491 935,491 935,491 - - - - 5+ years $ - - 5+ years $ - - Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligations and arises principally from the Group’s cash at bank. The carrying amount of the financial assets on the Statement of Financial Position represents the maximum credit exposure. All cash and cash equivalents are held with large reputable financial institutions within Australia and therefore credit risk is considered minimal. Cash and cash equivalents: AA rated Foreign currency risk 2020 $ 2019 $ 26,300,459 12,170,247 The consolidated entity undertakes certain transactions denominated in foreign currency and is exposed to foreign currency risk through foreign exchange rate fluctuations. Foreign exchange risk arises from future commercial transactions and recognised financial assets and financial liabilities denominated in a currency that is not the entity's functional currency. The risk is measured using sensitivity analysis and cash flow forecasting. 39 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 18. Related Party Transactions Key Management Personnel There were no key management personnel, other than the directors, during the year ended 30 June 2020. The names of each person holding the position of director of the Company during the financial year are set out below: Prof. Alexandra Sinclair - Dr Jason Loveridge - - Mr David McAuliffe - Ms Narelle Warren Transactions with key management personnel (i) Total key management personnel remuneration is as follows: Short Term Benefits Other non-cash Benefits Post Employment Benefits Share-based payments 2020 $ 2019 $ 445,000 51,692 - 477,252 973,944 55,000 - - - 55,000 (ii) Nil loans were payable to or receivable from KMPs during or at the end of the financial year. Unless otherwise stated, none of the transactions incorporate special terms and conditions and no guarantees were given or received. 19. Interests in subsidiary The consolidated financial statements incorporate the assets, liabilities and results of the following wholly-owned subsidiary in accordance with the accounting policy described in note 3: Name Principal place of business / Country of incorporation Invex Therapeutics Ltd United Kingdom Invex Therapeutics Ltd UK was incorporated on 12 December 2019. Ownership interest 2020 % 100 2019 % - 40 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 20. Share-based payments Share-based payments made during the year ended 30 June 2020 are summarised below. Recognised Share-based payment expense Options granted to Directors as incentive Options granted to Advisers as incentive Options granted to Employees as incentive Options granted to Directors for services 2020 $ 477,252 500,582 5,558 983,392 2019 $ - - - - The Group’s current Employee Share Option Plan (ESOP) was approved by the Board of Directors on 20 May 2019. The ESOP is designed to provide medium and long term incentives for all employees (including Non-executive and Executive Directors) and to attract and retain experienced Employees, Board Members and Executive Officers and provide motivation to make the Group more successful. Under the ESOP, participants have been granted options which only vest if certain milestones are met. Participation in the plan is at the board’s discretion and no individual has a contractual right to participate in the plan or to receive any guaranteed benefit. Any option may only be exercised after the option has vested and other conditions imposed by the board have been satisfied. Options are granted under the ESOP for no consideration. Options granted under the ESOP carry no dividend or voting rights. When exercisable, shares allotted pursuant to the exercise of options will be allotted following receipt of relevant documentation and payments will rank equally with all other shares. As options granted to employees are considered to represent the value of the services received over the vesting period of the options, the assessed value of the options are recognised and expensed over the vesting period. Options vesting during the period of issue are fully expensed under the accounting standards. The total Directors and Employee Options expense for the period is outlined below. Tranche Valuation Date Expiry Date Exercise Price Granted during the period Vested during the Period Total Share-based Payment Expense for the Period $ 1 2 3 22 Nov 2019 22 Nov 2023 21 Jan 2020 21 Jan 2023 9 April 2020 9 April 2023 $0.60 $1.00 $0.60 2,200,000 1,250,000 60,000 - 250,000 - 477,252 500,582 5,558 3,510,000 250,000 983,392 The weighted average remaining contractual life of options outstanding at the end of the year was 3.08 years. 