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Volpara Health

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FY2021 Annual Report · Volpara Health
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13.5 million 
women
39.5 million
images
One goal

Annual Report 2021

2

3

Prevent 
advanced-stage 
breast cancer 

Every time a woman has a mammogram and 
the images are added to our database, we 
improve our ability to predict breast cancer. 
And, ultimately, prevent it.

2

4

6

10

12

19

20

22

24

28

32

42

43

54

61

104

107

108

Introduction

About Volpara Health

Culture

The Challenge

Creating the Future

Our Moonshot

Rebranding

Highlights

Chair's Letter

CEO's Report

Directors' Report

Auditor's Independence Declaration

Remuneration Report

Independent Auditor's Report

Consolidated Financial Statements

Additional Information

Corporate Directory

Glossary

Volpara Health Annual Report 2021 
4

ABOUT VOLPARA HEALTH

When we focus  
on the individual,  
we serve millions

2,000+

facilities have installed Volpara 
software, including top US centres 

Since we first listed on the ASX in April 
2016, we have raised A$132 million, 
including A$37 million in April/May 
2020. We’ve also made two significant 
acquisitions in MRS Systems, Inc., 
and CRA Health, LLC. With offices in 
Seattle and Boston, and staff on four 
continents, we are proudly based in 
Wellington, New Zealand.

In the sections that follow, we’ll look 
more closely at the strategy guiding 
our work.

Volpara’s strategy is one 
rooted in deeply held 
principles. Partnering 
artificial intelligence 
with rigorous, peer-
reviewed science, we 
develop products that 
empower women and 
optimise screening. 
We understand that 
providing personalised 
breast care to one 
woman at a time is the 
most effective way to 
serve millions of women.

From the very beginning, we have 
endeavoured to take the best of the 
academic and commercial worlds to 
produce an elegant, practical solution 
for the everyday world. A world where 
the prediction of breast cancer risk is 
so precise that advanced-stage cancer 
becomes a thing of the past, and the 
prevention of breast cancer altogether 
is possible in a tomorrow that's getting 
closer and closer. 

On our journey to hasten the arrival of 
that day, we have developed the breast 
health industry’s most scientifically 
validated technology platform. Our 
work is supported by numerous 
patents, trademarks, and regulatory 
registrations, including FDA clearance 
and CE marking, and an unmatched 
volume of peer-reviewed publications. 
And we are the preferred partner of 
leading clinical sites around the world. 

13.5 m+

women across 39 countries have 
had their breast composition 
assessed by Volpara

3,600+

radiographers use Volpara  
to monitor performance 

39.5 m+

mammography & tomosynthesis images 
have been anonymised and evaluated  
for positioning and compression, and  
stored in Volpara’s cloud 

300+

peer-reviewed articles and 
research abstracts that  
include Volpara technology

5

About Volpara Health

Volpara Health Annual Report 20216

CULTURE

We are greater  
than the sum of  
our parts 

Though it’s many years since Volpara 
was a tiny startup in Ralph Highnam's 
house, in a back bedroom overlooking 
Wellington's Mount Victoria, the 
sense of mission burns as brightly 
as ever. Walk through the doors 
of the Wellington office and you’ll 
find an atmosphere humming with 
engagement—lots of animated 
discussions, yes, but also many heads 
down doing the work that bit by bit, 
piece by piece, adds up to world-
leading software. 

This is a company few find themselves 
in by accident, as nearly everyone has 
a story of a friend or family member 
affected by breast cancer. Some are 
industry veterans with decades of 
experience in mammography, others 
have joined the ranks as experts in 
other fields, and still others are newly 
minted scientists, software engineers, 
or designers. Highly educated, they 

come from all over the world, a mix of 
native New Zealanders and immigrants 
to Aotearoa, united in common cause. 

“I joined Volpara to 
help improve the 
experience of women 
and families impacted 
by breast cancer. I 
love knowing that our 
work contributes to a 
more compassionate 
system.”
—Anonymous, Volpara Employee

7

2021
175 people

2020
174 people

2019
80 people

2018
52 people

2017
38 people

NUMBER OF EMPLOYEES

Culture

Volpara Health Annual Report 20218

CULTURE

9

“Last year, during the height of the pandemic, 
a dear friend discovered a lump and was 
diagnosed with third-stage breast cancer. My 
wife returned to the States to care for her, to 
help organise her treatment plan, navigate a 
complex medical system, weigh her options. 

“I saw then that breast cancer never affects 
a single person in isolation, and that the 
work we do at Volpara is not just for those 
individuals but for everyone who loves them.” 

Ryan Rasmussen  
Lead Writer/Editor

“We are developing algorithms and software  
that I am so happy are being used on my mum!” 

“My best friend was diagnosed with breast 
cancer from her first mammogram at 45.  
She was lucky they caught it early, but even 
now she is still confused and feels bamboozled 
by the system and its jargon.” 

“I came to Volpara for all the women in my life 
impacted by breast cancer, including Prue, a 
mum of two who passed away at 35. I stay 
because the job is not yet done.” 

Volpara Employees | Wellington, New Zealand

Jade Yip  
Product Manager,  
Science & Research

Anonymous  
Volpara Employee

Anonymous  
Volpara Employee

Culture

Volpara Health Annual Report 202110

THE CHALLENGE

11

Breast cancer is now the  
most-diagnosed cancer in  
the world.1  Every year, over  
2.25 million people are told  
they have breast cancer.

Every year, over 680,000 
people will die from it. 

They shouldn't have to.  
Despite huge advancements  
in screening technology, these 
numbers are only increasing.  
So, at Volpara we ask:

How can we do better?

2,261,419

worldwide cases 
of breast cancer2

684,996

worldwide deaths 
from breast cancer2

324,000

US cases of breast 
cancer (approx.) 

40,000 

US deaths from 
breast cancer 

1. https://www.who.int/news/item/03-02-2021-breast-cancer-now-most-common-form-of-cancer-who-taking-action
2. https://gco.iarc.fr/today/data/factsheets/populations/840-united-states-of-america-fact-sheets.pdf

The Challenge

Volpara Health Annual Report 202112

CREATING THE FUTURE

Our quest to prevent 
advanced-stage
cancer  

13

By providing key insights,  
Volpara helps radiographers 
improve their performance 
over time.

