ANNUAL REPORT
FY2024
Developing
novel antibodies,
for life
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Contents
From the Chair
5
Our People
6
Patrys Snapshot
8
ASX News, Media Headlines
9
IP Update
10
NETosis
12
Manufacturing Antibodies
14
Directors’ Report
18
Auditor’s Independence Declaration
34
Statement of Profit or Loss and Other Comprehensive Income
35
Statement of Financial Position
36
Statement of Changes in Equity
37
Statement of Cash Flows
38
Notes to the Financial Statements
39
Directors’ Declaration
60
Independent Auditor’s Report to the Members of Patrys Limited
61
Shareholder Information
64
Corporate Directory
66
Corporate and Social Responsibility
67
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From the Chairman
As I reflect on the past year, it is clear that Patrys’ journey, like so many others in the global biotechnology industry,
continues to be one of careful navigation through both challenges and potential opportunities.
The past year has presented challenges with the manufacturing of PAT-DX1. After a manufacturing delay in early CY 2023
we engaged independent experts to oversee the process at our Contract Development and Manufacturing Organisation
(CDMO). They worked closely with our CDMO, ensuring rigorous standards and objectivity in our manufacturing
processes, and helped us to address and mitigate risks.
A new batch of PAT-DX1 was produced at the start of CY 2024 using our production process, and we are currently waiting
on the results of the specification testing which is required in order for the drug product to be released for possible use
in clinical trials.
We remain committed to being guided by both scientific and commercial inputs, and always use the information
and data from our studies as the fundamental basis that underpins our research and development decisions. Our
collaborations have yielded compelling data over the past year, opening potentially promising avenues beyond
cancer, particularly in the inflammation space. We are carefully evaluating these recent discoveries, to determine their
significance as they potentially broaden our therapeutic reach and impact.
The biotechnology sector demands patience, perseverance, and an unwavering commitment to scientific excellence.
While we have faced our share of challenges in dealing with a novel asset, we have also uncovered new possibilities that
fuel our optimism for the future. Our team’s dedication to innovation and problem-solving continues to motivate us.
We are focused on applying our learnings, prudently advancing our assets, and thoroughly evaluating the data
emerging from our research and collaborations. Importantly too, we are committed to responsible stewardship of our
resources and to protecting the investment of our loyal shareholders, as we navigate the complex landscape of drug
development.
I want to express my sincere gratitude to our employees, partners, and shareholders for their continued support and
belief in our mission. Together, we are navigating the complex landscape of biotechnology, turning challenges into
opportunities, and striving to make a meaningful difference for patients.
Thank you for your ongoing trust and investment in our Company.
Sincerely,
Charmaine Gittleson
Dr Charmaine Gittleson
Patrys Chairman
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Charmaine Gittleson
Chairman of the Board of Directors, BSc.MBBCh, GAICD
Dr. Gittleson is the former Chief Medical Officer of CSL Limited with more than 20 years of experience in
pharmaceutical development. Her expertise spans many aspects of the pharmaceutical industry, from
drug development and clinical research through to strategic planning and executive management.
She has successfully worked with regulators in key markets such as the US, EU, Asia Pacific, Japan and
South America to register new products that address unmet medical needs. Dr. Gittleson is the Chair of
Percheron Therapeutics Limited (ASX:PER) and a board member of George Medicines Pty Ltd.
James Campbell
Managing Director & Chief Executive Officer, BSc (Hons), PhD, MBA, GAICD
Dr. Campbell has more than 20 years of international biotechnology research, management and
leadership experience and has been involved in the creation and/or transformation of multiple
successful Australian and international biotechnology companies. Dr Campbell chairs the board
of Australia’s peak industry body for biotechnology, AusBiotech, and is a Non executive director of
Prescient Therapeutics Limited (ASX:PTX).
Michael Stork
Non-Executive Director, BBA
Mr. Stork is the Managing Director of Stork Holdings Ltd, an Investment Holding company active in
the Canadian technology startup sector. Mr. Stork previously served on the Board of Governors of the
University of Waterloo and has served on the boards of a number of leading Canadian technology
startup companies.
Pamela M. Klein
Non-Executive Director, BSc, MD
Dr. Pamela M. Klein completed her medical training at Stritch School of Medicine, Loyola University in
Chicago, followed by internal medicine training at Cedars-Sinai, Los Angeles, prior to spending seven
years working at the U.S. National Cancer Institute. Dr. Klein currently serves as an advisor to a range
of different biotech and investment companies, with roles on Scientific Advisory Boards and Corporate
Boards as well as broader advisory roles.
Our People
Patrys’ team comprises specialists in research, development, and innovation who are working together to progress our deoxymab
technology and develop new approaches to tackling hard-to-treat diseases.
Board of Directors
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Management
Our Management Team brings a cross-section of experience and expertise in clinical and commercial development.
Valentina Dubljevic
Vice President, Research & Development, MBB, BSc, GAICD
Ms. Dubljevic is responsible for the pre‑clinical and clinical development of Patrys’ products. Ms.
Dubljevic brings more than 20 years of scientific and commercial experience in the areas of antibody
therapeutics, vaccine development and diagnostics.
Rebecca Tunstall
Vice President, Corporate Development, PhD, GAICD
Dr. Tunstall has an impressive track record in clinical development and stakeholder engagement in
clinical research and development. She holds strong relationships with industry, government, regulators
and research partners, both in Australia, and internationally.
Stefan Ross
Company Secretary, BBus (Accounting)
Stefan Ross has over 10 years of experience in accounting and secretarial services for ASX Listed
companies. His extensive experience includes ASX compliance, corporate governance control and
implementation, statutory financial reporting, shareholder meeting requirements, capital raising
management, preparation of prospectus’, and board and secretarial support. Mr Ross has a Bachelor of
Business, majoring in Accounting.
Scientific Advisory Board
Our scientific advisors are globally sought-after specialists in their fields.
Peter Ordentlich, BSc, PhD
Dr. Peter Ordentlich completed a PhD in Immunology at the University of Pennsylvania and a Post‑Doc
at the Salk Institute for Biological Studies. He worked at X‑Ceptor Therapeutics, which was acquired
by Exelixis in 2004, then in 2005 co‑founded Syndax Pharmaceuticals, a NASDAQ‑listed, clinical stage
biopharmaceutical company developing an innovative pipeline of cancer therapies with three clinical
stage assets.
Allen Ebens, BSc, PhD
Dr. Allen Ebens completed a PhD at UCLA and Post‑doctoral training at UCSF. Over 20 years his
distinguished career has seen significant contributions to the scientific literature as well as advancement
of multiple discovery projects to clinical development at companies including Exelixis, Genentech and
Juno Therapeutics.
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Patrys Snapshot
Patrys’ Deoxymabs: A novel therapeutic antibody platform
Patrys has developed a new type of antibody - deoxymabs - which are attracted to cancer cells that do not have
traditional cell surface markers of disease. Instead, they bind to fragments of DNA that are released from cells when
they die - the rate of cell death is much higher in cancer cells than in healthy cells, meaning that deoxymabs can be
used to target cancer cells regardless of their location or type.
In animal experiments, Patrys has successfully demonstrated that deoxymabs are able to seek out and kill cancer cells
in a variety of tissues anywhere in the body and can cross the blood brain barrier. This suggests that deoxymabs have
the potential to be a versatile treatment for cancers, including brain cancers.
Recent studies into the mechanism of action of deoxymabs have shown that they inhibit the formation of neutrophil
extracellular traps (NETs), a process that underpins a range of inflammatory conditions. Patrys’ collaborators have
expanded these studies and shown that unlike other agents that reduce NETosis, deoxymabs do not reduce neutrophil
function – a particular advantage in fighting inflammatory diseases. These discoveries in inflammatory diseases have
the potential to complement our existing development programs and provide increased flexibility for deoxymabs’
potential to address diseases with significant unmet medical needs.
Unique attributes of Patrys’ deoxymabs
Patrys’ deoxymab antibodies exhibit several distinctive properties ideal for human therapeutic applications:
• They target DNA: Deoxymabs are anti-DNA antibodies and as such have the ability to target various DNA
processes inside cells (cancer cells as well as others, including neutrophils) such as DNA repair and NETosis.
• They cross the blood-brain barrier: The blood-brain barrier (BBB) presents a significant challenge in treating
primary and secondary brain cancers as it limits the passage of drugs and antibodies into the brain. Deoxymabs
possess the ability to cross the BBB and reach neural tissues, opening new avenues for treating brain diseases.
• They inhibit NETosis: Excessive immune cell web formation (NETosis) contributes to the pathogenesis of cancer
and many infectious, inflammatory, and autoimmune diseases. Deoxymabs significantly reduce NET formation
in human neutrophils and reduce symptoms in an animal model of Anti‑Neutrophil Cytoplasmic Antibody (ANCA)
associated Vasculitis (AAV). Notably, deoxymabs do not impair neutrophil activity which is important in preserving
overall function of the immune system.
Patrys’ commitment to advancing these innovative antibody-based approaches brings hope for more effective and
targeted therapies, potentially transforming the landscape of cancer treatment and NETosis-driven inflammatory
diseases.
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Milestones: FY24
During FY24, Patrys announced several clinical and commercial milestones.
ASX News, Media
Headlines
Ms Suzy Jones retires as Director after twelve years in the role
Sep 2023
Data from preclinical studies with PAT-DX1 and PAT-DX3 presented at US brain
cancer conference
Receives $2.7 million rebate under Federal Government’s R&D Tax Incentive Scheme
Secures manufacturing slot with Contract Manufacturing & Development Organisation to
commence GMP production of PAT-DX1 in Q1 CY2024
Preclinical data showing potential to use deoxymabs to treat certain autoimmune
disease presented at international vasculitis conference
Further positive data from preclinical studies using deoxymabs in animal models
of vasculitis
Oct 2023
Nov 2023
Dec 2023
Mar 2024
Apr 2024
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Intellectual Property Portfolio
Patrys has an extensive global intellectual property (IP) portfolio with protection potentially extending through to at
least 2044 in all major markets.
This IP position is expected to provide the Company with substantial commercial advantages as it develops its
product candidates for major markets including the United States, Europe, Japan and China.
Deoxymab technology and product candidates
The patents that Patrys has obtained, and continues to apply for, cover deoxymab antibodies PAT-DX1 and PAT-DX3
composition of matter, combination approaches, method of treatment and product candidates derived from these
technologies. Among the indication-specific issued or pending patents covering product candidates derived from our
deoxymab portfolio the company has patents covering the use of deoxymabs in a range of cancers and inflammatory
diseases.
There are now 12 granted patents covering the unconjugated form of deoxymab 3E10 (and derivatives thereof).
These patents have been granted in the USA, throughout Europe and in both Japan and China. In addition, there
are five patents covering nanoparticle conjugation that have been granted in various countries. In total, Patrys and
Yale have filed numerous patent applications across 12 different patent families in major jurisdictions which
provides the Company with a significant patent estate covering the use of its unique deoxymab platform for
the treatment of cancer and inflammatory diseases.
The Company now has a significant patent estate covering the use of its deoxymab antibodies. Patrys continues to
focus on maintaining patent protection in major jurisdictions where future regulatory approvals and product sales
are targeted. In addition, in many major jurisdictions the Company may be able to extend the commercial exclusivity
period for its product candidates, which include, but are not limited to, the exclusive right to reference its data, orphan
drug exclusivity and patent term extensions.
Active intellectual property strategy in place to protect key assets
IP Update
IP protection granted
Deoxymab patent portfolio
Active patent families
Granted patents
Patent applications
pending
1 International PCT
application pending
1 US provisional
application filed
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Our team is working with utmost discipline to realise the
potential applications of our technology - and to meet the
necessary checkpoints for a sustainable and scaleable
clinical offering in market.”
- Patrys CEO & MD, Dr James Campbell
“
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NETosis
Deoxymabs: Targeting NETosis to combat cancer
and inflammation
Neutrophils, are the most common white blood cell in the body’s immune system, and play a crucial role in defending
against infections. NETosis involves neutrophils releasing web-like structures called neutrophil extracellular traps
(NETs) to capture pathogens. While this mechanism is essential for fighting infections, an imbalance in NETosis, either
through excessive release or impaired clearance of NETs, can lead to detrimental proinflammatory effects. These
effects can contribute to the development and progression of various inflammatory diseases and metastatic cancers.
Patrys’ research into the role of NETosis in metastatic cancer led to the unexpected discovery that deoxymabs inhibit
NETosis and stop the release of NETs in human neutrophils. This finding identified deoxymabs possible therapeutics
for a broad range of inflammatory diseases in addition to their potential as therapeutics to treat metastatic cancer.
Patrys’ initial preclinical research has focused on ANCA-associated vasculitis (AAV), a severe inflammatory condition
where NETs are released to fight inflammation and drive autoimmunity. In AAV, the body’s immune system mistakenly
attacks small blood vessels, leading to inflammation that can damage vital organs, especially the kidneys and
respiratory system. Current treatments for AAV rely heavily on broad-acting immunosuppressants and steroids, leaving
patients vulnerable to infections and other serious side effects. As such, there is a real need for therapies that can
effectively modify the course of the disease, restoring a more balanced immune response without compromising the
patient’s overall immune defences.
Patrys has shown deoxymabs inhibit human neutrophil NETosis, without affecting neutrophil viability, cytotoxicity,
apoptosis, or host defense functions like phagocytosis. Deoxymabs also appear to reduce inflammation,
autoimmunity, and kidney injury in an animal model of AAV. The preservation of immune function is a key
differentiator of currently available treatments.
Given the promising findings regarding the ability of deoxymabs to regulate NETosis, Patrys intends to expand its focus
to include NETosis driven inflammatory diseases and potentially other renal disorders while continuing to investigate
the role of deoxymabs in cancer, and in particular metastatic disease. In animal studies, deoxymabs ameliorate kidney
injury. NETosis is emerging as a target in a number of renal diseases including lupus nephritis, diabetic nephropathy,
acute tubular necrosis, anti-glomerular basement membrane disease, and anti-neutrophil cytoplasmic antibody-
mediated renal vasculitis.
The opportunity to leverage the wealth of knowledge that Patrys has developed over recent years into an additional
indication strengthens Patrys’ portfolio of activities and has the potential to expand the market opportunity
beyond oncology to inflammatory diseases, particularly in nephrology. The team’s expertise in NETosis research is
applicable to both cancer and inflammation. The Company intends to bolster its capabilities through additional new
partnerships and securing input from key opinion leaders to support this expansion.
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Preclinical data shared at international meetings
Dr Kim O’Sullivan from Monash University presented preclinical data on the use of both PAT-DX1 and PAT-DX3 in an animal
model of the autoimmune disease anti-neutrophil cytoplasmic antibody (ANCA) vasculitis during the plenary session of the
21st International Vasculitis Workshop in Barcelona in April 2024 and at the annual meeting of the American Association of
Immunologists in Chicago in May 2024.
Highlights of the presentations were;
• PAT-DX1 inhibits the formation of neutrophil extracellular traps from human blood neutrophils in vitro;
• Both PAT-DX1 and PAT-DX3 decreased NET formation and inflammation;
• Both PAT-DX1 and PAT-DX3 reduced kidney injury and resultant protein in the urine
Image Credit: Dr Kim O’Sullivan, Centre for Inflammatory Diseases, Monash University.