41 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 20. Share-based payments (continued) Appropriate values for the options using the Black Scholes Model applying the following inputs. Tranche Share price Exercise price Expected volatility Expiry date (years) Expected dividends Risk free rate Value per option 1 2 3 $0.71 $0.60 75% 4.00 Nil 0.77% $0.42 $1.17 $1.00 75% 3.00 Nill 0.77% $0.62 $0.92 $0.60 75% 3.00 Nil 0.77% $0.55 The vesting conditions attached to the Tranche 1 and 3 Options are as follows: • • 50% of the Options will vest and become exercisable upon completion of 12 months continuous service from date of issue; and 50% of the Options vest and become exercisable upon completion of 24 months continuous service from date of issue. The vesting conditions attached to the Tranche 2 Options are as follows: • • • • • 250,000 of the Options vest from date of issue. 250,000 of the Options will vest and become exercisable 6 months from date of issue. 250,000 of the Options will vest and become exercisable 9 months from date of issue. 250,000 of the Options will vest and become exercisable 12 months from date of issue. 250,000 of the Options will vest and become exercisable 15 months from date of issue. 21. Matters Subsequent to end of Financial Year The impact of the Coronavirus (COVID-19) pandemic is ongoing and while it has not adversely financially impacted the consolidated entity up to 30 June 2020, it is not practicable to estimate the potential impact, positive or negative, after the reporting date. The situation is changing rapidly and the Company’s ability to operate normally is subject to measures imposed by the Australian Government and other countries, such as; maintaining social distancing requirements, quarantine, travel restrictions and other economic stimulus that may be provided. On 2 July 2020 the Company allotted 7,653,847 ordinary shares, to raise $9,950,001 following shareholder approval at General Meeting of Shareholders on 29 June 2020. Other than as disclosed above, no matters or events have arisen since the end of the financial period which significantly affected or may significantly affect the operations of the company, the results of those operations or the state of affairs of the company in subsequent financial periods. 42 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 22. Parent Entity Information Set out below is the supplementary information about the parent entity. Statement of profit or loss and other comprehensive income Loss after income tax Total comprehensive income Statement of financial position Total current assets Total assets Total current liabilities Total liabilities Equity Issued capital Reserves Accumulated losses Total equity 23. Auditor’s Remuneration Amounts paid or payable to BDO for: Audit services - Total audit services an audit or review of the financial report of the entity Taxation services Independent Assurance Report Total other services Parent 2020 $ 2019 $ (3,224,497) (232,122) (3,224,497) (232,122) Parent 2020 $ 2019 $ 26,393,062 12,255,867 157,095 117,946 2,006,132 935,491 2,006,132 935,491 27,017,127 983,517 (3,456,619) 11,670,444 - (232,122) 24,544, 025 11,438,322 2020 $ 2019 $ 35,291 35,291 2,000 - 2,000 20,000 20,000 - 10,914 10,914 43 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Notes to the Consolidated Financial Statements (continued) 24. Dividends There are no dividends paid or payable at 30 June 2020. 25. Commitments 2019 Total $ 1 year or less $ 1 – 5 years $ Phase II Clinical trial and reformulation Total 753,154 753,154 753,154 753,154 - - There are no other commitments which require disclosure as at 30 June 2020. 26. Segment reporting 5+ years $ - - The Group has identified its operating segments based on the internal reports that are reviewed and used by the Board of Directors in assessing performance and determining the allocation of resources. The Group is managed primarily on the basis of its research and development activities. Operating segments are therefore determined on the same basis. Reportable segments disclosed are based on aggregating operating segments where the segments are considered to have similar economic characteristics. The Group operated in one segment which is research and development activities within Australia. The Company is domiciled in Australia. 27. Contingent Liabilities and Contingent Assets The Directors are not aware of any contingent liabilities or contingent assets which require disclosure as at 30 June 2020. 