1976

Taking a risk on risk

In 1976, radiologist John Wolfe 
first hypothesized a link between 
mammographic breast density 
patterns and the risk of developing 
breast cancer. His early work 
generated a great deal of interest but 
could not be easily replicated due 
in part to the subjectivity of judging 
his patterns, and the area fell into 
disrepute clinically. Norman Boyd then 
developed more quantitative ways of 
measuring breast density, moving away 
from patterns to the percentage of the 
breast that was dense, fibroglandular 
tissue. In hundreds of articles, Boyd 
provided convincing evidence that 
breast density was a significant, 
independent risk factor for breast 
cancer.3 

Boyd’s method proved hard to fully 
automate. At the same time, however, 

mammography was transitioning from 
film to digital. This modality struck 
Ralph Highnam, then a graduate 
student at Oxford University, as 
well suited to a new volumetric, or 
three-dimensional, approach to 
measuring breast density. Ideally, 
such an approach would be objective, 
consistent, and repeatable, and thus 
provide a more quantitative aspect to 
breast cancer screening. 

During this period, researchers started 
to realise that breast density was not 
only the strongest risk factor on a 
population base but also a significant 
risk factor for missing cancers if they 
were present. The stakes were clear:  
If a woman’s breast density could be  
accurately measured, then she and 
her healthcare providers would have 
options—screening modalities less 
affected by the masking effect of 
dense tissue. Mammography would 

remain the gold standard in breast 
cancer screening, as it is still the only 
method proven to reduce mortality.4,5 
But it would now be enhanced by 
Highnam’s algorithm....

3.  Engmann NJ, Golmakani, MK, Miglioretti 

DL, et al. JAMA Oncol. 2017;3(9):1228−1236. 
doi:10.1001/jamaoncol.2016.6326

4.  Moss, S.M. et al. Effect of mammographic 
screening from age 40 years on breast 
cancer mortality in the UK Age trial at 17 
years' follow-up: a randomised controlled 
trial. The Lancet Oncology 16, 1123–1132 
(2015).

5.  American Cancer Society. American Cancer 
Society Breast Cancer Screening Guideline. 
2017 [cited] Available from: https://www.
cancer.org/latest-news/special-coverage/
american-cancer-society-breast-cancer-
screening-guidelines.html

2009

Focus on quality:  
refining density 
assessment

By 2009, the first state law requiring 
that women be notified of their breast 
density and screening options was 
passed in the United States. Highnam, 
meanwhile, had cofounded Mātakina 
Technology while continuing to refine 
his “VolparaDensity” algorithm. Named 
after the Māori word for “insight,” 
Mātakina set to work addressing the 
factors that can affect the accuracy 
of density assessments. In time, 
complementing what would come to 
be known as the TruDensity clinical 
function, there would be measures for 
radiation dose, compression pressure, 
and mammographic positioning.  

What if we could tell breast imaging 
centres how they were doing?  

This question would be answered with 
our development of Volpara Analytics, 
the only vendor-neutral software that 
provides automated and objective 
assessment of image quality on 
every mammogram. By providing key 
insights, Volpara helps radiographers 
improve their performance over time. 
The result is that women have a better 
experience, they are more likely to 
return, and the image quality  
is better—and that, in turn, means 
better breast density scoring. 

Creating the Future

Volpara Health Annual Report 202114

15

In the last year alone, 
the number of images in 
Volpara’s cloud—already 
one of the world’s largest 
data sets—has jumped 
nearly 60 percent. 

2015

A greater, global reach

By late 2015, Highnam’s company 
would be renamed Volpara Health 
Technologies to better signal 
its commitment to serving the 
international healthcare market. This 
was only the prelude to Volpara’s listing 
on the ASX in April 2016, the first move 
in the next major stage of Volpara’s 
development: scaling the business to 
reach more women.

The second move was the acquisition 
of Seattle-based MRS Systems, 
Inc., in mid-2019. The purchase 
instantly increased the number of US 
breast clinics to which Volpara had 
access—from 400 to over 2,000. It 
also brought the proportion of North 
American women whose images had 
been analysed by a Volpara product 
to over one-quarter. Apart from the 
considerable financial advantages— 

a significant increase in ARR, 
accelerated sales through cross-
selling opportunities, and increased 
ARPU through an extended 
product range—Volpara now had 
the foundation for an integrated 
software platform. 

Seeking “nothing short of a 
revolution”—the widespread 
implementation of personalised 
cancer screening—Volpara built 
upon MRS’s patient tracking and 
radiologist software to create the 
Volpara Breast Health Platform. 
This comprehensive clinical and 
workflow management software 
represents a substantial leap forward 
in breast clinics' ability to provide 
women a high-quality, personalised 
experience. It also generates the 
massive amounts of well-curated 
data needed to optimise AI.  

2021
39.5 million 

2020
25 million

2019
12 million

2018
4.3 million

2017
0.5 million

NUMBER OF CLOUD-BASED IMAGES

Creating the Future

Volpara Health Annual Report 202116

CREATING THE FUTURE

Year  
in Review

Volpara partners with  
Sheila R. Veloz Breast Center  
to provide image-enhanced  
patient letters 

17

DENSE trial using  
VolparaDensity software  
shows significant reduction  
in false-positive rate in  
second-round results 

Volpara sponsors free virtual 
CME course and DetectED-X 
online radiology training 
courses

Volpara showcases Volpara 
Breast Health Platform at AHRA 
2020 Virtual conference

Volpara expands Charlotte 
Radiology collaboration to sign 
US Radiology to five-year SaaS 
contract 

Volpara signs five-year SaaS 
contract with BreastScreen 
Queensland 

Volpara granted 
97th US patent 

Volpara acquires 
CRA Health, LLC 

Volpara customers use 
Volpara Analytics to 
resume breast screening 
operations amid COVID-19

Volpara wins Absolute  
IT Supreme Scale-Ups 
award

April

May

June

July

August

September

October

November

December

January

February

March

April

2020

Volpara extends distribution 
agreement with MeVIS  
Medical Solutions AG 

Volpara signs collaboration 
agreement with Ambry 
Genetics 

Volpara undertakes successful 
capital raise of A$37 million 
(NZ$39.5 million)

2021

Volpara wins Supreme Gold and 
Cyber Gold Awards at Wellington 
Gold Awards

Volpara partners with  
Sydney-based DetectED-X 

Volpara expands 
partnership with 
FUJIFILM Medical 
Systems U.S.A., Inc. 