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Antibody Manufacturing: A Complex Challenge
The manufacture of antibodies is essential for developing life-saving therapies but can also present complex and
multifaceted challenges. The process spans multiple intricate stages, with each stage demanding meticulous
attention to detail and adherence to stringent quality control measures to ensure the safety and reproducibility of the
final product.
What is involved in manufacturing antibodies?
• Clone Selection
Commercial production of monoclonal antibodies typically begins with the identification and optimisation of the
coding DNA sequence and the construction and identification of a stable high-producing clonal cell line. Once a clone
is available, an antibody production platform can be used to make large quantities of antibodies.
Patrys has developed a stable cell clone for each of PAT-DX1 and PAT-DX3. The choice of production system is
important to ensure the clone produces correctly folded proteins that maintain the molecule’s biological activity;
stability; and increase the half-life, while reducing immunogenicity. Mammalian cells, like the CHO cell line, have
become the predominant method for industrial biopharmaceutical production, largely because of their ability to
produce consistent and reproducible quantities of antibodies.
• Upstream Development
After generating a stable cell clone, the next step involves upstream development processes to grow the cells. These
include cell culture process, scale up and production. Disposable bioreactors are often used for small scale production
due to easy adaptation to process validation and flexibility. The process parameters including feeding strategies,
and the ongoing improvement of environmental parameters, are optimised to ensure reproducible results. Close
monitoring is necessary to ensure high productivity and yields to make the monoclonal antibody production more
economical.
• Downstream Process Development
Once the cells have produced the antibodies, they need to be extracted and purified from the culture medium. A series
of different purification techniques, such as chromatography and filtration, may be employed to obtain highly purified
and potent antibodies.
• Formulation development
Patient safety is paramount in drug development. Formulation development ensures that the antibody is stable and in
an acceptable format for administration to patients. With certain indications, biologics may need to be administered
at high doses, requiring an increase in drug substance and drug product protein concentrations. With this increase,
formulation development is central to identifying critical physico-chemical liabilities, or negative characteristics, that
may hinder the performance of the antibody.
• Quality analysis and product characterisation
This is the final step in the process. To get an antibody into the clinic—and ultimately, the treatment approved—
requires robust, efficient and reproducible manufacturing process of the investigational product in an appropriate
formulation and at sufficient quantity for trials.
Manufacturing Antibodies
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Quality analysis - a critical requirement
The quality analysis stage of manufacturing is critical to ensure that the final product is safe for use in patients, and
possesses the desired therapeutic properties.
During quality analysis, the antibodies are subjected to rigorous testing to assess their purity, potency, and consistency.
Product characterisation involves evaluating various aspects of the antibodies, such as their structure, biological
activity, and stability. This information is critical for understanding how the antibodies will behave in different
conditions and helps determine the appropriate storage and handling conditions.
These comprehensive quality control measures are essential for gaining regulatory approval and ensuring the safety
and effectiveness of the manufactured monoclonal antibodies.
The path forward for Patrys
Patrys has generated two different forms of deoxymabs; a dimer (two units) of primarily the binding region called PAT-
DX1, and a full-length IgG antibody called PAT-DX3. PAT-DX1 and PAT-DX3 share the same active binding regions and
have the same mechanism of action.
In CY 2024 PAT-DX1 was successfully manufactured and we await the results of the specification testing which must be
successfully completed for the drug material to be released for possible use in clinical trials.
In parallel, Patrys has been advancing the development of PAT-DX3 as a second asset and has already completed the
early stages of development for this asset (clone selection, generation of MCBs and development of upstream and
downstream processes and formulation).
The past year has confirmed that PAT-DX1 is a challenging antibody to work with, and this is the counter-point to its
unique qualities. Patrys believes that deoxymabs have significant potential for treating a variety of hard-to-reach and
treat cancers, irrespective of their location, as well as various inflammatory diseases.
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Financials
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Patrys Limited
Directors' report
30 June 2024
The Directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as
the 'Group') consisting of Patrys Limited (referred to hereafter as the 'Company' or 'parent entity') and the entities it controlled
at the end of, or during, the year ended 30 June 2024.
Directors
The following persons were Directors of Patrys Limited during the whole of the financial year and up to the date of this report,
unless otherwise stated:
Dr. Charmaine Gittleson (Non-Executive Chair)
Mr. Michael Stork (Non-Executive Director and Deputy Chair)
Dr. James Campbell (Managing Director & CEO)
Dr. Pamela M. Klein (Non-Executive Director)
Ms. Suzy Jones (Non-Executive Director - retired on 15 September 2023)
Principal activities
Patrys is leveraging its proprietary deoxymab antibody technology platform to develop new therapies for the treatment of
cancer and other diseases. Unlike most other antibodies, Patrys’ deoxymabs are able to cross the blood-brain barrier, enter
cells and the cell nucleus, and block the process of NETosis. Patrys is using these properties to develop new therapies that
incorporate deoxymabs as a single agent, as part of a combination therapy, and for the targeted delivery of therapeutic agents
to cancer cells.
Through the 2023/24 financial year Patrys was focused on advancing its lead agent PAT-DX1 towards a first in human clinical
study. As has been previously noted there have been challenges in the past associated with the up-scaled manufacturing of
PAT-DX1. After a detailed review by external experts Patrys engaged its Contract Development Manufacturing Organization
(CDMO) to manufacture a batch of PAT-DX1 for the first in human clinical study during the 2023/24 financial year. A batch of
PAT-DX1 was successfully produced at the start of CY2024 (January 2024-December 2024) and we currently await the results
from the specification testing which is required in order for the drug product to be released for possible use in human subjects.
For several years and in parallel, Patrys has been advancing the development of PAT-DX3 as an additional deoxymab asset
which is based on an antibody structure that is more commonly used for antibody therapeutics. Patrys has completed the
early stages of development for PAT-DX3 including clone selection, generation of Master Cell Bank (MCB) and development
of upstream and downstream processes and formulation.
The past year has further highlighted that PAT-DX1 is a challenging antibody to work with, and this is the counter-point to its
unique qualities. Patrys believes that deoxymabs have significant potential as therapeutics for a variety of hard-to-treat
cancers, irrespective of their location, as well as for various inflammatory diseases.
Patrys has an exclusive, worldwide licence to the deoxymab technology for cancer applications from Yale University, and is
using this to develop and commercialise a portfolio of anti-cancer and diagnostic agents that include: anti-DNA antibodies,
antibody fragments, variants and conjugates. Patrys and Yale University also have filed intellectual property pertaining to the
use of deoxymabs in a range of non-cancer indications, and Patrys holds the exclusive commercial rights for these
opportunities.
Dividends
There were no dividends paid, recommended or declared during the current or previous financial year.
Review of operations
R&D progress
In October 2023 Patrys announced data from preclinical studies using PAT-DX1 and PAT-DX3 in animal models of high grade
glioma was presented at the American Association for Cancer research (AACR) Special Conference on Brain Cancer. The
data was presented by Prof Terrence Johns from the Telethon Kids Cancer Centre and described research confirming the
single agent activity of both PAT-DX1 and PAT-DX3 in animal models of high-grade glioma, as well as significant survival
benefits from combining PAT-DX1 with a therapeutic dose of radiation.
On 13 December 2023, the Company confirmed that, following a comprehensive internal investigation and audit by both
Patrys’ CDMO and independent, external evaluator, the unexpected manufacturing issue with PAT-DX1 which occurred in Q1
of CY2023 was neither predictable nor preventable. Patrys secured a manufacturing slot with its CDMO for a GMP (Good
Manufacturing Practice) production run during Q1 CY2024.
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Patrys Limited
Directors' report
30 June 2024
During FY23-24, a large-scale fermentation for the production of PAT-DX1 was harvested and purified using a previously
established and optimized purification process. Prior to release the material is required to successfully complete specification
testing (product characterization and quality verification) to ensure it meets the specifications required under GMP production
before it can be used in clinical trials. Subsequent to the reporting period, on 1 July 2024 it was announced there was a delay
in specification testing to the end of July 2024 that would impact on the timelines for planned development activities. A further
announcement was made on 29 July 2024 that there would be an additional four-week delay for completion of the specification
testing.
In parallel to activities directed at supporting initiation of the Phase 1 clinical trial of PAT-DX1, Patrys developed a production
process for its full-sized IgG deoxymab, PAT-DX3, that will enable it to be used in a formal, clinical development program.
The MCB for PAT-DX3 had been characterized and validated, and an integration run which combines the upstream
fermentation with downstream purification processes was successfully completed. This means the reagents and processes
that have been established to enable Good Laboratory Practice (GLP) manufacturing of PAT-DX3 can produce drug material
of a grade that allows it be used in preclinical toxicology studies and clinical trials. At this stage, Patrys has been focusing its
resources on activities directed towards initiating the first-in-human studies of PAT-DX1. However, the availability of a GLP
manufacturing process for PAT-DX3 will facilitate the progress of ongoing development and collaboration programs for this
deoxymab.
On 9 April 2024 Patrys announced that new data from preclinical studies using PAT-DX1 and PAT-DX3 in animal models of
the autoimmune disease anti-neutrophil cytoplasmic antibody (ANCA) vasculitis were presented by Dr Kim O’Sullivan from
Monash University. Related data was also presented by Dr O’Sullivan at the annual meeting of the American Association of
Immunologists in Chicago in May 2024. Results showed that PAT-DX1 inhibits the formation of NETs from human blood
neutrophils in vitro and, using an animal model of ANCA vasculitis, both PAT-DX1 and PAT-DX3 decreased NET formation
and inflammation and reduced kidney injury and resultant protein in the urine. These data suggest deoxymabs may provide a
therapeutic option for vasculitis that is able to reduce inflammation without suppressing the immune system and may open up
an additional indication for Patrys to develop or partner its deoxymab technology.
Corporate developments
As part of an ongoing process of Board renewal, in September 2023 Ms. Suzy Jones announced her retirement as a Non-
Executive Director of Patrys having held the role since 2011.
During the year, Patrys continued to be actively involved in a range of global business development conferences. On the back
of these meetings, Patrys is following up with a range of biotech/pharma companies who are attracted to both the anti-cancer
activity of deoxymabs and the potential of PAT-DX3 to be used for targeted intracellular delivery of payloads.
Looking ahead
Patrys has generated two different forms of deoxymabs; a dimer (two units) of primarily the binding region called PAT-DX1,
and full-length IgG antibody called PAT-DX3. PAT-DX1 and PAT-DX3 share the same active binding regions and have the
same mechanism of action.
Patrys’ key operational focus is on advancing PAT-DX1 towards the clinic while continuing to build a robust package of non-
clinical studies to expand and facilitate potential commercial partnering opportunities for both PAT-DX1 and PAT-DX3.
Data gathered over the past year has revealed promising applications for deoxymabs beyond cancer. These discoveries in
inflammatory diseases have the potential to complement our existing development programs and provide increased flexibility
for the potential to use deoxymabs to treat diseases with significant unmet medical needs. In addition to using PAT-DX3 as a
therapeutic in its own right for cancer and inflammation, Patrys will continue to explore opportunities to use it as a vehicle for
the targeted delivery of pharmaceuticals and other therapeutic molecules. Patrys has established a Master Cell Bank (MCB)
of stable, high-yield cell lines for the commercial production of PAT-DX3, and this MCB has undergone stability testing to
confirm its suitability for use.
With established single agent activity in a range of cancers, potential utility as an antibody drug conjugate, and strong data in
the ability to treat inflammatory diseases, Patrys believes that there is significant scope to realize value with deoxymabs in the
coming years. Patrys believes that deoxymabs have significant potential for treating a variety of hard-to-reach and treat
cancers, irrespective of their location, as well as various inflammatory diseases.
Statement of Financial Position
At 30 June 2024, the Group held cash and term deposits of $2,240,661 (30 June 2023: $3,045,516). Patrys' policy is to hold
its cash and cash equivalent deposits in 'A' rated or better deposits. Excluding prepaid expenses, the working capital position
at 30 June 2024 was $2,893,697 (30 June 2023: $6,200,682).
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Patrys Limited
Directors' report
30 June 2024
Operating results
The loss for the Group after providing for income tax amounted to $3,539,150 (30 June 2023: $7,061,624). Total other income
during the year was $1,394,163 (2023: $2,851,908). This includes R&D tax incentive income of $1,285,038
(2023: $2,775,033).
Patrys’ strategy is to outsource product development expenses, including manufacturing, regulatory and clinical trial expenses,
to specialist, best of breed partner organisations. As a consequence, Patrys has not incurred any major capital expenditure
for the period and does not intend to incur substantial commitments for capital expenditure in the immediate future.
Total consolidated operating expenses for the period were $4,933,313 (2023: $9,913,532). Operating expenses include
research and development costs of $3,071,793 (2023: $7,524,812) which have been expensed in the year they were incurred.
Level of R&D costs incurred in FY2024 is consistent with the pre-clinical and manufacturing works undertaken during the
financial year. Administration and management costs contributed a further $1,861,520 (2023: $2,388,720) from continuing
operations.
Risks and uncertainties
Patrys is subject to risks that are specific to the Group and its business activities, as well as general risks. Following are the
significant risks and uncertainties relevant for current reporting period.
Future funding risks
Whilst the Group has a cash and cash equivalents balance of $2,240,661, receivable of $1,285,038 in relation to the R&D tax
incentives and net assets of $3,470,215 and is able to continue on a going concern basis, there is risk that the Group may
require substantial additional financing in the future to sufficiently fund the continued research, development and
commercialisation of its assets. As the Group is still in the R&D phase of activities it has the ability to control the level of its
operations and hence the level of its expenditure over the next 12 months. Should there be any delay in R&D refunds,
management are confident that they can reduce the level of expenditure in order to retain appropriate cash balances.
Management remains very diligent in its ongoing monitoring of cash balances day by day. Patrys' ability to raise additional
funds will be subject to, among other things, factors beyond the control of the Company and its Directors, including cyclical
factors affecting the economy and share markets generally. If for any reason Patrys was unable to raise future funds, its ability
to achieve its milestones or continue future development / commercialisation of its assets would be significantly affected. The
Directors regularly review the spending pattern and ability to raise additional funding to ensure Patrys' ability to generate
sufficient cash inflows to settle its creditors and other liabilities. In addition, Patrys is eligible for certain government grants and
R&D tax incentive payments.
Regulatory and licensing risks
The research, development, manufacture and sale of products based on Patrys' technology is subject to a number of
regulations prescribed by government authorities in Australia and overseas. Generally, there is a high rate of failure for drug
candidates proceeding through pre-clinical and clinical trials. Further, even if the Group views the results of a trial to be
positive, the FDA or other regulatory authorities may disagree with the Group’s interpretation of the data. Thus, any product
based on Patrys’ technology may be shown to be unsafe, non-efficacious, difficult or impossible to manufacture on a large
scale, uneconomical to market, compete with superior products marketed by third parties, fail to secure meaningful
reimbursement approval, or not be as attractive as alternative treatments. Patrys' monitors legislative and regulatory
developments and engages proactively with key stakeholders to manage this risk.