44 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended 30 June 2020 Directors’ Declaration In the Directors’ opinion: (a) the financial statements and notes are in accordance with the Corporations Act 2001, and: (i) (ii) (iii) complying with Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements; and give a true and fair view of the financial position as at 30 June 2020 and of the performance for the year ended on that date of the Group. are in accordance with International Financial Reporting Standards issued by the International Accounting Standards Board, as stated in note 1 to the financial statements; and (b) In the Directors’ opinion, there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable; and (c) The Directors have been given the declarations by the Executive Director as required by section 295A, of the Corporations Act 2001. This declaration is made in accordance with a resolution of the Board of Directors and is signed for and on behalf of the directors by; David McAuliffe Non-executive Director Perth, Western Australia, 27 August 2020 45 Tel: +61 8 6382 4600 Fax: +61 8 6382 4601 www.bdo.com.au 38 Station Street Subiaco, WA 6008 PO Box 700 West Perth WA 6872 Australia INDEPENDENT AUDITOR'S REPORT To the members of Invex Therapeutics Ltd Report on the Audit of the Financial Report Opinion We have audited the financial report of Invex Therapeutics Ltd (the Company) and its subsidiary (the Group), which comprises the consolidated statement of financial position as at 30 June 2020, the consolidated statement of profit or loss and other comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial report, including a summary of significant accounting policies and the directors’ declaration. In our opinion the accompanying financial report of the Group, is in accordance with the Corporations Act 2001, including: (i) Giving a true and fair view of the Group’s financial position as at 30 June 2020 and of its financial performance for the year ended on that date; and (ii) Complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Key audit matters Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. BDO Audit (WA) Pty Ltd ABN 79 112 284 787 is a member of a national association of independent entities which are all members of BDO Australia Ltd ABN 77 050 110 275, an Australian company limited by guarantee. BDO Audit (WA) Pty Ltd and BDO Australia Ltd are members of BDO International Ltd, a UK company limited by guarantee, and form part of the international BDO network of independent member firms. Liability limited by a scheme approved under Professional Standards Legislation. Measurement of Share-Based Payments Key audit matter How the matter was addressed in our audit During the financial year ended 30 June 2020, the Group issued options to employees, advisors and key management personnel, as disclosed in Note 20 of the financial report. The Group performed calculations to record the related share based payment expense in accordance with AASB 2 Share Based Payments in the consolidated statement of profit or loss and other comprehensive income. Refer to Notes 3(i) and 3(u) of the financial report for a description of the accounting policy and significant estimates and judgements applied to these arrangements. Our procedures included, but were not limited to the following: (cid:127) Reviewing the relevant agreements to obtain an understanding of the contractual nature and terms and conditions of the share-based payment arrangements; (cid:127) Reviewing management’s determination of the fair value of the share-based payments granted, considering the appropriateness of the valuation models used and assessing the valuation inputs; (cid:127) Involving our valuation specialists to assess Due to the complex and judgemental estimates used in determining the fair value of the share based payments, we consider the Group’s calculation of the share based payment expense to be a key audit matter. the assumptions used in the Group's calculation being the share price of the underlying equity, risk free rate and volatility; (cid:127) Assessing the allocation of the share-based payment expense over the relevant vesting period; and (cid:127) Assessing the adequacy of the related disclosures in the financial report. Other information The directors are responsible for the other information. The other information comprises the information in the Group’s annual report for the year ended 30 June 2020, but does not include the financial report and the auditor’s report thereon. Our opinion on the financial report does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the directors for the Financial Report The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the ability of the group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or has no realistic alternative but to do so. Auditor’s responsibilities for the audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. A further description of our responsibilities for the audit of the financial report is located at the Auditing and Assurance Standards Board website (http://www.auasb.gov.au/Home.aspx) at: https://www.auasb.gov.au/admin/file/content102/c3/ar1_2020.pdf This description forms part of our auditor’s report. Report on the Remuneration Report Opinion on the Remuneration Report We have audited the Remuneration Report included in pages 11 to 18 of the directors’ report for the year ended 