Volpara Solutions 
rebrands to become 
Volpara Health 

Volpara AI study 
wins Magna cum 
Laude award at 
European College  
of Radiology 2021 

Volpara Group signs highest-
value contract to date with  
Trinity Health Corporation  
via CRA Health 

Creating the Future

Volpara Health Annual Report 202118

19

OUR MOONSHOT

To provide 
accurate risk 
assessment, 
monitoring, 
and detection
for all women. 

detection for all women. To reach it, 
we continue our focus on commercial 
success and data for science. 

2021+

Today the world, 
tomorrow the moon

Volpara was originally founded to 
provide a very accurate measurement 
of breast density. Naturally, this 
supported the early detection of breast 
cancer via screening, which has proven 
effective in reducing the disease’s 
morbidity and mortality. Highnam’s 
intention for Volpara’s software, 
however, was much broader: to enable, 
for all x-ray systems, the measurement 
of changes in breast tissue over time. 
Hormone replacement therapy and 
breast density–reducing drugs such 
as tamoxifen, for example, are useful 
strategies whose effects should 
be monitored. Such a temporal 
component would work hand in hand 
with prediction and early detection, 
ultimately pointing to some key 
questions: 

What if we could predict far more 
accurately who would develop breast 
cancer in the first place and then act 
to reduce those individuals’ risk?  

What if we could then get the right 
imaging at the right time to those 
women at high risk? 

What if we could then monitor those 
women to ensure prevention strategies 
were working? 

By acquiring CRA Health, LLC, earlier 
this year, Volpara has now gathered 
all the elements required to answer 
these questions. With world-leading 
risk assessment and genetics in its 
portfolio, Volpara has the means 
to create the most powerful risk 
model ever, one based not on tens of 
thousands of women but millions of 
women. This is the basis of what we 
call our moonshot: to provide accurate 
risk assessment, monitoring, and 

Our Moonshot

Volpara Health Annual Report 202120

REBRANDING

A brand  
to reflect our  
philosophy

Our logo

The new Volpara Health logo  
represents the coming together  
of core components to form a  
powerful and integrated platform. 
Taking the V from the name, a  
rounded arrow shape was crafted.  
The six arrows are positioned in 
symmetry, creating a juxtaposition 
of both balance and dynamism, 
openness and consolidation.

21

“This rebranding reflects our goal 
of not only helping providers, 
but also communicating clear 
information, fully supported by 
science, which empowers women 
to understand their options and 
take charge of their breast health.” 
—Dr Ralph Highnam, Group CEO & Chief Scientist 

A little over a year ago, many individuals across Volpara were 
working hard to thoroughly integrate the Wellington and 
Seattle teams. Their examination of the inner workings of the 
expanded company naturally prompted a re-evaluation of 
Volpara’s brand. The company had long enjoyed a reputation 
as a world leader in the breast health industry, but here 
was an opportunity to definitively express, through both 
visual elements and messaging, the value Volpara brings to 
customers, patients, and investors alike. 

The challenge was to signal Volpara’s commitment to 
personalised breast care while affirming its standing  
as a team of trusted advisers who join their expertise with 
that of leading clinical sites around the world. 

The first step, taken in October 2020, was the renaming of 
the company’s commercial arm, from Volpara Solutions to 
Volpara Health. 

The second step was more involved, requiring the 
collaboration of writers, designers, and developers across 
the marketing, product management, and engineering 
teams. By March 2021 they had renamed the products and 
launched a wholly redesigned website (www.volparahealth.
com) as well as a host of corresponding customer-facing 
materials—marketing collateral, software documentation, 
white papers, and training guides. Still to come is an 
extensive update to the user interface of Volpara Analytics 
3.0. The aim is a better experience for all those who 
come into contact with Volpara, whether radiographer or 
breast imaging manager, patient or prospective customer, 
scientist or shareholder. And the aim beyond that is the 
delivery of evidence-based science that provides the best in 
personalised breast health. 

Rebranding

Volpara Health Annual Report 202122

HIGHLIGHTS

23

Recognition

Key figures

MARKET SHARE OF NORTH AMERICA*

32%

+5%

We aim to do what's right for 
women and believe in what we do. 
So, it's pleasing to have our work 
recognised by industry peers and 
validated by the market.

WELLINGTON GOLD AWARDS 2020

WELLINGTON GOLD AWARDS 2020

REVENUE

DATABASE IMAGES 

Supreme  
Gold Award

Cyber 
Gold Award

$19.7 m

+57%

39.5 m

+58%

EUROPEAN COLLEGE OF RADIOLOGY 2021

TECHNOLOGY INVESTMENT NETWORK 2020

ARR

GROSS MARGIN

Magna 
cum Laude
award

Absolute  
IT Supreme  
Scale-Ups award

$27.9 m 

+55%

91%

* Of US and Canadian women screened for breast cancer, approx. 32%  
had at least one Volpara product analyse their data and/or images 

+5%

Highlights

Volpara Health Annual Report 202124

CHAIR'S LETTER

Dear 
Shareholders,

What a year it's been. At Volpara we are fortunate 
to be able to say this in at least two senses. The first 
acknowledges the challenges the COVID-19 pandemic has 
posed for so many individuals and organisations the world 
over. The second celebrates the hard work we’ve put in, 
and the resilience we’ve demonstrated, to achieve what 
has been our most financially successful year to date. 

25

With CRA Health, we have  
now assembled all the essential 
ingredients required for our 
moonshot, providing the most 
powerful risk assessment  
possible for every woman. 

Our culture of continual learning 
has served us well. It has enabled 
us to quickly pivot to new ways of 
working, especially when it comes 
to sales and marketing. Our new 
digital marketing has already 
proven effective in connecting 
with a breast health industry facing 
unprecedented reductions and 
subsequent overflows in screening 
volumes due to lockdowns. We’ve 
not been idle, either, in further 
developing our advanced AI software 
platform, perhaps the key element 
in Volpara’s path to realising its 
vision of becoming the global leader 
in cancer-prevention software. 

We’ve also benefitted from an industry 
climate increasingly favourable for 
what we do. Regulatory bodies are 
placing greater emphasis on quality 
of screening. Evidence pointing to 
breast density’s role as a risk factor 

continues to accumulate. The drivers 
for market adoption in the United 
States, Volpara’s largest market, are 
growing stronger, with the US Food 
and Drug Administration soon to 
mandate that all women be informed 
of their breast density. And US women 
are increasingly being recommended 
for risk assessments, including genetic 
testing in some cases, to supplement 
traditional mammography screening. 
Such positive changes can only bolster 
Volpara’s work to help usher in an era 
of personalised medicine based in risk 
assessment and genetics testing. 