Innovating technological development
Patrys' product range includes candidates that are in pre-clinical development and need to be further tested before they can
progress to human clinical trials. Pre-clinical and clinical development of Patrys' product candidates could take several years
to complete and might fail for a number of reasons including but not limited to lack of efficacy, failure to obtain regulatory
approval, difficulty or failure to manufacture Patrys' products on a large scale, or toxicity. There is no guarantee that Patrys
will be commercially successful.
21
Patrys Limited
Directors' report
30 June 2024
Dependence on service providers and third-party collaborators
There is no guarantee that Patrys will be able to find suitable third-party providers and third-party collaborators including
academic institutions to complete the development and commercialisation of its products. Patrys is therefore exposed to the
risk that any of these parties can experience problems related to operations, financial strength or other issues, and
collaborative agreements may be terminable by Patrys' partners. Non-performance, suspension or termination of relevant
agreements could negatively impact the progress or success of Patrys’ product development efforts, financial condition and
results of operations.
Patrys monitors commercial developments and engages proactively with key stakeholders to manage this risk.
Reliance on key personnel
Patrys' success depends to a significant extent upon its key management personnel, as well as other management and
technical personnel including those employed on a contractual basis. The loss of the services of such personnel or the reduced
ability to recruit additional personnel could have an adverse effect on the performance of Patrys. Patrys maintains a mixture
of permanent staff and expert consultants to advance its programs and ensure access to multiple skill sets. Patrys, through
the Remuneration and Nomination Committee reviews remunerations to human resources regularly.
Inability to protect intellectual property
Patrys' ability to leverage its innovation and expertise is dependent on its ability to protect its intellectual property including
maintaining patent protection for its product candidates and their respective targets and any improvements to it. A failure or
inability to protect Patrys' intellectual property rights could have an adverse impact on operating and financial performance.
Patrys owns or has in-licensed issued and pending patent applications covering a range of antibodies, cell lines, molecular
targets, potential drug candidates and platform technologies. The prospect of attaining patent protection for products such as
those Patrys proposes to develop is highly uncertain and involves complex and continually evolving factual and legal
questions. Patrys may incur significant costs in prosecuting or defending its intellectual property rights.
Patrys proactively monitors applications and renewals of patents and licences; and requires relevant stakeholders to comply
with the requirements set out in the confidentiality policy.
IT system failure and cyber security risks
Any information technology system is potentially vulnerable to interruption and/or damage from a number of sources, including
but not limited to computer viruses, cyber security attacks and other security breaches, power, systems, internet and data
network failures, and natural disasters.
Patrys is committed to preventing and reducing cyber security risks through outsourcing the IT management to a reputable
services provider. In addition, Patrys has an insurance policy covering IT and cyber security matters.
Significant changes in the state of affairs
In July and August 2023, Patrys issued a total of 178,941 fully paid ordinary shares at an issue price of $0.024 (2.4 cents) per
share in relation to the exercise of quoted PABO options.
On 14 September 2023 the Company announced the retirement of Ms. Suzy Jones as a Non-Executive Director, effective 15
September 2023.
On 8 November 2023, Nucleus Therapeutics Pty Ltd, a Patrys wholly-owned subsidiary, received $2,731,604 R&D Tax
Incentive Refund in relation to the 2022/2023 financial year.
On 9 November 2023, the de-registration of the Consolidated Entity’s wholly-owned German subsidiary, Patrys GMbH was
completed.
During the Financial year 2023-24, 47,871,059 Options over ordinary shares expired as the conditions attached with these
securities were not met or became incapable of being satisfied.
There were no other significant changes in the state of affairs of the Group during the financial year.
Matters subsequent to the end of the financial year
On 29 July 2024, the Company announced that the PAT-DX1 GMP manufacturing run has identified an inconsistency with
one of the processes used in specification testing which is currently being rectified. The specification testing of
the manufacturing run of PAT-DX1 is now expected to be complete in the second half of August 2024.
22
Patrys Limited
Directors' report
30 June 2024
No other matter or circumstance has arisen since 30 June 2024 that has significantly affected, or may significantly affect the
Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
Likely developments and expected results of operations
The Group will continue to pursue its objective of developing antibodies as therapies for a range of different cancers and
inflammatory diseases. Patrys has a pipeline of antibodies for both internal development and as partnering opportunities.
The Group’s focus for the coming period will be to build further value into the Deoxymab platform through pre-clinical activities,
and the planned progression of the PAT-DX1 asset towards the clinic.
Environmental regulation
The Group is not subject to any significant environmental regulation under Australian Commonwealth or State law.
Information on Directors
Name:
Charmaine Gittleson
Title:
Non-Executive Chair
Qualifications:
MD, BSci, AICD
Experience and expertise:
Dr Gittleson is the former Chief Medical Officer of CSL Limited with more than 20 years
of experience in pharmaceutical development in Australia and the USA. Dr Gittleson’s
expertise spans many aspects of the pharmaceutical industry, from drug development
and clinical research through to strategic planning and executive management. Dr
Gittleson has been involved in drug development programs across a wide range of
different therapeutic areas, and has successfully worked with regulators in key markets
such as the US, EU, Asia Pacific, Japan and South America. Dr Gittleson is currently
the Chair of Percheron Therapeutics Limited (ASX: PER) where she has been actively
involved in strategy development, capital raising and Board renewal.
Other current directorships:
Percheron Therapeutics (ASX:PER)
Former directorships (last 3 years): None
Special responsibilities:
Chair of Nomination and Remuneration Committee
Member of Audit and Risk Committee
Interests in shares:
Nil
Interests in options:
8,000,000 unlisted options, exercisable at $0.045 (4.5 cents), expiring 14 November
2026
Name:
James Campbell
Title:
Managing Director and Chief Executive Officer
Qualifications:
Ph.D, MBA, GAICD
Experience and expertise:
Dr. Campbell has over 30 years of international biotechnology research, management
and leadership experience and has been involved in the creation and/or transformation
of multiple successful Australian and international biotechnology companies. Dr.
Campbell was previously the CFO and COO of ChemGenex Pharmaceuticals Limited
(ASX: CXS), where, as a member of the executive team he helped transform a research-
based company with a market capitalization of $10M to a company with completed
clinical trials and regulatory dossiers submitted to the FDA and EMA. In 2011
ChemGenex was sold to Cephalon for $230M. Dr. Campbell was a foundation executive
of Evolve Biosystems, and has assisted private biotechnology companies in Australia,
New Zealand and the USA with successful capital raising and partnering negotiations.
Dr Campbell chairs the board of Australia’s peak industry body for biotechnology,
AusBiotech.
Other current directorships:
Non-Executive Director of Prescient Therapeutics Limited (ASX: PTX)
Former directorships (last 3 years): None
Interests in shares:
18,885,125 fully paid ordinary shares
Interests in options:
11,000,000 unlisted options, exercisable at $0.027, expiring on 18 December 2024.
25,000,000 unlisted options, exercisable at $0.059, expiring on 30 September 2025.
23
Patrys Limited
Directors' report
30 June 2024
Name:
Michael Stork
Title:
Non-Executive Director and Deputy Chair
Qualifications:
BBA
Experience and expertise:
Mr. Stork was the Managing Director of Stork Holdings Ltd, an Investment Holding
company active in the Canadian technology start-up sector. Mr. Stork was on the Board
of Governors of the University of Waterloo.
Other current directorships:
None
Former directorships (last 3 years): None
Special responsibilities:
Member of Nomination and Remuneration Committee
Chair of Audit and Risk Committee
Interests in shares:
98,773,814 fully paid ordinary shares (These shares are held by Stork Holdings Ltd. The
director has the ability to influence the voting and disposal of the shares of this
company).
Interests in options:
800,000 unlisted options, exercisable at $0.027, expiring on 18 December 2024.
Name:
Suzy Jones
Title:
Non-Executive Director (retired on 15 September 2023)
Experience and expertise:
Ms. Jones is Founder and Managing Partner of DNA Ink LLC, a life sciences advisory
firm in San Francisco. Prior to starting her own firm, Ms. Jones spent 20 years at
Genentech where she served in many roles in immunology research, product
development
and
business
development.
During
this
time,
she
managed Genentech’s CD20 portfolio of assets, including Rituxan, the first monoclonal
antibody launched to treat cancer, Ocrevus and Gazyva. Ms. Jones has very extensive
networks within the pharmaceutical and biotech industry worldwide and the VC
community in North America. Ms. Jones is a Non-Executive Director of Calithera
Biosciences, Inc.
Other current directorships:
Calithera Biosciences, Inc.
Former directorships (last 3 years): None
Special responsibilities:
Member of Nomination and Remuneration Committee
Member of Audit and Risk Committee
Interests in shares:
N/A
Interests in options:
N/A
Name:
Dr. Pamela M. Klein
Title:
Non-Executive Director
Experience and expertise:
Dr. Klein has a proven track record as an executive over more than 20 years in the
oncology and biopharmaceutical industry. She is currently on the Board of Directors for
Argenx, a dual-listed (Euronext Brussels and NASDAQ), clinical-stage therapeutic
antibody company developing novel drugs in severe autoimmune disease. She is also
on the Board of Frontier Medicines; Shasqi and ONA Therapeutics She was previously
on the Board of Directors of F-Star Therapeutics, Jiya Acquisition Corp, a special
purpose acquisition company (SPAC) affiliated with Samsara BioCapital, Sardona and
I-MAB. Dr. Klein is the Principal and Founder of PMK BioResearch, which offers
strategic consulting in oncology drug development.
Other current directorships:
Argenx (arGEN-X ADS (NASD)), Argenx (arGENX (EURONEXT), Frontier Medicines,
ONA Therapeutics, Shasqi.
Former directorships (last 3 years): F-star Therapeutics (NASDAQ: FSTX), I-MAB, Sardona, Jiya Acquisition Corp.
Special responsibilities:
Member of Nomination and Remuneration Committee
Interests in shares:
250,000 fully paid ordinary shares.
Interests in options:
4,000,000 unlisted options, exercisable at $0.035, expiring on 9 October 2024.
800,000 unlisted options, exercisable at $0.027, expiring on 18 December 2024.
'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all
other types of entities, unless otherwise stated.
'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes
directorships of all other types of entities, unless otherwise stated.
24
Patrys Limited
Directors' report
30 June 2024
Company Secretary
Mr Stefan Ross BBus (Acc)
Mr Ross has over 12 years of experience in accounting and secretarial services for ASX listed companies. His extensive
experience includes ASX compliance, corporate governance control and implementation, statutory financial reporting,
shareholder meeting requirements, capital raising management, and board and secretarial support. Mr Ross has a Bachelor
of Business majoring in accounting.
Meetings of Directors
The number of meetings of the Company's Board of Directors ('the Board') and of each Board committee held during the year
ended 30 June 2024, and the number of meetings attended by each Director were:
Full Board
Nomination and
Remuneration Committee
Audit and Risk Committee
Attended
Held
Attended
Held
Attended
Held
Charmaine Gittleson
9
9
2
2
2
2
James Campbell
9
9
-
-
-
-
Suzy Jones
1
1
-
-
1
1
Michael Stork
8
9
2
2
2
2
Pamela Klein
9
9
2
2
-
-
Held: represents the number of meetings held during the time the Director held office or was a member of the relevant
committee.
Remuneration report (audited)
The remuneration report details the key management personnel remuneration arrangements for the consolidated entity, in
accordance with the requirements of the Corporations Act 2001 and its Regulations.
Key management personnel are those persons having authority and responsibility for planning, directing and controlling the
activities of the consolidated entity, directly or indirectly, including all directors.
The remuneration report is set out under the following main headings:
●
Principles used to determine the nature and amount of remuneration
●
Details of remuneration
●
Service agreements
●
Share-based compensation
●
Additional information
●
Additional disclosures relating to key management personnel
Principles used to determine the nature and amount of remuneration
The objective of the consolidated entity's executive reward framework is to ensure reward for performance is competitive and
appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives and
the creation of value for shareholders, and it is considered to conform to the market best practice for the delivery of reward.
The Board ensures that executive reward satisfies the following key criteria for good reward governance practices:
●
competitiveness and reasonableness;
●
acceptability to shareholders;
●
performance linkage / alignment of executive compensation;
●
transparency; and
●
risk and capital management.
25
Patrys Limited
Directors' report
30 June 2024
The Board is responsible for determining and reviewing compensation arrangements for the Directors themselves, the Non-
Executive Chair and the Senior Management team. The Board has established a Nomination and Remuneration Committee,
comprising of three Directors, the majority of which are Non-Executive Directors. This Committee is primarily responsible for
making recommendations to the Board on:
- the over-arching executive remuneration framework;
- the operation of the incentive plans, including key performance indicators and performance hurdles;
- remuneration levels of Executive Directors and other key management personnel; and
- Non-Executive Director fees.
The objective of this Committee is to ensure that remuneration policies and structures are fair and competitive and aligned
with the long-term interests of the Company. The Corporate Governance Statement provides further information on the role
of this committee and is available on the Company's website at www.patrys.com/patrys-corporate-governance.
The Group has structured an executive remuneration framework that is market competitive and complimentary to the reward
strategy of the organisation.
The Group's remuneration framework seeks alignment with shareholders’ interests and is in particular aligned to the rapid
commercialisation of its intellectual property and in achieving its milestones in a highly ethical and professional manner.
The executive remuneration framework provides a mix of fixed and variable pay and performance incentive rewards. Presently,
the Company’s policy in relation to performance incentive rewards is to issue a mix of equity and cash bonuses to executives.
The Company does not have a policy or practice of cancelling or clawing-back performance-based remuneration of its
executives other than in accordance with the relevant plan rules.
In accordance with best practice corporate governance, the structure of Non-Executive Director and Executive Director
remuneration is separate.
Non-executive Directors remuneration
Directors’ fees are determined by reference to industry standards and were last reviewed effective 22 November 2018.
Components of the remuneration package include a cash element together with equity instruments.
Directors’ fees are currently set at $95,000 for the Chair and $60,000 per Non-Executive Director (note Dr. Klein receives
USD$60,000) and reflect the demands which are made on and the responsibilities of the Directors. However, one Non-
Executive Director, Mr. Michael Stork, did not receive monetary Director fees during the year (2023: Nil).
ASX listing rules require the aggregate Non-Executive Directors' remuneration be determined periodically by a general
meeting. The most recent determination was at the Annual General Meeting held on 22 November 2018, where the
shareholders approved a maximum annual aggregate remuneration of $400,000.
Executive remuneration
The Group aims to reward executives based on their position and responsibility, with a level and mix of remuneration which
has both fixed and variable components.
The executive remuneration and reward framework has four components:
●
base pay and non-monetary benefits;
●
short-term performance incentives;
●
share-based payments; and
●
other remuneration such as superannuation and long service leave.
The combination of these comprise the executive's total remuneration.
Fixed remuneration, consisting of base salary, superannuation and non-monetary benefits, is reviewed annually by the
Nomination and Remuneration Committee based on individual and business unit performance, the overall performance of the
Group and comparable market remunerations.
Executives may receive their fixed remuneration in the form of cash or other fringe benefits (for example motor vehicle benefits)
where it does not create any additional costs to the Group and provides additional value to the executive.