30 June 2020. In our opinion, the Remuneration Report of Invex Therapeutics Ltd, for the year ended 30 June 2020, 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. BDO Audit (WA) Pty Ltd Jarrad Prue Director Perth, 27 August 2020 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended June 2020 Corporate Governance Statement In fulfilling its obligations and responsibilities to its various stakeholders, the Board is a strong advocate of corporate governance. This statement outlines the principal corporate governance procedures of Invex Therapeutics Ltd (Group). The Board of Directors (Board) supports a system of corporate governance to ensure that the management of Invex Therapeutics Ltd is conducted to maximise shareholder wealth in a proper and ethical manner. ASX Corporate Governance Council Recommendations The Board has adopted corporate governance policies and practices consistent with the ASX Corporate Governance Council's Principles of Good Corporate Governance and Best Practice Recommendations ("ASX Principles and Recommendations 4th Edition") where considered appropriate for Invex Therapeutics Ltd size and nature. Such policies include, but are not limited to the Board Charter, Board Committee Charters, Code of Conduct, Trading in Securities, Continuous Disclosure, Shareholder Communication and Risk Management Policies. Further details in respect to the Group’s corporate governance practises and copies of Group’s corporate governance policies and the 2020 Corporate Governance Statement, approved by the Board and applicable as at 30 June 2020 are available of the Group’s website: http://www.invextherapeutics.com/company/corporate-governance 49 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended June 2020 ASX Additional Information Additional information required by the ASX Limited Listing Rules not disclosed elsewhere in this Annual Report is set out below. 1. Shareholdings The issued capital of the Company as at 27 August 2020 is 75,153,848 ordinary fully paid shares. All issued ordinary fully paid shares carry one vote per share. Ordinary Shares Shares Range 1-1,000 1,001-5,000 5,001-10,000 10,001-100,000 100,001 and above Total Unmarketable parcels Holders 274 416 184 357 86 1,317 Units 176,927 1,168,901 1,462,604 11,585,422 6,759,994 75,153,848 % 0.24 1.56 1.95 15.42 80.85 100 There were 79 holders of less than a marketable parcel of ordinary shares. 2. Top 20 Shareholders as at 27 August 2020 Name Tattarang Pty Ltd Tisia Nominees Pty Ltd JK Nominees Pty Ltd Anthony Grist 1 2 3 4 Dr Jason Loveridge 5 6 Mr David Jerimiah McAuliffe 7 HSBC Custody Nominees (Australia) Limited A/C 2 Alexandra Jean Sinclair 8 9 Ms Kathryn Mary Salkilld 10 Citicorp Nominees Pty Ltd 11 The University of Birmingham 12 Bannaby Investments Pty Limited Sunset Capital Management Pty Ltd 13 14 BNP Paribas Nominees Pty Ltd HUB 24 Custodial Serv Ltd DRP 15 Cityscape Asset Pty Ltd 16 HSBC Custody Nominees (Australia) Limited-GSI EDA Sandhurst Trustees Ltd 17 18 19 HSBC Custody Nominees (Australia) Limited-GSI EDA 20 CS Third Nominees Pty Limited J P Morgan Nominees (Australia Limited Total Total remaining holders balance Number of shares 8,846,154 4,000,000 3,900,000 3,597,700 3,374,462 3,350,001 2,668,747 2,500,000 2,293,000 2,029,472 2,000,000 1,625,000 1,466,456 1,220,000 1,173,781 1,117,499 1,081,924 875,000 741,197 702,244 % 11.77 5.32 5.19 4.79 4.49 4.45 3.55 3.33 3.05 2.70 2.66 2.16 1.95 1.62 1.56 1.49 1.44 1.16 0.99 0.93 48,562,637 26,591,211 64.62 35.38 50 Invex Therapeutics Ltd – Consolidated Financial Report for the year ended June 2020 ASX Additional Information (continued) 3. Unquoted securities The unlisted options over shares in the Company as at 27 August 2020 are as follows: Holder WACC Pty Ltd Dr Jason Loveridge Prof. Alexandra Sinclair Philuchna Pty Ltd David Jerimiah McAuliffe Emma Hilton Total 4. Voting rights See note 12 of the financial statements. 5. Substantial shareholders as at 27 August 2020 Holder Tattarang Pty Ltd Tisia Nominees Pty Ltd JK Nominees Pty Ltd Total Number of options held % of issued capital held 1,250,000 800,000 800,000 400,000 200,000 60,000 3,510,000 35.61 22.79 22.79 11.40 5.70 1.71 100.00 Number of shares held % of issued capital held 8,846,154 4,000,000 3,900,000 12,746,154 11.77 5.32 5.19 22.28 6. Restricted securities subject to escrow period 21,069,220 ordinary shares escrowed 24 months from quotation. 7. On-market buyback There is currently no on‐market buyback program for any of Invex’s listed securities. 8. Company cash and assets In accordance with Listing Rule 4.10.19, the Company confirms that it has been using the cash and assets it had acquired at the time of admission and for the year ended 30 June 2020 in a way that is consistent with its business objective and strategy. 51 

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