Last year I reported that our April/
May 2020 capital raise was intended to 
support our ability to take advantage 
of compelling merger-and-acquisition 
opportunities. This is exactly what 
we’ve accomplished in acquiring CRA 
Health, LLC, in February. A leader 
in risk and genetics, the Boston-

based firm matches Volpara’s values, 
mission, and scientific background, 
and its integrations with major 
electronic health records systems and 
genetics companies greatly expand 
our ability to help many more women 
benefit from personalised breast care. 
Our action was immediately validated: 
Within weeks of the purchase, we  
signed, via CRA Health, our highest-
value contract to date, over 
US$400,000 per year in ARR. 

tracking and risk assessment to 
density assessment, performance 
monitoring, and the provisioning of 
individualised screening options, 
Volpara helps breast imaging centres 
accommodate patients at every step 
of their healthcare experience. With 
CRA Health, we have now assembled 
all the essential ingredients required 
for our moonshot, providing the most 
powerful risk assessment possible for 
every woman. 

The value of CRA Health goes far 
beyond a single sale, of course. 
The addition of its expertise means 
that Volpara is now the US leader in 
breast cancer risk estimations. It also 
exemplifies our strategic approach 
in meeting the multiple needs of 
healthcare providers and the women 
they serve. By building a platform 
of integrated solutions that spans 
the clinical workflow, from patient 

I have many people to thank for their 
contributions to the ongoing success 
of our endeavour. The effort is always 
a collaborative one, but I would 
especially like to single out my fellow 
Board members for their rigorous 
oversight during an eventful year, and 
of course you, our shareholders, for 
believing in our cause, our course,  
and our future.

Yours sincerely, 

Paul Reid  
Chair

Chair's Letter

Volpara Health Annual Report 2021 
 
26

27

Anonymous 
Volpara Investor

“I noticed the Volpara logo in the 
radiologist’s office, and we had a brief  
chat on how good the Volpara tech is.  
So, from the bottom of our hearts, my wife 
and I thank you, Ralph, and your team for 
everything you have done and continue 
to do to improve the outlook for women's 
health through breast cancer detection.” 

“I am extremely passionate about the 
business you’ve built, and I am a proud 
shareholder. I admire what you do, and 
words can’t describe how thankful I 
personally am for the work that you and 
your team do over here, in New Zealand, 
and, above all, in the US.” 

Anonymous 
Volpara Investor

“Volpara enables our vision of personalised 
screening based on breast density, risk 
factors, and hereditary testing.” 

Leigh Loughran  

Personalized Medicine  

Program Director,  

Rome Memorial Hospital, 

Rome, New York, USA

VOLPARA HERO IMAGERY / 16 FEbRuARY 2021We love it when people use our stuff! Just check in with us first.2VOLPARA GRADED HERO IMAGE 01Volpara Health Annual Report 2021 
28

CEO'S REPORT

Dear 
Shareholders,

In many respects, FY2021 seems a repeat of the previous 
financial year. Just as we reported last year, Volpara achieved 
remarkable growth in ARR, ARPU, and market share while 
acquiring a leading US risk and genetics company, but 
there’s one key difference: We’ve achieved it all during an 
unprecedented period of global uncertainty, public health crises, 
and lockdowns. That we continued to show strong growth is a 
testament to the resilience and efforts of many, many people 
throughout our whānau, our extended Volpara family. 

29

Working remotely has its own 
challenges, but we have seen our 
staff demonstrate their character 
and professionalism, working to 
build trust inside and outside the 
organisation, with productivity 
higher than ever.

Throughout the pandemic, because 
of the IT nature of our work, we‘ve 
been privileged to have been 
able to continue our work largely 
uninterrupted, other than the lack 
of travel to sites and trade shows. 
Working remotely has its own 
challenges, of course, but we have 
seen our staff demonstrate their 
character and professionalism, 
working to build trust inside and 
outside the organisation, with 
productivity higher than ever. I am 
proud that they exemplify our values, 
to Be Bold, Be Extraordinary,  
Be Relentless, and especially Be 
Whānau. Thank you to Kat Greene, 
Chief People Officer, and her team 
around the globe for helping us and all 
our staff navigate this difficult period. 

Perhaps the biggest shift was 
undertaken by the sales and 
marketing team, which swiftly pivoted 
to a digital approach when it became 

clear that face-to-face interactions 
were no longer possible. Our sales 
team generated tremendous growth 
from significant wins across the 
United States. I’d like to thank Debra 
Saunders, our recently retired Director 
of Sales, North America, for her 
service and for adroitly leading our 
outstanding US sales team throughout 
this last period as they secured 
or expanded contracts with many 
customers. And we welcome Jill Spear, 
our new Executive Vice President, US 
Sales & Marketing, who joined us from 
GE Healthcare in late March 2021. 

In Australia, we’ve been seeing 
great progress in private centres in 
certain states (South Australia and 
Queensland) and have won our second 
contract with a public screening 
programme—this time Queensland. 
Thanks go to Anton Zerle, VP Sales and 
Marketing ANZ, and his team—Kylie 
Chandler, Tae Chung,  

We are proud to welcome aboard 
Brian Drohan, Chief Scientific Officer 
of CRA Health, and his team. We 
look forward to working together 
to extend Volpara’s lead in cancer- 
prevention software, where the key 
is to predict, monitor, and detect 
with great precision. Thanks go to 
Dave Mezzoprete, Vice President, 
Global Business Development, for his 
outstanding work with CRA Health 
and all the major genetics companies, 
including especially Ambry Genetics, 
who have been great to work with.  

Francois Le Roux, and Gabrielle 
Vaughan—for making such great 
progress in helping us help the women 
that invest in us and support us on a 
daily basis across Australia and  
New Zealand. 

By design, Europe and Asia saw 
less activity, but we should note 
the extremely positive results of 
the second round of the 10-year 
Project DENSE in the Netherlands. 
It showed a significant reduction in 
the false-positive rate, relative to the 
initial results, in screening programs 
using Volpara software to assess 
breast density, showing the viability 
of triaging women with high breast 
density to breast MRI. We look forward 
to screening programs now acting on 
these results and getting women the 
essential screening they need. 