26
Patrys Limited
Directors' report
30 June 2024
Incentives are payable to executives based upon the attainment of agreed corporate and individual milestones and are
reviewed and approved by the Board.
Executives and Directors are issued with equity instruments as LTIs (Long Term Incentives) in a manner that aligns this
element of remuneration with the creation of shareholder wealth. LTI grants are made to executives and Directors who are
able to influence the generation of shareholder wealth and thus have a direct impact on the creation of shareholder wealth.
Consolidated entity performance and link to remuneration
Equity instruments may be issued to new employees, and upon performance review based on performance of the individual
and the Company both in absolute terms and relative to competitors in the biotechnology sector. Equity instruments that are
issued for performance are subject to performance targets set and approved by the Nomination and Remuneration Committee.
Patrys' remuneration policy seeks to reward staff members for their contribution to achieving significant operational, strategic,
partnering, preclinical, clinical and regulatory milestones. These milestones build sustainable and long-term shareholder value.
Voting and comments made at the Company's 15 November 2023 Annual General Meeting ('AGM')
At the 15 November 2023 AGM, 95.39% of the votes received supported the adoption of the remuneration report for the year
ended 30 June 2023. The Company did not receive any specific feedback at the AGM regarding its remuneration practices.
Details of remuneration
Amounts of remuneration
Details of the remuneration of key management personnel of the Group are set out in the following tables. Unless otherwise
noted, the named persons were key management personnel for the whole of the period ended 30 June 2024.
The Key Management Personnel of the Group consisted of the following directors of Patrys Limited:
●
Charmaine Gittleson (Non-Executive Chair)
●
James Campbell (Managing Director and Chief Executive Officer)
●
Michael Stork (Non-Executive Director and Deputy Chair)
●
Pamela Klein (Non-Executive Director)
●
Suzy Jones (Non-Executive Director - retired on 15 September 2023)
Short-term benefits
Post-
employme
nt benefits
Long-term
benefits
Salary and
fees
Bonus
Annual
leave
Super-
annuation
Long
service
leave
Share-
based
payments
Total
30 June 2024
$
$
$
$
$
$
$
Non-Executive Directors:
Charmaine Gittleson
85,973
-
-
9,457
-
11,513
106,943
Suzy Jones*
18,758
-
-
-
-
-
18,758
Pamela Klein**
91,425
-
-
-
-
-
91,425
Executive Directors:
James Campbell
372,649
-
25,462
27,500
18,066
43,397
487,074
568,805
-
25,462
36,957
18,066
54,910
704,200
*
Ms Jones was paid USD 15,000 at an exchange rate of 0.6625 USD to 1 AUD. Ms Jones retired on 15/9/2023.
**
Ms Klein was paid USD 60,000 at an exchange rate of 0.6565 USD to 1 AUD.
27
Patrys Limited
Directors' report
30 June 2024
Short-term benefits
Post-
employme
nt benefits
Long-term
benefits
Salary and
fees
Bonus
Annual
leave
Super-
annuation
Long
service
leave
Share-
based
payments
Total
30 June 2023
$
$
$
$
$
$
$
Non-Executive Directors:
Charmaine Gittleson
54,091
-
-
5,680
-
23,997
83,768
Suzy Jones*
96,717
-
-
-
-
1,247
97,964
Pamela Klein**
89,277
-
-
-
-
1,247
90,524
Michael Stork
-
-
-
-
-
1,247
1,247
John Read
16,137
-
-
-
-
1,871
18,008
Stefan Ross
12,667
-
-
-
-
-
12,667
Executive Directors:
James Campbell***
358,000
104,085
15,375
26,951
9,474
221,558
735,443
626,889
104,085
15,375
32,631
9,474
251,167
1,039,621
*
Ms Jones was paid USD 60,000 at an exchange rate of 0.6726 USD to 1 AUD. An additional R&D consulting fee of USD
5,000 was paid to DNA Ink LLC, an entity associated with Ms Jones at arm’s length market rates.
**
Ms Klein was paid USD 60,000 at an exchange rate of 0.6726 USD to 1 AUD.
*** Bonus of $104,085 paid to Mr Campbell for partial achievement of KPIs for FY 2023.
The proportion of remuneration linked to performance and the fixed proportion are as follows:
Fixed remuneration
At risk - STI
At risk - LTI
Name
30 June 2024 30 June 2023 30 June 2024 30 June 2023 30 June 2024 30 June 2023
Non-Executive Directors:
Charmaine Gittleson
89%
71%
-
-
11%
29%
Suzy Jones*
100%
99%
-
-
-
1%
Pamela Klein
100%
99%
-
-
-
1%
Michael Stork
-
-
-
-
-
100%
John Read **
-
90%
-
-
-
10%
Stefan Ross ***
-
100%
-
-
-
-
Executive Directors:
James Campbell
91%
56%
-
14%
9%
30%
*
Retired on 15 September 2023.
**
Resigned on 31 August 2022.
*** Appointed as Non-Executive Director on 31 August 2022 and ceased on 16 November 2022.
28
Patrys Limited
Directors' report
30 June 2024
Service agreements
Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details
of these agreements are as follows:
Name:
Dr James Campbell
Title:
Managing Director and Chief Executive Officer
Agreement commenced:
13 April 2015 as Managing Director
Term of agreement:
No fixed term for an ongoing term subject to termination by Patrys with 6 months' notice
and termination by the employee with 6 months' notice of the employee to Patrys, or 12
months' notice in the event of a successful takeover.
Details:
Dr Campbell will be entitled to an annual salary (inclusive of superannuation) of
$416,555 effective 1 July 2024. The Remuneration Package is inclusive of any fringe
benefits tax for which Patrys is liable in respect of the employee’s total remuneration
and any superannuation contributions. The employee's performance will be reviewed
annually or more frequently if required.
Name:
Dr Pamela Klein
Title:
Non- Executive Director
Agreement commenced:
1 October 2019
Term of agreement:
No fixed term.
Details:
USD 60,000 per annum to be reviewed independently and annually by the Board.
Name:
Dr Charmaine Gittleson
Title:
Non-Executive Chair
Agreement commenced:
16 November 2022
Term of agreement:
No fixed term.
Details:
$95,430 per annum to be reviewed independently and annually by the Board.
Name:
Michael Stork
Title:
Non- Executive Director
Agreement commenced:
19 February 2007
Term of agreement:
No fixed term.
Details:
Remuneration is currently Nil.
Key Management Personnel have no entitlement to termination payments in the event of removal for misconduct.
Share-based compensation
Issue of shares
There were no shares issued to Directors and other Key Management Personnel as part of compensation during the year
ended 30 June 2024.
29
Patrys Limited
Directors' report
30 June 2024
Options
The terms and conditions of each grant of options over ordinary shares affecting remuneration of Directors and other key
management personnel in this financial year or future reporting years are as follows:
Name
Number of
options
granted
Grant date
Vesting date and
exercisable date
Expiry date
Exercise
price
Fair value
per option at
grant date
Pamela Klein
2,000,000 01/10/2019 01/10/2019
01/10/2024
$0.0350
$0.01090
Pamela Klein
1,000,000 01/10/2019 01/10/2020
01/10/2024
$0.0350
$0.01140
Pamela Klein
1,000,000 01/10/2019 01/10/2021 (i)
01/10/2024
$0.0350
$0.01240
Pamela Klein
400,000 15/12/2020 15/12/2021
15/12/2024
$0.0270
$0.01250
Pamela Klein
400,000 15/12/2020 15/12/2022
15/12/2024
$0.0270
$0.01360
Susan Jones
400,000 15/12/2020 15/12/2021
15/12/2024
$0.0270
$0.01250
Susan Jones
400,000 15/12/2020 15/12/2022
15/12/2024
$0.0270
$0.01360
James Campbell
5,500,000 15/12/2020 15/12/2021
15/12/2024
$0.0270
$0.01250
James Campbell
5,500,000 15/12/2020 15/12/2022
15/12/2024
$0.0270
$0.01360
James Campbell
12,500,000 05/11/2021 05/11/2022 (i)
30/09/2025
$0.0590
$0.01840
James Campbell
12,500,000 05/11/2021 05/11/2023 (ii)
30/09/2025
$0.0590
$0.01980
Michael Stork
400,000 15/12/2020 15/12/2021
15/12/2024
$0.0270
$0.01250
Michael Stork
400,000 15/12/2020 15/12/2022
15/12/2024
$0.0270
$0.01360
Charmaine Gittleson
2,000,000 16/11/2022 16/11/2022
14/11/2026
$0.0450
$0.00710
Charmaine Gittleson
2,000,000 16/11/2022 16/11/2023 (iii)
14/11/2026
$0.0450
$0.00350
Charmaine Gittleson
2,000,000 16/11/2022 16/11/2024 (iii)
14/11/2026
$0.0450
$0.00470
Charmaine Gittleson
2,000,000 16/11/2022 16/11/2025 (iii)
14/11/2026
$0.0450
$0.00620
(i) The share price is equal to or greater than a 20-day VWAP of $0.07 (7.0 cents); exercisable thereafter. These options
are not vested at the reporting date.
(ii) Vest on or after the 24-month anniversary of grant date and the share price is equal to or greater than a 20-day VWAP
of $0.10 (10 cents). These options are not vested at the reporting date.
(iii) 2,000,000 unlisted options vest on or after the 12-month anniversary of grant date and the share price is equal to or
greater than a 20-day VWAP of 5.0 cents. These options are not vested at the reporting date.
2,000,000 unlisted options vest on or after the 24-month anniversary of grant date and the share price is equal to or
greater than a 20-day VWAP of 7.0 cents. These options are not vested at the reporting date.
2,000,000 unlisted options vest on or after the 36-month anniversary of grant date and the share price is equal to or
greater than a 20-day VWAP of 7.0 cents. These options are not vested at the reporting date.
Options granted carry no dividend or voting rights.
Details of options over ordinary shares lapsed for Directors and other Key Management Personnel, during the year ended 30
June 2024 are set out below:
Number of
options
Value of
options
lapsed
lapsed
Name
Grant date
Vesting date
$
James Campbell
22/11/2018
22/11/2019
5,000,000
92,500
James Campbell
22/11/2018
22/11/2020
5,000,000
92,500
Susan Jones
22/11/2018
22/11/2018
2,000,000
37,000
Susan Jones
22/11/2018
22/11/2019
1,000,000
18,500
Susan Jones
22/11/2018
22/11/2020
1,000,000
18,400
Michael Stork
22/11/2018
22/11/2018
2,000,000
37,000
Michael Stork
22/11/2018
22/11/2019
1,000,000
18,500
Michael Stork
22/11/2018
22/11/2020
1,000,000
18,400
Pamela Klein
15/03/2019
15/03/2019
250,000
3,913
John Read
22/11/2018
22/11/2020
2,000,000
36,800
30
Patrys Limited
Directors' report
30 June 2024
Amounts represent the fair value of Options previously recognised over the vesting period under AASB2 Share Based
Payments. The fair value was determined by using either the Binomial or Black-Scholes model taking into account the terms
and conditions upon which the instruments were granted.
Additional information
The earnings of the Group for the five years to 30 June 2024 are summarised below:
2024
2023
2022
2021
2020
$
$
$
$
$
Other income
1,394,163
2,851,908
3,333,576
1,338,377
772,844
Net profit/(loss) before tax
(3,539,150)
(7,061,624)
(6,780,363)
(4,062,920)
(2,748,539)
Net profit/(loss) after tax
(3,539,150)
(7,061,624)
(6,780,363)
(4,062,920)
(2,748,539)
The factors that are considered to affect total shareholders return ('TSR') are summarised below:
2024
2023
2022
2021
2020
Share price at financial year start ($)
0.0100
0.0200
0.0560
0.0120
0.0300
Share price at financial year end ($)
0.0070
0.0100
0.0200
0.0560
0.0120
Basic losses per share (cents per share)
(0.1722)
(0.3436)
(0.3458)
(0.2524)
(0.2566)
Additional disclosures relating to key management personnel
Shareholding
The number of shares in the Company held during the financial year by each Director and other members of Key Management
Personnel of the Group, including their related parties, is set out below:
Balance at
Received
Balance at
the start of
as part of
Disposals/
the end of
the year
remuneration
Additions
other
the year
Ordinary shares
James Campbell
18,885,125
-
-
-
18,885,125
Suzy Jones*
3,000,000
-
-
(3,000,000)
-
Michael Stork
98,773,814
-
-
-
98,773,814
Pamela Klein
250,000
-
-
-
250,000
120,908,939
-
-
(3,000,000) 117,908,939
Option holding
The number of options over ordinary shares in the Company held during the financial year by each Director and other members
of key management personnel of the Group, including their personally related parties, is set out below:
Balance at
Balance at
the start of
Expired/
the end of
the year
Granted
Exercised
other
the year
Options over ordinary shares
James Campbell
46,800,959
-
- (10,800,959)
36,000,000
Suzy Jones*
4,800,000
-
-
(4,800,000)
-
Michael Stork
4,800,000
-
-
(4,000,000)
800,000
Pamela Klein
5,050,000
-
-
(250,000)
4,800,000
Charmaine Gittleson
8,000,000
-
-
-
8,000,000
69,450,959
-
- (19,850,959)
49,600,000
*
Ms. Suzy Jones retired as a director on 15 September 2023.
This concludes the remuneration report, which has been audited.
31
Patrys Limited
Directors' report
30 June 2024
Shares under option
Unissued ordinary shares of Patrys Limited under option at the date of this report are as follows:
Exercise
Number
Grant date
Expiry date
price
under option
12 September 2019
31 August 2024
$0.0290
1,500,000
1 October 2019
1 October 2024
$0.0350
4,000,000
15 March 2020
15 March 2025
$0.0220
2,750,000
8 May 2020
8 May 2025
$0.0170
250,000
15 December 2020
18 December 2024
$0.0270
22,000,000
5 November 2021 to 19 November 2021
30 September 2025
$0.0590
41,500,000
19 November 2021
15 March 2026
$0.0590
2,500,000
16 November 2022
16 November 2026
$0.0450
8,000,000
15 May 2023
10 April 2026
$0.0450
18,500,000
15 March 2023
30 September 2026
$0.0450
500,000
101,500,000
No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue of the
Company or of any other body corporate.
Shares issued on the exercise of options
The following ordinary shares of Patrys Limited were issued during the year ended 30 June 2024 and up to the date of this
report on the exercise of options granted:
Number of
Date options granted
Exercise
price
shares
issued
26 July 2023
$0.0240
148,940
8 August 2023
$0.0240
30,001
178,941
Indemnity and insurance of officers
The Company has indemnified the Directors and executives of the Company for costs incurred, in their capacity as a director
or executive, for which they may be held personally liable, except where there is a lack of good faith.
During the financial year, the Company paid a premium in respect of a contract to insure the directors and executives of the
Company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure
of the nature of the liability and the amount of the premium.
Indemnity and insurance of auditor
The Company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the
Company or any related entity against a liability incurred by the auditor.
During the financial year, the Company has not paid a premium in respect of a contract to insure the auditor of the Company
or any related entity.
Proceedings on behalf of the Company
No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf
of the Company, or to intervene in any proceedings to which the Company is a party for the purpose of taking responsibility
on behalf of the Company for all or part of those proceedings.
Non-audit services
The Company may decide to employ the auditor on assignments additional to their statutory audit duties where the auditor’s
expertise and experience with the Company and/or the Group are important.
32
Patrys Limited
Directors' report
30 June 2024
Details of the amount paid or payable to the auditor (BDO Audit Pty Ltd) and its related entities for audit and non-audit services
provided during the year are set out in note 19.
The Board of Directors has considered the position and, in accordance with the advice received from the Audit and Risk
Committee, is satisfied that the provision of the non-audit services is compatible with the general standard of independence
for auditors imposed by the Corporations Act 2001 for the following reasons:
●
All non-audit services have been reviewed by the Audit and Risk Committee to ensure they do not impact the impartiality
and objectivity of the auditor.
●
None of the services undermine the general principles relating to auditor independence as set out in Professional
Statement APES 110, including reviewing or auditing the auditor’s own work, acting in a management or a decision-
making capacity for the Company, acting as advocate for the Company or jointly sharing economic risk and rewards.
Officers of the Company who are former partners of BDO Audit Pty Ltd and its related entities
There are no officers of the Company who are former partners of BDO Audit Pty Ltd and its related entities.
Auditor's independence declaration
A copy of the auditor's independence declaration as required under section 307C of the Corporations Act 2001 is set out
immediately after this Directors' report.
Auditor
BDO Audit Pty Ltd continues in office in accordance with section 327 of the Corporations Act 2001.
Rounding of amounts
Patrys Limited is a type of Company that is referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports)
Instrument 2016/191 and therefore the amounts contained in this report and in the financial report have been rounded to the
nearest dollar.
This report is made in accordance with a resolution of Directors, pursuant to section 298(2)(a) of the Corporations Act 2001.
On behalf of the Directors
___________________________
Dr. Charmaine Gittleson
Chair
23 August 2024
Charmaine Gittleson
33
Tel: +61 3 9603 1700
Fax: +61 3 9602 3870
www.bdo.com.au
Collins Square, Tower Four
Level 18, 727 Collins Street
Melbourne VIC 3008
GPO Box 5099 Melbourne VIC 3001
Australia
BDO Audit Pty Ltd ABN 33 134 022 870 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 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.
DECLARATION OF INDEPENDENCE BY WAI AW TO THE DIRECTORS OF PATRYS LIMITED
As lead auditor of Patrys Limited for the year ended 30 June 2024, 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 Patrys Limited and the entities it controlled during the period.
Wai Aw
Director
BDO Audit Pty Ltd
Melbourne, 23 August 2024
34
Patrys Limited
Statement of profit or loss and other comprehensive income
For the year ended 30 June 2024
Consolidated
Note 30 June 2024 30 June 2023
$
$
The above statement of profit or loss and other comprehensive income should be read in conjunction with the
accompanying notes
Research and development tax incentive and other income
5
1,394,163
2,851,908
Expenses
Research & development expenses
6
(3,071,793)
(7,524,812)
Administration & management expenses
6
(1,861,520)
(2,388,720)
Loss before income tax expense
(3,539,150)
(7,061,624)
Income tax expense
7
-
-
Loss after income tax expense for the year attributable to the Owners of Patrys
Limited
(3,539,150)
(7,061,624)
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Foreign currency translation
-
55
Other comprehensive income for the year, net of tax
-
55
Total comprehensive income for the year attributable to the Owners of Patrys
Limited
(3,539,150)
(7,061,569)
Cents
Cents
Basic losses per share
26
(0.1722)
(0.3436)
Diluted losses per share
26
(0.1722)
(0.3436)
35
Patrys Limited
Statement of financial position
As at 30 June 2024
Consolidated
Note 30 June 2024 30 June 2023
$
$
The above statement of financial position should be read in conjunction with the accompanying notes
Assets
Current assets
Cash and cash equivalents
8
2,240,661
3,045,516
Trade and other receivables
9
1,341,771
2,842,064
Prepayments
226,097
241,474
Other financial assets
10
-
1,000,000
Total current assets
3,808,529
7,129,054
Non-current assets
Property, plant and equipment
4,301
1,672
Intangibles
11
348,750
393,750
Total non-current assets
353,051
395,422
Total assets
4,161,580
7,524,476
Liabilities
Current liabilities
Trade and other payables
12
371,117
421,771
Employee benefits
13
317,618
265,127
Total current liabilities
688,735
686,898
Non-current liabilities
Employee benefits
13
2,630
-
Total non-current liabilities
2,630
-
Total liabilities
691,365
686,898
Net assets
3,470,215
6,837,578
Equity
Issued capital
14
85,734,437
85,730,143
Reserves
15
1,610,027
2,226,876
Accumulated losses
(83,874,249) (81,119,441)
Total equity
3,470,215
6,837,578
36
Patrys Limited
Statement of changes in equity
For the year ended 30 June 2024
The above statement of changes in equity should be read in conjunction with the accompanying notes
Issued
Accumulated
Total equity
capital
Reserves
losses
Consolidated
$
$
$
$
Balance at 1 July 2022
85,723,696
1,999,788
(74,296,332)
13,427,152
Loss after income tax expense for the year
-
-
(7,061,624)
(7,061,624)
Other comprehensive income for the year, net of tax
-
55
-
55
Total comprehensive income for the year
-
55
(7,061,624)
(7,061,569)
Transactions with owners in their capacity as owners:
Share issue from exercise of options (note 14)
6,447
-
-
6,447
Reallocation of value of expired and cancelled options
-
(238,515)
238,515
-
Share based payments (note 6)
-
465,548
-
465,548
Balance at 30 June 2023
85,730,143
2,226,876
(81,119,441)
6,837,578
Issued
Accumulated
Total equity
capital
Reserves
losses
Consolidated
$
$
$
$
Balance at 1 July 2023
85,730,143
2,226,876
(81,119,441)
6,837,578
Loss after income tax expense for the year
-
-
(3,539,150)
(3,539,150)
Other comprehensive income for the year, net of tax
-
-
-
-
Total comprehensive income for the year
-
-
(3,539,150)
(3,539,150)
Transactions with owners in their capacity as owners:
Share issue from exercise of options (note 14)
4,294
-
-
4,294
Reallocation of value of expired and cancelled options
-
(784,338)
784,338
-
Share based payments (note 6)
-
163,291
-
163,291
Transfer of foreign currency reserve on deregistration of the
subsidiary
-
4,202
-
4,202
Balance at 30 June 2024
85,734,437
1,610,031
(83,874,253)
3,470,215
37
Patrys Limited
Statement of cash flows
For the year ended 30 June 2024
Consolidated
Note 30 June 2024 30 June 2023
$
$
The above statement of cash flows should be read in conjunction with the accompanying notes
Cash flows from operating activities
Payments to suppliers and employees (inclusive of GST)
(4,650,629)
(9,202,892)
Receipts from interest income
103,088
76,787
Receipts from R&D tax incentive
2,731,604
3,347,283
Net cash used in operating activities
25
(1,815,937)
(5,778,822)
Cash flows from investing activities
Payments for equipment
(3,236)
-
Proceeds from investments in term deposits
1,010,024
1,000,000
Net cash from investing activities
1,006,788
1,000,000
Cash flows from financing activities
Proceeds from issue of shares
14
4,294
6,447
Net cash from financing activities
4,294
6,447
Net decrease in cash and cash equivalents
(804,855)
(4,772,375)
Cash and cash equivalents at the beginning of the financial year
3,045,516
7,817,841
Effects of exchange rate changes on cash and cash equivalents
-
50
Cash and cash equivalents at the end of the financial year
8
2,240,661
3,045,516
38
Patrys Limited
Notes to the financial statements
30 June 2024
Note 1. General information
The financial statements cover Patrys Limited as a Group consisting of Patrys Limited and the entities it controlled at the end
of, or during, the year. The financial statements are presented in Australian dollars, which is Patrys Limited's functional and
presentation currency.
Patrys Limited is a listed public company limited by shares, incorporated and domiciled in Australia.
A description of the nature of the Group's operations and its principal activities are included in the Directors' report, which is
not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of Directors, on 23 August 2024. The
Directors have the power to amend and reissue the financial statements.
Note 2. Material accounting policy information
The accounting policies that are material to the Group are set out either in the respective notes or below. The accounting
policies adopted are consistent with those of the previous financial year, unless otherwise stated.
New or amended Accounting Standards and Interpretations adopted
The Group has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian
Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial
performance or position of the Group.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Going concern
For the year ended 30 June 2024, the Group incurred a loss from continuing operations after income tax of $3,539,150 (30
June 2023:7,061,624) and had consolidated net operating cash outflows of $1,815,937 (30 June 2023:5,778,822). The
continuing viability of the Group and its ability to continue as a going concern is dependent upon the Group being successful
in its continuing efforts in R&D activities, potential licensing of existing products and accessing additional sources of capital to
meet future commitments. The existence of these conditions give rise to a material uncertainty that may cast significant doubt
on the ability of the Group to continue as a going concern.
Notwithstanding the above, the consolidated financial statements have been prepared on the basis that the Group is a going
concern, which contemplates the continuity of normal business activity, realisation of assets and the discharging of liabilities
in the normal course of business for the following reasons:
●
At 30 June 2024, the Group had net current assets of $2,893,697 (excluding pre-paid expenses), including cash balance
of $2,240,661.
●
At 30 June 2024, the Group recognized a receivable of $1,285,039 from the R&D tax incentive, which is expected to be
received in the first half of the 2025 financial year.
●
The Group has historically demonstrated its ability to and has a track record of successfully raising capital as and when
required.
●
As the Group is still in the R&D phase of activities it has the ability to control the level of its operations and hence the
level of its expenditure over the next 12 months. Should there be any delay in R&D refunds, management are confident
that they can reduce their level of expenditure in order to retain appropriate cash balances.
Should the Group be unable to continue as a going concern, it may be required to realise its assets and extinguish its liabilities
other than in the ordinary course of the business, and at amounts that differ from those stated in the consolidated financial
report. The consolidated financial report does not include any adjustments relating to the recoverability and classification of
recorded asset amounts or to the amounts and classification of liabilities that might be necessarily incurred should the Group
not continue as a going concern.
39
Patrys Limited
Notes to the financial statements
30 June 2024
Note 2. Material accounting policy information (continued)
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting Standards and
Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate
for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as
issued by the International Accounting Standards Board ('IASB').
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable, the
revaluation of financial assets and liabilities at fair value through profit or loss.
Critical accounting estimates
The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires
management to exercise its judgement in the process of applying the Group's accounting policies. The areas involving a
higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial
statements, are disclosed in note 3.
Comparative figures
Where necessary, comparative information has been reclassified and repositioned for consistency with current year
disclosures.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the Group only. Supplementary
information about the parent entity is disclosed in note 22.
Principles of consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Patrys Limited ('Company' or
'parent entity') as at 30 June 2024 and the results of all subsidiaries for the year then ended. Patrys Limited and its subsidiaries
together are referred to in these financial statements as the 'Group'.
Subsidiaries are all those entities over which the Group has control. The Group controls an entity when the Group is exposed
to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its
power to direct the activities of the entity. Subsidiaries are fully consolidated from the date on which control is transferred to
the Group. They are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the Group are eliminated.
Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred.
Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by
the consolidated entity.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest,
without the loss of control, is accounted for as an equity transaction, where the difference between the consideration
transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable
to the parent.
Where the Group loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling
interest in the subsidiary together with any cumulative translation differences recognised in equity. The Group recognises the
fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or
loss.
Foreign currency translation
The financial statements are presented in Australian dollars, which is Patrys Limited'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.
40
Patrys Limited
Notes to the financial statements
30 June 2024
Note 2. Material accounting policy information (continued)
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.
Impairment of non-financial assets
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.
New Accounting Standards and Interpretations not yet mandatory or early adopted
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory,
have not been early adopted by the Group for the annual reporting period ended 30 June 2024. The Group has not yet
assessed the impact of these new or amended Accounting Standards and Interpretations.
Note 3. Critical accounting judgements, estimates and assumptions
The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect
the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation
to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and
assumptions on historical experience and on other various factors, including expectations of future events, management
believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the
related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment
to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed
below.
Share-based payment transactions
The Group measures the cost of equity-settled transactions with employees by reference to the fair value of the equity
instruments at the date at which they are granted. The fair value is determined by using either the Binomial or Black-Scholes
model taking into account the terms and conditions upon which the instruments were granted. The accounting estimates and
assumptions relating to equity-settled share-based payments would have no impact on the carrying amounts of assets and
liabilities within the next annual reporting period but may impact profit or loss and equity.
Impairment of non-financial assets
As a part of the impairment assessment for June 2024, management reviewed changes to laws and regulations affecting the
IP, technological obsolescence, issues with funding commitment, along with a host of other indicators such as market value
review, adverse movements in market rates of return and change in use of asset or the manner in which it used. There are no
indicators of impairment of the asset for the year ended 30 June 2024 as a result of this review.
R&D Tax Incentives
The Australian Government has provided a tax incentive, in the form of a refundable tax offset of 48.5% (2023: 43.5%), for
eligible research and development expenditure. Management have assessed refundable R&D tax incentive based on the
research and development activities and expenditure during the period, which are likely to be eligible under the scheme.
Amounts received are subject to Group’s continued eligibility to the scheme.
Note 4. Operating segments
Identification of reportable operating segments
A segment is a component of the Group that engages in business activities to provide products or services within a particular
economic environment. The Group operates in one business segment, being the conduct of research and development
activities in the biopharmaceutical sector. The Board of Directors assess the operating performance of the Group based on
management reports that are prepared on this basis. The Group has established activities in more than one geographical
area; however, these activities support the research and development conducted by the Group and are considered immaterial
for the purposes of segment reporting. The Group invests excess funds in short-term deposits, but this is not regarded as a
separate segment.
41
Patrys Limited
Notes to the financial statements
30 June 2024
Note 4. Operating segments (continued)
Accounting policy for 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 managing director who is the Chief Operating Decision Maker ('CODM'). The CODM is
responsible for the allocation of resources to operating segments and assessing their performance.
Note 5. Research and development tax incentive and other income
Consolidated
30 June 2024 30 June 2023
$
$
R&D tax incentive
1,285,038
2,775,033
Interest income
109,125
76,875
Total research and development tax incentive and other income
1,394,163
2,851,908
R&D tax incentive income
Research and Development tax incentives are recognised in accordance with AASB 120: Accounting for Government Grants
and Disclosure of Government Assistance. The Research and development tax incentive is recognised when there is
reasonable assurance that the grant will be received, and all conditions have been complied with.
Interest
Interest income is recognised over the relevant period using the effective interest rate method.