Our product development kept pace 
with our sales and marketing efforts, 

thanks in part to the leadership 
displayed by Chief Operating Officer 
Simon Francis and Head of Product 
Management Matt Prickett. We thank 
them for their implementation of not 
only technical innovations, such as the 
move from a physical server box to a 
Virtual Appliance to provide excellent 
remote monitoring, but software 
updates that create a better user 
experience, such as the redesign of 
the customer dashboards of Volpara 
Analytics and the launch of our most 
powerful breast density algorithm 
to date. Thank you to Mark Morris, 
Executive Vice President, Customer 
Success, for getting those updates  
to users and continuing to field a team 
in Seattle that excels at customer 
support. 

The biggest achievement this year 
was, of course, our acquisition of 
Boston-based CRA Health, LLC, a 
leader in risk assessment and genetics. 

CEO's Report

Volpara Health Annual Report 202130

31

The biggest achievement 
this year was our 
acquisition of Boston-
based CRA Health, LLC, a 
leader in risk assessment 
and genetics.

It’s gratifying to have 
a breast clinic here in 
Wellington that models 
the kind of personalised 
care we seek to provide 
to women throughout 
the world. 

Several other individuals deserve 
special recognition. We thank Erica 
Carnevale, Director of Integrated 
Marketing and Content, for leading our 
transition to digital marketing and the 
rebranding of Volpara Health, including 
our new website. We thank Mathew 
George, Senior Portfolio Manager, 
Strategy & Operational Delivery, for 
leading the CRA Health integration and 
coordinating our five-year corporate 
strategy. And we thank Frederik 
Struve, Vice President, Legal, for his 
excellent work on the CRA Health 
acquisition and expert navigation 
of US trademark registration as we 
changed our product names. 

We bid farewell to US CEO Katherine 
Singson, whose vision of reaching 
women directly kindled both the 
rebranding effort and the image-based 
patient reporting we’ll be implementing 
later this year. And we congratulate 
Dr Monica Saini, who remains on the 

Board but has stepped down from her 
role as Chief Medical Officer to focus  
on her new venture, Breast Institute New 
Zealand. It’s gratifying to have a breast 
clinic here in Wellington that models the 
kind of personalised care we seek to 
provide to women throughout the world. 

Thanks go to Morgans and Bell Potter for 
their continued support as we move ever 
closer to the day when the prevention of 
advanced-stage breast cancer is realised. 

Finally, thank you to Craig Hadfield, Chief 
Financial Officer, for his excellent work 
over the year, and to the Board for their 
continuing belief in the Company and its 
mission. 

Yours sincerely, 

Ralph Highnam, PhD  
Group CEO & Chief Scientist

Ralph Highnam | Wellington, New Zealand

CEO's Report

Volpara Health Annual Report 2021 
32

DIRECTORS' REPORT

Meet  
the Board

The Directors present their report 
on Volpara Health Technologies 
Limited (VHT) and the entities it 
controlled during and at the end 
of the year ended 31 March 2021.

Directors
The following persons held office as 
Directors of VHT for the financial year: 

Paul Reid 

Dr Ralph Highnam

Roger Allen AM 

John Pavlidis 

John Diddams 

Dr Monica Saini

Karin Lindgren

Company Secretary
Craig Hadfield

33

Paul Reid 
Chair, Independent Non-Executive Director 
BSc (Hons)

Paul joined the Board in March 2018 and brings 
extensive commercial experience gained across a 
range of technology/Software as a Service (SaaS) 
businesses. He was the founding CEO and Chairman of 
Figured Limited, a fintech SaaS company that provides 
management accounting software to farmers in the 
United States (USA), United Kingdom (UK), Australia 
(AUS), and New Zealand (NZ). Figured was New 
Zealand’s Startup of the Year in 2016 and has grown at 
an incredible pace, funded by private, corporate, and 
Venture Capital (VC) investors. 

He is also currently CEO of Author-it Software 
Corporation, which provides documentation software 
for clinical, medical, and labelling information to life 
sciences companies in Europe and the USA. Other key 
Directorship roles include Christchurch International 
Airport Limited and New Zealand Stock Exchange 
(NZX)–listed Comvita Limited. 

Prior to embarking on a startup and governance 
career, Paul held a number of key executive roles, from 
CEO to COO, in businesses such as Air New Zealand, 
MetService, Carter Holt Harvey, and Ernst & Young. He 
is based in Wellington, NZ.

Dr Ralph Highnam 
Executive Director & CEO 
BSc (Hons) 1st Class, MSc, PhD

Roger Allen AM 
Non-Executive Director 
BA, FACS

Ralph, a founding Director of VHT, has been at the 
forefront of the digital breast imaging field for over 30 
years. Ralph’s innovative work as a research scientist 
in quantitative breast imaging technology at the 
University of Oxford led him to form first OXIVA Limited 
and then Mirada Solutions with Professor Sir John Mike 
Brady. Under Ralph’s leadership Mirada became the 
number-one provider of image registration and fusion 
tools before being acquired by CTI Molecular Imaging 
Inc. and later Siemens Medical Solutions USA, Inc. 

Before founding VHT in 2009, Ralph consulted for 
many of the world’s top medical imaging companies, 
including R2, Siemens, Hologic, and Dexela, as well as 
many leading breast screening programs. During this 
time, he continued his academic research as part of an 
international circle of collaborators. 

Ralph is the author of numerous articles and, with 
Brady, the seminal book Mammographic Image 
Analysis. As CEO of VHT, Ralph is dedicated to providing 
the most accurate measurements possible of breast 
composition (breast density) in order to improve the 
health outcomes of women around the world. Based in 
Wellington, NZ, in 2015 he was named a Wellingtonian 
of the Year finalist.

Roger joined the Board in June 2010 and was Chairman 
from October 2015 to March 2019. Roger is a highly 
experienced entrepreneur and investor in early-stage 
growth companies in AUS, NZ, and internationally.  
He built up Computer Power Group (CPG) in the 1970s 
from a small startup to a worldwide group of 3,000 people 
operating from 50 offices in 12 countries, listing on the 
Australian Stock Exchange (ASX) in 1987. The company was 
acquired in 1995. In 1996 he cofounded Allen & Buckeridge, 
an early-stage venture capital fund with offices in Silicon 
Valley and AUS. He is dedicated to social entrepreneurship 
and impact investing, especially to enterprises focused on 
digital health and also indigenous economic development 
through his foundation Indigenous Capital Limited. 

Roger has served on two Prime Ministers’ Science and 
Technology Councils and Advisory Boards and was 
Deputy Chairman of the Australian Government's Export 
Agency, Austrade, from 1990 to 1997. Previously an Adjunct 
Professor in the Business School of the University of 
Technology Sydney, he has also lectured at the School 
of Entrepreneurship at INSEAD. Roger has been awarded 
the top two lifetime awards in the IT industry (CSIRO 
Tony Benson award and the Pearcey Medal for lifetime 
achievement) as well as an Order of Australia Honour for 
his services to the IT sector through leadership roles, 
venture capital investment, and professional development, 
and in recognition of his support of the indigenous 
community and philanthropic interests. He was also 
elected as Fellow of the Australian Computer Society.  
He is based in Sydney, AUS. 

Roger is a member of the Audit Committee and the 
Remuneration Committee.

Directors' Report

Volpara Health Annual Report 202134

35

John Pavlidis 
Independent Non-Executive Director 
BS, MS

John Diddams 
Independent Non-Executive Director 
B Com, FCPA, FAICD

Dr Monica Saini 
Non-Executive Director 
BSc, MS, MD

Karin Lindgren 
Independent Non-Executive Director 
BS, JD

John joined the VHT board in early 2015 and now has  
more than 30 years of medical device experience as a 
senior executive, CEO, or company director in the areas  
of diagnostic imaging, women’s health, image analysis  
and artificial intelligence, and cardiovascular therapies. 

From 2015 through 2019, John served as the President 
and CEO of Vytronus, Inc., a venture-backed startup using 
novel catheter-based ultrasound and robotics technology 
to treat atrial fibrillation, a cardiac arrhythmia. Prior to 
Vytronus, John was the President and CEO of Endoscopic 
Technologies, Inc., a leader in minimally invasive and 
endoscopic treatment of atrial fibrillation, until it was 
acquired by AtriCure, Inc., in 2014. Since 2007, John has 
also served on the Board of Directors of several health 
technology companies, including U-systems, Inc., which 
pioneered automated breast ultrasound imaging as an 
adjunct to mammography for breast cancer screening  
and was acquired by GE Healthcare in 2012. 

Previously, John served as President and CEO of R2 
Technology, Inc., the pioneer and leader in computer-
assisted detection of breast cancer, until Hologic, 
Inc., acquired the company in 2006. Before joining R2 
Technology, John was president of the global Ultrasound 
business at Siemens Healthcare, where he led the 
acquisition and integration of Acuson and subsequent 
growth of the combined organization to $1 billion in 
revenue. He is based in Silicon Valley, California, USA.

John is the principal of an Australian CPA firm that provides 
companies with corporate advisory services. John has 
extensive knowledge and practical experience in the 
application of Australian corporations law, ASX Listing 
Rules, international accounting standards, and corporate 
governance principles. 

Over the past 30 years, John has managed the processes 
to raise capital, perform due diligence, and seek ASX 
listing for a number of enterprises, including IPOs for a 
wide range of diverse offerings. These include oil and gas 
interests, food and retail, a fine-wool processing plant, 
an innovative telephony product, a biotech company, an 
Internet advertising initiative, a dental device for snoring 
and sleep apnoea, an indoor skydiving company, the  
New Zealand developer of the Martin Jetpack, a healthy 
fast-food chain, and Skydive the Beach Group Limited  
(now Experience Co Limited).

John is currently a Non-Executive Director of Aroa 
Biosurgery Limited, an NZ-based company that develops 
and markets proprietary soft-tissue regenerative products, 
and Surf Lakes Holdings Limited, a Gold Coast–based 
business with patented technology for recreational wave 
generation. John was recently appointed Non-Executive 
Director of DIT Technologies Limited, a Queensland-based 
“AgTech” company focused on nutrient supplementation 
for livestock technology that uses the Internet of Things to 
help farmers do more for less.

John is Chair of the Audit Committee and a member of the 
Remuneration Committee. He is based in Sydney, AUS.

Monica joined the VHT Board in 2018. She is an 
internationally recognised expert in breast cancer, 
especially breast density and breast cancer risk 
assessment. Monica is a Doctor of Medicine and a prior 
BSc in nursing. She has had US radiology training and 
an additional fellowship in women’s imaging, and has 
over 10 years of patient care experience in both private 
and public sectors. 

In 2015, she became a medical advisor for GE Healthcare 
and in 2016 was appointed Medical Director of 
Automated Breast Ultrasound Systems, GE Healthcare. 
Globally, she worked on early detection of breast cancer, 
breast cancer research, and international physician 
education for breast imaging technologies. 

Monica relocated to NZ in 2017 and started as a 
consultant before becoming the Chief Medical Officer 
of VHT, providing hands-on expertise in product 
development, research, and customer relations. She 
stepped down from her executive role on 5 January 
2021 but remains on the Board. 

She is medical adviser for Breast Cancer New Zealand 
Foundation and continues her clinical practice at Hutt 
Hospital in Wellington and her new private clinic,  
Breast Institute New Zealand.

Karin joined the Board in 2020. She brings 35 years’ 
experience in health information technology as a senior 
technology executive and law firm partner. As one of 
the earliest healthcare technology lawyers in the USA, 
Karin has an in-depth knowledge of data governance, 
data privacy, SaaS, and US healthcare, and has extensive 
professional networks across the IT landscape. 

Her previous roles include General Counsel, Chief 
Compliance Officer, and Chief Privacy Officer at the 
University Health System Consortium (which covers 
90 percent of US academic medical centres); General 
Counse and Chief Privacy Officer at ReedGroup, a data 
and informatics technology company responsible for 
absence management solutions at over 40 percent 
of Fortune 100 companies; and Senior VP, Legal 
Affairs, General Counsel, Corporate Secretary, Chief 
Compliance Officer, Chief Privacy Officer, and Chief 
Audit Executive at Availity, a revenue-cycle management, 
electronic data interchange platform, PaaS IT company 
that operates the largest real-time information network 
in healthcare, connecting payers and providers in over  
6 billion transactions every year. 

Karin was a founding faculty member in the Health 
Informatics Master’s Programs at both Northwestern 
University (Chicago) and the University of Colorado 
(College of Nursing), and has taught in schools of 
medicine, law, and business at numerous US universities. 
She is a board member of multiple private and non-profit 
organisations. 

Karin is Chair of the Risk Committee and is based in 
Boulder, Colorado, USA.