42
Patrys Limited
Notes to the financial statements
30 June 2024
Note 6. Expenses
Consolidated
30 June 2024 30 June 2023
$
$
Loss before income tax includes the following specific expenses:
Depreciation
Plant and equipment
1,997
1,987
Amortisation
License and registered patents
45,000
45,000
Total depreciation and amortisation
46,997
46,987
Operating expenses
Clinical development, consultancy and laboratory consumables
2,510,663
6,813,768
Employment expenses associated with research and development
561,131
711,044
Administration & management expenses
1,057,961
1,437,684
4,129,755
8,962,496
Net foreign exchange loss
Net foreign exchange loss / (gains)
12,407
(52,349)
Employee salary and benefit expense
Defined contribution superannuation expense
81,231
86,971
Salary and employee benefit expenses (excluding employment expenses associated with
research and development)
499,632
403,879
Total employment expenses
580,863
490,850
Share based payments expense
Share based payments (option expense and payments to consultant)
163,291
465,548
Note 7. Income tax expense
Consolidated
30 June 2024 30 June 2023
$
$
Numerical reconciliation of income tax expense and tax at the statutory rate
Loss before income tax expense
(3,539,150)
(7,061,624)
Tax at the statutory tax rate of 25%
(884,788)
(1,765,406)
Tax effect amounts which are not deductible/(taxable) in calculating taxable income:
Effect of revenue that is not assessable in determining taxable income
(321,260)
(693,759)
Effect of expenses that are not deductible in determining taxable income
706,923
1,686,743
Deferred tax assets not brought to account
499,125
772,422
Income tax expense
-
-
43
Patrys Limited
Notes to the financial statements
30 June 2024
Note 7. Income tax expense (continued)
Consolidated
30 June 2024 30 June 2023
$
$
Deferred tax assets not recognised
Deferred tax assets not recognised comprises:
Tax losses - revenue
15,636,293
15,178,410
Deductible temporary differences
196,209
272,935
Total deferred tax assets not recognised
15,832,502
15,451,345
The benefit of these deferred tax assets (not recognised) will only be obtained if:
(i) the entities derive future assessable income of a nature and of an amount sufficient to enable the benefits from the deduction
for losses to be realised;
(ii) the entities continue to comply with the conditions for deductibility imposed by the law;
(iii) no changes in tax legislation adversely affect the entities in realising the relevant benefits from deduction for the losses.
Income tax
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable
income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary
differences, unused tax losses and the adjustment recognised for prior periods, where applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the
assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:
●
When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a
transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor
taxable profits; or
●
When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the
timing of the reversal can be controlled, and it is probable that the temporary difference will not reverse in the foreseeable
future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future
taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax
assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the
carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable
that there are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against
current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on
either the same taxable entity or different taxable entities which intend to settle simultaneously.
Note 8. Cash and cash equivalents
Consolidated
30 June 2024 30 June 2023
$
$
Current assets
Cash at bank
2,240,661
3,045,516
44
Patrys Limited
Notes to the financial statements
30 June 2024
Note 8. Cash and cash equivalents (continued)
The Group's exposure to interest rate and foreign currency risk is discussed in note 17.
Accounting policy for cash and cash equivalents
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term, highly
liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and
which are subject to an insignificant risk of changes in value.
Note 9. Trade and other receivables
Consolidated
30 June 2024 30 June 2023
$
$
Current assets
Research & Development tax incentive receivable
1,285,038
2,731,605
Other receivables
56,733
110,459
1,341,771
2,842,064
Note 10. Other financial assets
Consolidated
30 June 2024 30 June 2023
$
$
Current assets
Term deposits
-
1,000,000
Note 11. Intangibles
Consolidated
30 June 2024 30 June 2023
$
$
Non-current assets
Intellectual property - at cost
720,000
720,000
Less: Accumulated amortisation
(371,250)
(326,250)
348,750
393,750
Reconciliations
Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out
below:
Intellectual
property
Consolidated
$
Balance at 1 July 2022
438,750
Amortisation expense
(45,000)
Balance at 30 June 2023
393,750
Amortisation expense
(45,000)
Balance at 30 June 2024
348,750
45
Patrys Limited
Notes to the financial statements
30 June 2024
Note 11. Intangibles (continued)
In 2016 the Group acquired Nucleus intellectual property. The acquisition provides Patrys with licence rights to a portfolio of
novel anti-DNA antibodies that penetrate cell nuclei. This novel pre-clinical oncology asset and platform has multiple potential
applications to treat a range of cancers.
Intangible assets comprise licences, intellectual property, trademarks and registered patents and have a finite useful life.
Amortisation has been historically calculated using straight line method over the estimated useful life, which ranges from 5 to
20 years. The Group amortises the Nucleus intellectual property based on an estimated useful life of 16 years.
Amortisation and impairment expense is included in the line item Administration & management expenses in the Statement
of Profit or Loss & Other Comprehensive Income.
Intellectual property which includes platform technology and product related intellectual property is reviewed on a regular basis
and where a decision has been made not to pursue a product, the remaining value recorded as an asset is impaired. At each
reporting date, the directors also review the intellectual property portfolio to determine whether there are any other indicators
of impairment related to intellectual property.
Accounting policy for intangible assets
Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at
the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible assets
are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are subsequently
measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising from the
derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying amount of
the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in the expected
pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or period.
Intellectual property
Significant costs associated with intellectual property are deferred and amortised on a straight-line basis over the period of
their expected benefit, being their finite life of 16 years.
Note 12. Trade and other payables
Consolidated
30 June 2024 30 June 2023
$
$
Current liabilities
Trade payables
238,390
290,412
Other creditors and accruals
132,727
131,359
371,117
421,771
Refer to note 17 for further information on financial instruments.
Accounting policy for trade and other payables
These amounts represent liabilities for goods and services provided to the Group prior to the end of the financial year and
which are unpaid. Due to their short-term nature, they are measured at amortised cost and are not discounted. The amounts
are unsecured and are usually paid within 30 days of recognition.
46
Patrys Limited
Notes to the financial statements
30 June 2024
Note 13. Employee benefits
Consolidated
30 June 2024 30 June 2023
$
$
Current liabilities
Annual leave
196,679
172,676
Long service leave
120,939
92,451
317,618
265,127
Non-current liabilities
Long service leave
2,630
-
Accounting policy for employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled
wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting date are
measured at the present value of expected future payments to be made in respect of services provided by employees up to
the reporting date using the projected unit credit method. Consideration is given to expected future wage and salary levels,
experience of employee departures and periods of service. Expected future payments are discounted using market yields at
the reporting date on high quality corporate bonds with terms to maturity and currency that match, as closely as possible, the
estimated future cash outflows.
Note 14. Issued capital
Consolidated
30 June 2024 30 June 2023 30 June 2024 30 June 2023
Shares
Shares
$
$
Ordinary shares - fully paid
2,055,750,236 2,055,571,295
85,734,437
85,730,143
Movements in ordinary share capital
Details
Date
Shares
Issue price
$
Balance
1 July 2022
2,055,302,658
85,723,696
Issue of shares upon exercise of options
16 February 2023
268,637
$0.0240
6,447
Balance
30 June 2023
2,055,571,295
85,730,143
Issue of shares upon exercise of options
26 July 2023
148,940
$0.0240
3,574
Issue of shares upon exercise of options
8 August 2023
30,001
$0.0240
720
Balance
30 June 2024
2,055,750,236
85,734,437
Ordinary shares
Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion
to the number of and amounts paid on the shares held.
On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share
shall have one vote.
47
Patrys Limited
Notes to the financial statements
30 June 2024
Note 14. Issued capital (continued)
Capital risk management
The Group's objective when managing capital is to safeguard its ability to continue as a going concern, so that it can provide
returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost
of capital.
Capital is regarded as total equity, as recognised in the consolidated Statement of Financial Position, plus net debt. Net debt
is calculated as total borrowings less cash and cash equivalents.
In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders, return
capital to shareholders, issue new shares.
The Group would look to raise capital when an opportunity to invest in a business or company was seen as value adding
relative to the current company's share price at the time of the investment.
The capital risk management policy remains unchanged from the 30 June 2023 Annual Report.
Accounting policy for issued capital
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax,
from the proceeds.
Note 15. Reserves
Consolidated
30 June 2024 30 June 2023
$
$
Foreign currency reserve
-
(4,198)
Share options reserve
1,430,027
2,051,074
Other reserves
180,000
180,000
1,610,027
2,226,876
Foreign currency reserve
Exchange differences relating to translation from functional currencies of the Group’s foreign controlled entities into Australian
Dollars are bought to account by entries made directly to the foreign currency translation reserve.
Share based payment reserve
The equity settled share-based payment reserves arise on issue of options under the Employee Share Based Payment plan
to executives and senior employees. Amounts are transferred out of the reserves and into issued capital when the options are
converted to shares. Amounts are transferred to accumulated losses when the shares or options are cancelled. Further
information about share-based payments during the year is provided in note 27 of the financial statements.
Other reserves
The other reserve consists of Tranche 3 shares for the acquisition of Nucleus Intellectual Property. When the Group meets
the relevant milestone and the shares are issued, the amount is transferred out of the reserve and into issued capital.
Note 16. Dividends
There were no dividends paid, recommended or declared during the current or previous financial year.
48
Patrys Limited
Notes to the financial statements
30 June 2024
Note 17. Financial instruments
Financial risk management objectives
The Group's activities expose it to a variety of financial risks: market risk (including foreign currency risk and interest rate risk),
credit risk and liquidity risk. There have been no changes to these risks since the previous financial year. The Group uses
different methods to measure different types of risk to which it is exposed. These methods include sensitivity analysis in the
case of interest rate, foreign exchange, ageing analysis for credit risk and cashflow forecasts to determine liquidity risk.
The Board of Directors ensures that the Group maintains a competent management structure capable of defining, analysing,
measuring and reporting on the effective control of risks inherent in the Group’s underlying financial activities and the
instruments used to manage risk. Key financial risks including interest rate risk and foreign currency risk are reviewed by
management on a regular basis and are communicated to the Board so that it can evaluate and impose its oversight
responsibility. The Group does not enter into or trade financial instruments, including derivative financial instruments, for
speculative purposes. The Company and the Group have a policy regarding foreign exchange risk management. This and
other financial risks are managed prudently by the Board and the Audit and Risk Committee.
Market risk
Foreign currency risk
The Group 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 Group's functional currency. The risk is measured
using cash flow forecasting and sensitivity analysis.
The Group purchase and maintained cash in US dollars, Pound Sterling and Euros to cover a portion of its anticipated US
dollar and Euro expenditure commitments.
The Group undertakes certain transactions denominated in foreign currencies, hence exposures to exchange rate fluctuation
arise. Exchange rate exposures are managed within approved policy parameters. The Group manages the currency risk by
monitoring the trend of the US dollar, Pound Sterling and Euro. The Group maintains US dollar, Pound Sterling and Euro bank
accounts to cover a portion of its recognised financial liabilities and future commercial transactions in the respective foreign
currencies.
The carrying amount of the Group's foreign currency denominated financial assets and financial liabilities at the reporting date
were as follows:
Assets
Liabilities
30 June 2024 30 June 2023 30 June 2024 30 June 2023
Consolidated
$
$
$
$
US dollars
53,795
81,719
(161,748)
(229,456)
Euros
88,916
93,152
-
-
Pound Sterling
13,915
14,008
-
-
156,626
188,879
(161,748)
(229,456)
AUD strengthened
AUD weakened
Consolidated - 30 June 2024
% Change
Effect on
loss after tax
Effect on
equity after tax
% Change
Effect on
loss after tax
Effect on
equity after
tax
US Dollars
10%
9,814
9,814
10%
(9,814)
(9,814)
Euros
10%
(8,083)
(8,083)
10%
8,083
8,083
Pound Sterling
10%
(1,265)
(1,265)
10%
1,265
1,265
466
466
(466)
(466)
49
Patrys Limited
Notes to the financial statements
30 June 2024
Note 17. Financial instruments (continued)
AUD strengthened
AUD weakened
Consolidated - 30 June 2023
% Change
Effect on
loss after tax
Effect on
equity after tax
% Change
Effect on
loss after tax
Effect on
equity after
tax
US Dollars
10%
13,431
13,431
10%
(13,431)
(13,431)
Euros
10%
(8,468)
(8,468)
10%
8,468
8,468
Pound Sterling
10%
(1,273)
(1,273)
10%
1,273
1,273
3,690
3,690
(3,690)
(3,690)
Price risk
Price risk is the risk that future cashflows derived from financial instruments will be changed as a result of a market price
movement, other than foreign currency rates and interest rates. Group is not exposed to any material commodity price risks.
Interest rate risk
The Group's exposure to market interest rates relates primarily to the Group's short-term deposits held and deposits at call.
The Group had no interest-bearing financial liabilities at the reporting date. The variance in market interest rates on interest
income is not material.
Credit risk
Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in a financial loss to the
Group. The Group has reviews the creditworthiness of the counterparties prior to engagement and obtaining sufficient
collateral where appropriate as a means of mitigating the risk of financial loss from defaults. The maximum exposure to credit
risk at the reporting date to recognised financial assets is the carrying amount, net of any provisions for impairment of those
assets, as disclosed in the statement of financial position and notes to the financial statements. The Group does not hold any
collateral at the reporting date.
Receivable balances are monitored on an ongoing basis with the result that the Group's exposure to bad debts is not
significant. There are no significant concentrations of credit risk within the Group and financial instruments are spread amongst
a number of financial institutions to minimise the risk of default of counterparties. The credit risk on liquid funds and financial
instruments is limited because the counterparties are banks with high credit-ratings assigned by international credit rating
agencies. The Group measures credit risk on a fair value basis.
The carrying value of financial assets recorded in the financial statements, net of any allowances for losses, represents the
Group's maximum exposure to credit risk. Maturity analysis of financial assets and liabilities based on management’s
expectations as follows:
Liquidity risk
Liquidity risk is the risk that the Group will not be able to pay its debts as and when they fall due. The Group has no borrowings
at reporting date and the Directors ensure that the cash on hand is sufficient to meet the commitments of the Group at all
times during the research and development phase.
Operating cash flows are used to maintain and expand the Group’s assets. The Group manages liquidity risk by monitoring
forecast cash flows and ensuring that adequate cash and also through assessment of available funding to identify risks to the
cash position of the business.
50
Patrys Limited
Notes to the financial statements
30 June 2024
Note 17. Financial instruments (continued)
Remaining contractual maturities
The following tables detail the Group's remaining contractual maturity for its financial instrument liabilities. The tables have
been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial
liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual
maturities and therefore these totals may differ from their carrying amount in the Statement of Financial Position.
1 year or less
Remaining
contractual
maturities
Consolidated - 30 June 2024
$
$
Non-derivatives
Non-interest bearing
Trade payables
238,390
238,390
Other payables
132,727
132,727
Total non-derivatives
371,117
371,117
1 year or less
Remaining
contractual
maturities
Consolidated - 30 June 2023
$
$
Non-derivatives
Non-interest bearing
Trade payables
290,412
290,412
Other payables
131,359
131,359
Total non-derivatives
421,771
421,771
The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed above.
Fair value of financial instruments
Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.
Note 18. Key management personnel disclosures
Directors
The following persons were Directors of Patrys Limited during the financial year:
Dr. Charmaine Gittleson (Non-Executive Chairman)
Dr. James Campbell (Managing Director & CEO)
Mr. Michael Stork (Non-Executive Director and Deputy Chair)
Dr. Pamela M. Klein (Non-Executive Director)
Ms. Suzy Jones (Non-Executive Director - retired on 15 September 2023)
Compensation
The aggregate compensation made to Directors and other members of key management personnel of the Group is set out
below:
Consolidated
30 June 2024 30 June 2023
$
$
Short-term employee benefits
594,267
746,349
Post-employment benefits
36,957
32,631
Long-term benefits
18,066
9,474
Share-based payments
54,910
251,167
704,200
1,039,621
51
Patrys Limited
Notes to the financial statements
30 June 2024
Note 19. Remuneration of auditors
During the financial year the following fees were paid or payable for services provided by the auditor and its related entities of
the Company:
Consolidated
30 June 2024 30 June 2023
$
$
Audit services - BDO Audit Pty Ltd
BDO Audit Pty Ltd - Audit or review of the financial statements
90,000
78,000
Other services - BDO Services Pty Ltd
BDO Services Pty Ltd - Review and lodgement of corporate tax returns
18,500
17,600
108,500
95,600
Note 20. Commitments and contingent liabilities
Capital expenditure commitments
There was no capital expenditure contracted for at reporting date but not provided for in the financial statements at 30 June
2024 (30 June 2023: None).
Licence agreements
Patrys has entered into a number of licence agreements in respect of technologies and assets as outlined below. There were
no changes to the latter three agreements from the 30 June 2023 Annual Report.
Patrys - Debiovision - Option License and Assignment Agreement
In August of 2009, Patrys acquired the rights to product SC-1 (renamed PAT-SC1) from Debiovision Inc. Once developed,
Patrys royalties will be payable to Debiovision on the sale of products that derive from PAT-SC1. These royalty rates are
typical in the industry for transactions of this nature. This agreement, which concerned historical IgM assets of Patrys that are
no longer under development, was terminated during FY 2023.
Nucleus Therapeutics – Yale University – License, Commercialisation and Development Agreement
In March of 2016, Patrys acquired the Nucleus Therapeutics Pty Ltd, in order to obtain the global license for the development
as anti-cancer agents the antibodies 3E10 and 5C6 from Yale University. Once developed, certain milestone payments and
royalties will be payable to Yale University regarding products that derive from 3E10 and/or 5C6. These milestones and
royalties are typical in the industry for transactions of this nature.
Nucleus Therapeutics – Sigma Aldrich Pty Ltd Non-Exclusive Licence Agreement
In February of 2021, Nucleus Therapeutics (a wholly-owned subsidiary of Patrys) entered into a licence agreement with Sigma
Aldrich Pty Ltd., covering the use of Sigma’s CHOZN GS cell line for Patrys’ product, PAT-DX1. If Patrys wishes to
commercialise any of the products developed under the licence agreement it has the right to enter into a commercial license
with Sigma which would incur a marketing approval fee (AUD conversion to be completed at applicable future exchange rates)
payable upon filing per marketing approval in the US, the EU and any other market. The marketing approval fee is typical in
the industry for transactions of such nature.
Payload Therapeutics – Yale University – License, Commercialisation and Development Agreement
In June 2017, Payload Therapeutics (a wholly-owned subsidiary of Patrys) obtained the global license for the development as
anti-cancer agents the antibodies 3E10 nanoparticles from Yale University. Once developed, certain milestone payments and
royalties will be payable to Yale University regarding products that derive from 3E10 nanoparticles. These milestones and
royalties are typical in the industry for transactions of this nature.
Contingent liabilities
The Group does not have any contingent liabilities or assets at the reporting date.
Note 21. Related party transactions
Parent entity
Patrys Limited is the parent entity.
52
Patrys Limited
Notes to the financial statements
30 June 2024
Note 21. Related party transactions (continued)
Subsidiaries
Interests in subsidiaries are set out in note 23.
Key management personnel
Disclosures relating to key management personnel are set out in note 18 and the remuneration report included in the Directors'
report.
Transactions with related parties
The following transactions occurred with related parties:
Consolidated
30 June 2024 30 June 2023
$
$
Payment for other expenses:
Consulting fees paid to Suzy Jones*
-
7,440
*
R&D consulting fee of USD 5,000 at an exchange rate of 0.6721 was paid to DNA Ink LLC, an entity associated with Ms
Jones at arm’s length market rates.
Receivable from and payable to related parties
There were no trade receivables from or trade payables to related parties at the current and previous reporting date.
Loans to/from related parties
Transactions with controlled entities
There were no loans to/from related parties at the current and previous reporting date.
Terms and conditions
All transactions were made on normal commercial terms and conditions and at market rates.
Note 22. Parent entity information
Set out below is the supplementary information about the parent entity.
Statement of profit or loss and other comprehensive income
Parent
30 June 2024 30 June 2023
$
$
Loss after income tax
(1,464,700)
(9,567,363)
Other comprehensive income for the year, net of tax
-
-
Total comprehensive income
(1,464,700)
(9,567,363)
53
Patrys Limited
Notes to the financial statements
30 June 2024
Note 22. Parent entity information (continued)
Statement of financial position
Parent
30 June 2024 30 June 2023
$
$
Total current assets
2,289,890
3,503,386
Total non-current assets
353,051
395,422
Total assets
2,642,941
3,898,808
Total current liabilities
472,214
433,596
Total non-current liabilities
2,630
-
Total liabilities
474,844
433,596
Net assets
2,168,097
3,465,212
Equity
Issued capital
85,734,437
85,730,143
Share options reserve
1,610,027
2,231,074
Accumulated losses
(85,176,367) (84,496,005)
Total equity
2,168,097
3,465,212
Guarantees entered into by the parent entity in relation to the debts of its subsidiaries
The Company had no guarantees in relation to the debts of its subsidiaries as at 30 June 2024 (2023: Nil).
Contingent liabilities
The parent entity had no contingent liabilities as at 30 June 2024 (2023: Nil).
Capital commitments - Property, plant and equipment
The parent entity had no capital commitments for property, plant and equipment as at 30 June 2024 (2023: Nil).
Material accounting policy information
The accounting policies of the parent entity are consistent with those of the Group, as disclosed in note 2, except for the
following:
●
Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.
Note 23. Interests in subsidiaries
The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance
with the accounting policy described in note 2:
Ownership interest
Principal place of business /
30 June 2024 30 June 2023
Name
Country of incorporation
%
%
Patrys GmbH (*)
Germany
-
100%
Nucleus Therapeutics Pty Ltd
Australia
100%
100%
Payload Therapeutics Pty Ltd
Australia
100%
100%
Transmab Pty Ltd
Australia
100%
100%
*
On 9 November 2023, the de-registration of the Consolidated Entity’s wholly-owned German subsidiary, Patrys GMbH
was completed.
54
Patrys Limited
Notes to the financial statements
30 June 2024
Note 24. Events after the reporting period
On 29 July 2024, the Company announced that the PAT-DX1 GMP manufacturing run has identified an inconsistency with
one of the processes used in specification testing which is currently being rectified. The specification testing of
the manufacturing run of PAT-DX1 is now expected to be complete in the second half of August 2024.
No other matter or circumstance has arisen since 30 June 2024 that has significantly affected, or may significantly affect the
Group's operations, the results of those operations, or the Group's state of affairs in future financial years.
Note 25. Reconciliation of loss after income tax to net cash used in operating activities
Consolidated
30 June 2024 30 June 2023
$
$
Loss after income tax expense for the year
(3,539,150)
(7,061,624)
Adjustments for:
Depreciation and amortisation
46,997
46,987
Share based payments
163,291
465,548
Change in operating assets and liabilities:
Decrease in trade and other receivable
1,500,293
573,262
Decrease in prepayments
15,377
52,928
(Decrease)/increase in trade and other payables
(57,866)
112,028
Increase in other provisions
55,121
32,049
Net cash used in operating activities
(1,815,937)
(5,778,822)
Note 26. Loss per share
Consolidated
30 June 2024 30 June 2023
$
$
Loss after income tax attributable to the Owners of Patrys Limited
(3,539,150)
(7,061,624)
Number
Number
Weighted average number of ordinary shares used in calculating basic earnings per share 2,055,750,236 2,055,402,017
Weighted average number of ordinary shares used in calculating diluted earnings per share 2,055,750,236 2,055,402,017
Cents
Cents
Basic losses per share
(0.1722)
(0.3436)
Diluted losses per share
(0.1722)
(0.3436)
As at 30 June 2024, the Consolidated Entity had 101,500,000 (2023: 389,743,888) quoted and unquoted options, which are
excluded from the calculation of basic and diluted earnings per share. These equity instruments are considered to be anti-
dilutive, as their inclusion would not decrease earnings per share nor increase the loss per share, from continuing operations.
Accounting policy for earnings per share
Basic earnings per share
Basic earnings per share is calculated by dividing the loss attributable to the Owners of Patrys Limited, excluding any costs
of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the
financial year, adjusted for bonus elements in ordinary shares issued during the financial year.
55
Patrys Limited
Notes to the financial statements
30 June 2024
Note 26. Loss per share (continued)
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the
after income-tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted
average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.
Note 27. Share based payments
The following share-based payment arrangements were in existence during the current and/or prior reporting period:
Employee equity
The Company issues equity to directors, employees and key consultants of the Group, under either the Loan Share Plan
(LSP) or the Executive Share Option Plan (ESOP). Under the plans, participants are issued with equity to foster an ownership
culture within the Company to motivate them to achieve performance targets of the Group. Participation in the plans is at the
Board’s discretion and no individual has a contractual right to participate in the plans or to receive any guaranteed benefits.
Loan Share Plan (LSP)
The Company introduced the LSP in December 2009, following approval of the plan at the 2009 Annual General Meeting.
Only Australian residents are eligible to participate in the plan. The plan allows non-recourse, interest free loans to be provided
to eligible participants to acquire shares under the plan. When an issue is made it is treated as an in-substance grant of
options and expensed over the vesting period because of the limited recourse nature of the loans. Generally, shares issued
under the plan vest over a three-year period. The shares are acquired in the name of the participant and each participant
authorises and appoints the Company Secretary to act on their behalf. Any dividends paid on the shares are used to repay
the loan. If the participant leaves the Company, any shares that have not vested are bought back by the Company and
cancelled along with the loan. In respect of shares that have vested, generally, the loan balance must be paid in full within six
months of termination of appointment or the shares are sold, and the proceeds applied to settle the loan balance. The issue
price of the shares in the Company held under the LSP is not included in equity until the loan has been repaid. There were no
outstanding loans or shares under LSP at 30 June 2024.
Executive Share Option Plan (ESOP)
Options are granted under the ESOP. Under the ESOP each option granted converts into one ordinary share of Patrys Limited.
Options are granted under the plan for no consideration and carry no dividend or voting rights. Options may be exercised at
any time from the date of vesting to the date of their expiry. The options are typically issued in two or three equal tranches
which vest over a three-year period, each tranche having varied expiry dates after vesting date. The exercise period in relation
to an option, means the period in which the option may be exercised, and is specified by the Board. If a participant ceases to
be appointed as a director or employed by any member of the Group (other than due to his/her death) then, generally, options
that have vested at the date of cessation of appointment/employment will lapse if not exercised within six months of the
cessation date unless an extension is granted by the Board. In the case of death of the participant then the exercise period is
extended to twelve months. All unvested options will generally lapse on cessation.
The valuations of shares issued under the LSP and options issued under the ESOP are determined by using an industry
standard option pricing model taking into account the terms and conditions upon which the instruments were issued.
The Board aims to ensure that the aggregate number of shares or options which may be issued pursuant to the LSP and
ESOP shall not at any time exceed 5% of the total number of issued shares of the company (not including any issues made
under the ESOP to Directors of the company). All issues of shares or options under the plans are subject to approval by the
Nomination & Remuneration Committee.
Set out below are summaries of options granted under the Executive Share Option Plan:
56
Patrys Limited
Notes to the financial statements
30 June 2024
Note 27. Share based payments (continued)
●
Between November 2016 to June 2020, the Company issued a total of 76,000,000 unquoted options to the employees
under the ESOP with varying exercise prices and expiry dates of which 8,500,000 remained unexpired on 30 June 2024.
●
On 15 December 2021, the Company issued 22,600,000 unquoted options, with an exercise price of 2.7 to directors and
employees of the Group under the ESOP of which 600,000 options have been lapsed in FY2023. These options expire
on 18 December 2024.
●
In November 2021, the Company issued 44,000,000 unquoted options to the employees and consultants, with an
exercise price of 5.9 cents. These options expire on 30 September 2025 and 15 March 2026, respectively.
●
On 16 November 2022, the Company issued 8,000,000 unlisted options, to Dr Charmaine Gittleson as part of her sign-
on package. These unlisted options are exercisable at $0.045 each, have various vesting conditions, and expire on 14
November 2026.
●
On 11 May 2023, the Company issued 19,000,000 Unlisted Options, subject to various vesting conditions, exercisable
at $0.045 (4.5 cents) each, with 18,500,000 expiring 10 April 2026 and 500,000 expiring 30 September 2026, to an
eligible employee and consultants respectively of the Company under the Company's Equity Incentive Plan (EIP).