Directors' Report

Volpara Health Annual Report 202136

37

Craig Hadfield 
Chief Financial Officer & Company Secretary 
H Dip Acc (Hons)/CA (SA)

Craig joined VHT in July 2016 and was appointed Chief 
Financial Officer and Company Secretary in March 2017. 
Craig brings over nine years’ experience in senior and 
managerial auditing roles at large accounting firms, 
including EY and Deloitte. He was most recently an 
Associate Director for Deloitte Wellington and was the 
Audit Manager for VHT during the IPO process. Previously, 
he held roles internationally, including in the USA, South 
Africa, NZ, and the Bahamas.

Craig is a registered member of the South African Institute 
of Chartered Accountants (SAICA) and an affiliate of NZICA 
(CAANZ). He is based in Wellington, NZ.

Operating results for the year

Statutory results
Some of the key statutory results have been summarised 
below. The total revenue from contracts with customers 
and SaaS-only revenue has continued to show strong 
growth and the enduring benefit of sticking to our SaaS-
first business model while minimising churn. The 57% and 
60% increases in total revenue and SaaS-only revenue, 
respectively, have been driven mostly by the sale of Volpara 
Analytics and Volpara Patient Hub, the latter of which we 
switched to our Saas business model, from capital, soon 
after the acquisition of MRS in June 2019. The sales of 
Patient Hub have been in the form of new organic sales,  
but also upsells from legacy versions sold under a capital 
and support model. These upsells have also driven 
cross-selling opportunities with Volpara's existing suite 
of products. Capital revenues decreased in line with 
expectations as MRS's business model switched to SaaS  
as mentioned above.

Volpara’s net loss after tax decreased 14% year on year. 
This was ahead of expectations as we continued to invest 
in our products and also incurred a number of one-off and 
non-cash costs related to the acquisition and subsequent 
integration of both MRS and CRA into the Group.

Principal activities
The Group’s principal activity during the year was the sale 
of Volpara Analytics, comprehensive cloud-based breast 
imaging analytics software that delivers quality assurance 
and performance monitoring. With dynamic, role-specific 
dashboards and wide-ranging benchmarking analytics 
to help clinics manage their business more efficiently, 
Volpara Analytics is supported by the company's market-
leading Volpara Scorecard, powered by the TruDensity, 
TruRadDose, and TruPressure clinical functions. During 
the year we continued to roll out Volpara Live software, 
which automatically analyses patient positioning and 
compression and provides real-time feedback to 
radiographers. After acquiring MRS Systems, Inc. (MRS), in 
June 2019, we continued to upgrade and upsell customers 
to SaaS with MRS's latest product suite, the renamed 
Volpara Patient Hub, Volpara Lung, and Volpara Risk—all 
integrated with Volpara's existing suite of products. Patient 
Hub and Lung are patient tracking and reporting software 
solutions designed to help customers’ staff become 
more productive in the operation and administration 
of their practice. Volpara Risk helps deliver objective 
insight that assists radiologists in directing women 
at high risk of developing breast cancer to essential 
screening and testing. Lastly, with the acquisition of 
CRA Health, LLC (CRA), in January 2021, Volpara added 
a market-leading breast cancer risk-assessment tool. 
CRA's software will continue to be sold as a stand-alone 
risk-modelling product while it is integrated into Volpara's 
suite of products, in time replacing Volpara Risk.

Significant changes in the state of affairs
During the year ended 31 March 2021, the Group raised 
A$37M in a placement and share purchase plan. In 
January 2021, some of the proceeds raised were used 
to acquire CRA, a Boston-based software company 
that specialises in breast cancer risk assessment and 
was spun out from Massachusetts General Hospital, 
a Harvard Medical School teaching hospital.

Directors' Report

Volpara Health Annual Report 202138

IFRS

SaaS

Capital

Service maintenance agreements

Lung subscriptions

Other

2021
NZ$’000

2020
NZ$’000

Variance
NZ$’000

Variance
%

 10,286 

 6,430 

 3,856 

 1,592 

 6,634 

 1,187 

 48 

 3,396 

 (1,804)

 2,309 

 4,325 

 467 

 720 

60%

-53%

187%

154%

 -   

 48 

100%

Total revenue from contracts with customers

 19,747 

 12,602 

 7,145 

57%

Net loss for the year after tax

(17,488)

 (20,371)

2,883

-14%

NON-GAAP

Revenue from contracts with customers pre-revenue adjustment

 20,374 

 16,250 

 4,124 

25%

Revenue adjustment1

Revenue from contracts with customers2

 (627)

 (3,648)

 3,021 

-83%

 19,747 

 12,602 

 7,145 

57%

1.  Accounting standards require assets and liabilities acquired within a business combination to be measured at fair value. Deferred revenue balances 
are therefore valued at the cost of fulfilling the service plus a small margin. This differs to the normal basis of recognition of deferred revenue. As a 
result of this adjustment, deferred revenue previously recorded by MRS and CRA that would have flowed to revenue in the current year was reduced. 
Furthermore, it is important for users to understand that this is a one-off, non-cash accounting adjustment which will not impact revenue in future 
periods once fully unwound, and neither impacts, nor has impacted, the cash generation of the business. The Directors and management believe this 
measure provides useful information to users of the financial statements to assist in understanding the Group’s financial performance and position. 
Refer to note 23 in the financial statements for more information. 

2.  As per Consolidated statement of profit or loss and other comprehensive income.

2021
NZ$’000

2020
NZ$’000

Variance
NZ$’000

Variance
%

IFRS Net loss for the year after tax

(17,488)

(20,371)

2,883

-14%

Non-cash and one-off items

Net interest income

Tax benefit

Business integration and acquisition expenses

Share-based payments expense

Depreciation and amortisation

(476)

(1,461)

 698 

 1,379 

(697)

(1,937)

221

476

 1,004 

 (306)

 1,382 

 (3)

 3,089 

 2,240 

 849 

-32%

-25%

-30%

0%

38%

Losses/(gains) on foreign exchange transactions

 189 

 (1,087)

 1,276 

-117%

Impairment of right-of-use asset

Revenue adjustment1

Bad debts write-off

Retention plan costs

 -   

 627 

 171 

 833 

 106 

 (106)

-100%

 3,648 

 (3,021)

-83%

 44 

 -   

 127 

289%

 833 

100%

39

Constant currency
Constant currency (CC) analysis is non–GAAP financial information that is not prepared in accordance with IFRS. CC 
information has been provided to assist users of financial information to better understand and assess the Group’s 
financial performance without the impacts of foreign currency fluctuations.