30 June 2024
Balance at
Expired/ Balance at
Exercise the start of
forfeited/
the end of
Grant date
Expiry date
price
the year
Granted
Exercised
other
the year
22/11/2018
22/11/2023
$0.0350
28,000,000
-
- (28,000,000)
-
15/03/2019
15/03/2024
$0.0290
3,000,000
-
-
(3,000,000)
-
12/09/2019
31/08/2024
$0.0290
1,500,000
-
-
-
1,500,000
01/10/2019
01/10/2024
$0.0350
4,000,000
-
-
-
4,000,000
15/03/2020
15/03/2025
$0.0220
2,750,000
-
-
-
2,750,000
08/05/2020
05/05/2025
$0.0170
250,000
-
-
-
250,000
08/05/2020
05/08/2023
$0.0240
7,500,000
-
(30,001)
(7,469,999)
-
21/12/2020
05/08/2023
$0.0240
1,250,000
-
(148,940)
(1,101,060)
-
15/12/2020
15/12/2023
$0.0400
8,300,000
-
-
(8,300,000)
-
15/12/2020
15/12/2024
$0.0270
22,000,000
-
-
-
22,000,000
05/11/2021
30/09/2025
$0.0590
25,000,000
-
-
-
25,000,000
17/11/2021
30/09/2025
$0.0590
16,250,000
-
-
-
16,250,000
19/11/2021
30/09/2025
$0.0590
250,000
-
-
-
250,000
19/11/2021
15/03/2026
$0.0590
2,500,000
-
-
-
2,500,000
16/11/2022
14/11/2026
$0.0450
8,000,000
-
-
-
8,000,000
11/05/2023
10/04/2026
$0.0450
18,500,000
-
-
-
18,500,000
11/05/2023
30/09/2026
$0.0450
500,000
-
-
-
500,000
149,550,000
-
(178,941) (47,871,059) 101,500,000
Weighted average exercise price
$0.0419
$0.0000
$0.0240
$0.0335
$0.0458
57
Patrys Limited
Notes to the financial statements
30 June 2024
Note 27. Share based payments (continued)
30 June 2023
Balance at
Expired/ Balance at
Exercise the start of
forfeited/
the end of
Grant date
Expiry date
price
the year
Granted
Exercised
other
the year
15/03/2018
15/03/2023
$0.0613
500,000
-
-
(500,000)
-
15/03/2018
01/07/2022
$0.0613
2,500,000
-
-
(2,500,000)
-
01/06/2018
18/04/2023
$0.0200
2,500,000
-
-
(2,500,000)
-
22/11/2018
22/11/2023
$0.0350
32,000,000
-
-
(4,000,000)
28,000,000
15/03/2019
15/03/2024
$0.0290
3,000,000
-
-
-
3,000,000
12/09/2019
31/08/2024
$0.0290
1,500,000
-
-
-
1,500,000
01/10/2019
01/10/2024
$0.0350
4,000,000
-
-
-
4,000,000
15/03/2020
15/03/2025
$0.0220
2,750,000
-
-
-
2,750,000
08/05/2020
05/05/2025
$0.0170
250,000
-
-
-
250,000
08/05/2020
05/08/2023
$0.0240
7,500,000
-
-
-
7,500,000
21/12/2020
05/08/2023
$0.0240
1,250,000
-
-
-
1,250,000
15/12/2020
15/12/2023
$0.0400
8,300,000
-
-
-
8,300,000
15/12/2020
18/12/2024
$0.0270
22,600,000
-
-
(600,000)
22,000,000
05/11/2021
30/09/2025
$0.0590
25,000,000
-
-
-
25,000,000
17/11/2021
30/09/2025
$0.0590
16,250,000
-
-
-
16,250,000
19/11/2021
30/09/2025
$0.0590
250,000
-
-
-
250,000
19/11/2021
15/03/2026
$0.0590
2,500,000
-
-
-
2,500,000
16/11/2022
14/11/2026
$0.0450
-
8,000,000
-
-
8,000,000
11/05/2023
10/04/2026
$0.0450
-
18,500,000
-
-
18,500,000
11/05/2023
30/09/2026
$0.0450
-
500,000
-
-
500,000
132,650,000
27,000,000
- (10,100,000) 149,550,000
Weighted average exercise price
$0.0410
$0.0450
$0.0000
$0.0370
$0.0419
Set out below are the options exercisable at the end of the financial year:
Grant date
Expiry date
30 June 2024 30 June 2023
Number
Number
22/11/2018
22/11/2023
-
19,000,000
15/03/2019
15/03/2024
-
3,000,000
12/09/2019
31/08/2024
1,500,000
1,500,000
01/10/2019
01/10/2024
3,000,000
3,000,000
15/03/2020
15/03/2025
2,750,000
2,750,000
08/05/2020
05/05/2025
250,000
250,000
05/05/2020
05/08/2023
-
7,500,000
21/12/2020
05/08/2023
-
1,250,000
15/12/2020
15/12/2023
-
8,300,000
15/12/2020
18/12/2024
21,400,000
21,400,000
17/11/2021
30/09/2025
500,000
500,000
19/11/2021
30/09/2025
2,500,000
2,500,000
16/11/2022
14/11/2026
2,000,000
2,000,000
11/05/2023
10/04/2026
4,625,000
4,625,000
11/05/2023
30/09/2026
500,000
500,000
39,025,000
78,075,000
The weighted average remaining contractual life of options outstanding at the end of the financial year was 1.55 years (2023:
1.24 years).
Accounting policy for share-based payments
Equity-settled share-based compensation benefits are provided to employees.
58
Patrys Limited
Notes to the financial statements
30 June 2024
Note 27. Share based payments (continued)
Equity-settled transactions are awards of shares, or options over shares that are provided to employees in exchange for the
rendering of services.
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using
either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option,
the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend
yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether
the Group receives the services that entitle the employees to receive payment. No account is taken of any other vesting
conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting
period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate
of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit
or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous
periods.
Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to market conditions
are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are
satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An
additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value of
the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the Group or employee, the failure to satisfy the condition is treated as a
cancellation. If the condition is not within the control of the Group or employee and is not satisfied during the vesting period,
any remaining expense for the award is recognised over the remaining vesting period, unless the award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining expense
is recognised immediately. If a new replacement award is substituted for the cancelled award, the cancelled and new award
is treated as if they were a modification.
59
Patrys Limited
Consolidated entity disclosure statement
As at 30 June 2024
Place formed /
Ownership
interest
Entity name
Entity type
Country of incorporation
%
Tax residency
Patrys Limited
Body corporate
Australia
-
Australia
Nucleus Therapeutics Pty Ltd
Body corporate
Australia
100.00%
Australia
Payload Therapeutics Pty Ltd
Body corporate
Australia
100.00%
Australia
Transmab Pty Ltd
Body corporate
Australia
100.00%
Australia
60
Patrys Limited
Directors' declaration
30 June 2024
In the Directors' opinion:
●
the attached financial statements and notes comply with the Corporations Act 2001, the Australian Accounting Standards,
the Corporations Act 2001 and other mandatory professional reporting requirements;
●
the attached financial statements and notes comply with International Financial Reporting Standards as issued by the
International Accounting Standards Board as described in note 2 to the financial statements;
●
the attached financial statements and notes give a true and fair view of the Group's financial position as at 30 June 2024
and of its performance for the financial year ended on that date;
●
there are reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable; and
●
the information disclosed in the attached consolidated entity disclosure statement is true and correct.
The Directors have been given the declarations required by section 295A of the Corporations Act 2001.
Signed in accordance with a resolution of Directors made pursuant to section 295(5)(a) of the Corporations Act 2001.
On behalf of the Directors
___________________________
Dr. Charmaine Gittleson
Chair
23 August 2024
Charmaine Gittleson
61
Patrys Limited
Independent auditor's report to the members of Patrys Limited
[This page has intentionally been left blank for the insertion of page one of the independent auditor's report]
Tel: +61 3 9603 1700
Fax: +61 3 9602 3870
www.bdo.com.au
Collins Square, Tower Four
Level 18, 727 Collins Street
Melbourne VIC 3008
GPO Box 5099 Melbourne VIC 3001
Australia
BDO Audit Pty Ltd ABN 33 134 022 870 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 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.
INDEPENDENT AUDITOR'S REPORT
To the members of Patrys Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Patrys Limited (the Company) and its subsidiaries (the Group),
which comprises the statement of financial position as at 30 June 2024, the statement of profit or loss
and other comprehensive income, the statement of changes in equity and the statement of cash flows
for the year then ended, and notes to the financial report, including material accounting policy
information, the consolidated entity disclosure statement 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 2024 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.
Material uncertainty related to going concern
We draw attention to Note 2 in the financial report which describes the events and/or conditions which
give rise to the existence of a material uncertainty that may cast significant doubt about the Group’s
ability to continue as a going concern and therefore the Group may be unable to realise its assets and
discharge its liabilities in the normal course of business. Our opinion is not modified in respect of this
matter.
62
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the financial report of the current period. These matters were addressed in the context of
our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide
a separate opinion on these matters. In addition to the matter described in the Material uncertainty
related to going concern section, we have determined the matters described below to be the key audit
matters to be communicated in our report.
Key Audit Matter
How the matter was addressed in our audit
Revenue Recognition, including the Existence
and Accuracy of Research and Development
(R&D) Tax Incentive
As at 30 June 2024, the statement of financial
position included a receivable for R&D tax
incentives due to be collected from the Australian
Taxation Office (ATO).
This receivable relates to the research and
development (R&D) tax incentive that encourages
companies to engage in R&D activities by providing
a grant to cover a certain percentage of the
eligible expenditure incurred during a financial
year.
The calculation of the R&D tax incentive is
complex and requires a level of judgement as to
the amount of eligible expenditure that can be
claimed and the appropriate rate to be applied.
Our procedures amongst others included the
following:
• Performed testing on a sample basis of the
R&D expenditure incurred during the
financial year to underlying supporting
documentation in order to verify that the
expenditure claimed was incurred.
• Obtained the R&D workings as prepared by
management’s experts and engaged our BDO
Indirect Tax experts to review the
expenditure claimed and the tax rate
applied are appropriate and in line with the
ATO guidelines.
• Assessed the appropriateness of the
disclosures included in the financial report
with reference to the requirements of the
Australian Accounting Standards.
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 2024, 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:
a)
the financial report that gives a true and fair view in accordance with Australian Accounting
Standards and the Corporations Act 2001 and
b)
the consolidated entity disclosure statement that is true and correct in accordance with the
Corporations Act 2001, and
for such internal control as the directors determine is necessary to enable the preparation of:
i)
the financial report that gives a true and fair view and is free from material misstatement,
whether due to fraud or error; and
63
ii)
the consolidated entity disclosure statement that is true and correct and is free of
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 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 24 to 30 of the directors’ report for the
year ended 30 June 2024.
In our opinion, the Remuneration Report of Patrys Limited, for the year ended 30 June 2024, 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 Pty Ltd
Wai Aw
Director
Melbourne, 23 August 2024
64
Patrys Limited
Shareholder information
30 June 2024
The shareholder information set out below was applicable as at 14 August 2024.
Distribution of equitable securities
Analysis of number of equitable security holders by size of holding:
Number
Number
%
of
holders
of
of
of
ordinary
shares
ordinary
shares
ordinary
shares
Number of
holders of
unlisted
options
Number of
unlisted
options
% of
unlisted
options
1 - 1,000
132
11,215
0.00
-
-
-
1,001 - 5,000
55
217,899
0.01
-
-
-
5,001 - 10,000
119
1,031,194
0.05
-
-
-
10,001 - 100,000
1,516
72,037,624
3.50
-
-
-
100,001 - and over
1,487 1,984,149,403
96.44
13
101,500,000
100.00
3,310
2,057,447,335
100.00
13
101,500,000
100.00
Holding less than a
marketable parcel
1,454
71,429
0.00
-
-
-
Twenty largest quoted equity security holders
The names of the twenty largest security holders of quoted equity securities are listed below:
Ordinary shares
% of total
Number held Shares issued
DR DAX MARCUS CALDER
129,000,000
6.27
CITICORP NOMINEES PTY LIMITED
99,195,175
4.82
STORK HOLDINGS 2010 LTD
98,773,814
4.80
DAX CALDER PTY LTD
65,000,000
3.16
MR MLADEN MARUSIC
59,680,843
2.90
KEMAST INVESTMENTS PTY LTD
39,814,272
1.94
ESTELLEANNE PTY LTD
35,500,000
1.73
MARGINATA PTY LTD
31,000,000
1.51
ALTUM TRUSTEES LIMITED
28,049,888
1.36
STAFFWEAR PTY LTD
27,000,000
1.31
ALTUM TRUSTEES LTD
26,499,994
1.29
TOWNS CORPORATION PTY LTD
21,715,000
1.06
MR VINH TRAN
21,513,277
1.05
MR JUSTIN FRANK PUDDICK
19,000,000
0.92
YALE UNIVERSITY
16,116,324
0.78
EDSTOP PTY LIMITED
15,501,223
0.75
MR CRAIG GEOFFREY THOMAS
13,439,814
0.65
MR BENJAMIN JOHN WAGNER
13,280,000
0.65
MR VISHAL GUMBER
12,933,733
0.63
MR THOMAS EDGAR EDMUNDS + MRS SUSAN RAE EDMUNDS
11,500,000
0.56
784,513,357
38.13
Unquoted equity securities
Number
Number
on issue
of holders
Options over ordinary shares issued
101,500,000
13
65
Patrys Limited
Shareholder information
30 June 2024
Substantial holders
Substantial holders in the Company, as disclosed in substantial holding notices given to the Company, are set out below:
Ordinary shares
% of total
shares
Number held
issued
Dr Dax Marcus Calder
120,117,634
11.19
Voting rights
The voting rights attached to ordinary shares are set out below:
Ordinary shares
All issued shares carry voting rights on a one-for-one basis.
Unquoted Options
There are no voting rights attached to the unquoted options.
There are no other classes of equity securities.
Corporate Governance Statement
Refer to the Company's Corporate Governance statement at: https://patrys.com/investors/#corporate-governance
Annual General Meeting
Patrys Limited advises that its Annual General Meeting will be held on Wednesday, 20 November 2024. The time and other
details relating to the meeting will be advised in the Notice of Meeting to be sent to all shareholders and released to ASX in
due course. In accordance with ASX Listing Rules and the Company’s Constitution, the closing date for receipt of nominations
for the position of Director are required to be lodged at the registered office of the Company by 5.00pm (AEDT) on 1 October
2024.
66
Corporate directory
DIRECTORS
Dr Charmaine Gittleson (Non-Executive Chairman)
Dr. James Campbell (Managing Director & CEO)
Mr. Michael Stork (Non-Executive Director and Deputy Chairman)
Dr. Pamela Klein (Non-Executive Director)
COMPANY SECRETARY
Mr. Stefan Ross
REGISTERED OFFICE
Level 4, 96-100 Albert Road, South Melbourne VIC 3205 Phone: +61 3 9692 7222
PRINCIPAL PLACE OF BUSINESS
Level 4, 96-100 Albert Road, South Melbourne VIC 3205
Phone: +61 3 9670 3273
SHARE REGISTER
Computershare Investor Services Pty Limited 452 Johnston Street, Abbotsford VIC 3067
Phone: 1300 850 505 (within Australia)
Phone: +61 3 9415 4000 (outside Australia)
AUDITOR
BDO Audit Pty Ltd Tower 4, Level 18, 727 Collins Street, Melbourne VIC 3008 Australia
STOCK EXCHANGE
Patrys Limited shares are listed on the Australian Securities Exchange (ASX code: PAB and
Listed Options: PABOA)
WEBSITE
patrys.com
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Corporate and social responsibility
Patrys is a leading therapeutic development company developing a platform of cell-penetrating antibodies as potential
therapeutics for a range of different diseases. In pursuing this objective, Patrys acknowledges its role within society and
believes its success will deliver long-term positive benefits to all stakeholders. Patrys’ corporate governance principles
and code of conduct set the framework for how the Company, management and employees are expected to conduct
themselves.
Our people
The employees of Patrys are essential to the Company achieving business success. To ensure Patrys remains a safe,
healthy, and attractive workplace for our employees, Patrys has established workplace policies and practices.
Patrys’ code of conduct reflects the core values of the Company and sets out standards of behaviour in matters
including compliance with all legal operations of the Company. Patrys has significantly lower rates of employee turnover
than the industry average. This higher rate of employee retention is indicative of its positive and collegiate workplace.
Patrys prides itself on a strong culture based on accountability, performance, and ethical and respectful behaviours.
The Board has adopted a diversity policy to provide a framework for Patrys to achieve a number of diversity objectives
including, but not limited to, gender, age, ethnicity, disability, sexual orientation and cultural background. Within the
limits of a small organisation, Patrys believes that it is tracking well on measures of diversity, including six of the nine
leadership roles in the Board and Management being held by females, and similarly five being born outside of Australia.
Patrys strives to put in place measures, such as flexible working arrangements, specifically to encourage participation
by all.
Employee option schemes are used to provide the opportunity for all staff to share in the success of the Company and
to assist in aligning the objectives of employees with those of shareholders.
The community
Through innovative research and development, Patrys is creating products for needs which are currently unmet within
the health and medical markets. All of Patrys’ preclinical research activities comply with strict regulatory and ethical
approval processes.
p a t r y s . c o m