2021 (CC)
NZ$’000

2021
NZ$’000

2020
NZ$’000

Change in 
CC %

Reported 
change %

For the year ended 31 March

Revenue from contracts with customers

 20,503 

 19,747 

 12,602 

Cost of revenue

Operating expenses

 (1,752)

 (1,692)

 (1,772)

(39.872)

(38,996)

 (36,044)

63%

-1%

11%

57%

-5%

8%

Non-GAAP earnings before tax, depreciation, amortisation, 
impairment, one-off items, and non-cash items

(12,330)

(12,439)

 (15,668)

-21%

-21%

SaaS, non-GAAP metrics, and constant currency
Volpara ended the year with Annual Recurring Revenue (ARR) of ~US$18.6M (or ~NZ$27.9M1), an overall increase of 60%2 
year on year, including 20% organic growth in ARR. 

The Volpara Group’s (incl. CRA) combined market share in the USA, where women who are screened have at least one 
of the Group's products applied on their images and data, is now in excess of 32%, up from approx. 27% at end FY20. 

On a non-GAAP normalised loss before interest, tax, depreciations and amortisation, impairments, and other one-off 
or non-cash items, Volpara improved by 21% year on year from NZ$15.7M to NZ$12.4M off the back of strong growth in 
revenue and holding normalised expenses in line with the prior year. In constant currency, after accounting for currency 
fluctuations as described and seen above, Volpara's revenue would have increased 63% versus the 57% reported. 

Non-GAAP measures have been included as we believe they provide useful information that assists users of financial 
statements in understanding Volpara’s financial performance. The non-GAAP financial information does not have a 
standardised meaning prescribed by IFRS and therefore may not be comparable to similar financial information presented 
by other entities. The non-GAAP financial information has not been subject to audit or review.

Matters subsequent to the end of the financial year
There were no significant events between balance date and the date these financial statements were authorised for issue.

Likely developments and expected results of operations
After a very successful but challenging year, Volpara is well placed, with our existing product suite and the addition of 
CRA's market-leading risk software, to capitalise on market and regulatory tailwinds, especially in the risk and genetics 
markets. Volpara’s balance sheet remains strong, with over NZ$32M of cash available to execute on our strategy to 
increase market penetration from our current 32% and increase revenue by between 27% and 32%3 over FY21. This will 
be achieved by continuing to sell our market-leading, integrated, end-to-end cancer screening software platform. At 
the same time, we will continue to invest in our current products but also look to invest in our future products to ensure 
we continue to be leaders in our field and provide thought leadership in areas such as breast cancer risk assessment. 
Volpara Lung was not a focus for the business in FY21, but we intend to invest in this area of the business in FY22 onwards 
as we see great potential here, especially after the CDC's recent mandate to improve access for those able to seek lung 
screening, which resulted in the potential addressable market more than doubling from current figures.

Dividends paid or recommended 
No dividends have been paid or declared for payment during the financial year.

Normalised non-GAAP net loss before interest, tax, depreciation, 
amortisation, impairment, one-off items, and non-cash items

(12,439)

 (15,668)

3,229

-21%

Environmental issues
The Group is not affected by any significant environmental regulation in respect of its operations.

Twelve-month trailing exchange rate used of US$0.666:NZ$1. 

1. 
2.  This increase represents the increase for ARR in US$. The increase in NZ$ was 55%.
3.  Based on a US$:NZ$ exchange rate of 0.70:1.00

Directors' Report

Volpara Health Annual Report 2021 
 
40

41

Diversity policy
The Company has adopted a Diversity Policy, which includes the requirement for the Board or a relevant committee of 
the Board to set measurable objectives for achieving gender diversity and to assess annually both the objectives and the 
Company’s progress in achieving them. However, due to the stage of development and the relatively small number of 
employees (compared to others listed on the ASX), the Board did not set objectives for diversity for the past financial year. 
As the Company moves closer to achieving its commercialisation goals and increases its number of employees, it  
will re-examine its approach in this regard. There were five men and two women on the Board at the end of the 2021 
financial year.

As at the date of this Annual Report, the proportion of women in the Group as a percentage of its total employees was 
66 out of 174, or 37.9% (2020: 40.8%). The proportion of women as a total of the senior executive positions (not including 
the CEO) is 2 out of 6, or 33% (2020: 29%). For this purpose, senior executives are members of management who report 
directly to the CEO.

Indemnifying officers
During or since the end of the financial year, the Company has given an indemnity, entered into an agreement to 
indemnify, or paid or agreed to pay insurance premiums as follows.

The Company has entered into deeds of indemnity with each of the Directors in accordance with the constitution, under 
which the Company indemnifies each Director against the following: 

1.  costs incurred by the Director in any proceeding that relates to liability for any act or omission made by the Director as 
an officer of the Company and in which judgment is given in the Director's favour or in which the Director is acquitted, 
or which is discontinued; 

2.  any liability to any third party for any act or omission by the Director as an officer of the Company; and 
3.  any costs incurred by the Director in defending or settling any claim or proceeding to any costs or liability of the 

nature referred to in (1) and (2). 

The Company has paid premiums to insure each of the Directors against liabilities for costs and expenses incurred by 
them in defending legal proceedings arising from their conduct while acting in the capacity of Directors of the Company, 
other than conduct involving a wilful breach of duty in relation to the Company.

Unissued shares
As at 31 March 2021, there were 10.486M unissued ordinary shares under employee share options. Refer to the 
remuneration report and note 13 of the financial report for further details of the employee options outstanding.

Option holders do not have any right, by virtue of the option, to participate in any share issue of the company or any 
related body corporate.

Share options
The following ordinary shares of Volpara Health Technologies Ltd were issued during the year ended 31 March 2021 on the 
exercise of options granted under the Legacy Employee Share Option Plan (LESOP).

Date options exercised

29 May 2020

5 June 2020

9 June 2020

17 June 2020

26 June 2020

28 August 2020

Average issue price of shares 
NZ$

Number of shares issued

 0.3117 

 0.4667 

 0.1567 

 0.3333 

 0.0800 

 0.4667 

360,000

51,872

95,745

45,000

446,430

1,350,000

2,349,047

The following ordinary shares of Volpara Health Technologies Ltd were issued during the year ended 31 March 2021 on the 
exercise of options granted under the New Employee Share Option Plan (NESOP).

Date options exercised

Average issue price of shares 
NZ$

Number of shares issued

29 May 2020

1 June 2020

5 June 2020

9 June 2020

17 June 2020

26 June 2020

14 August 2020

19 August 2020

28 August 2020

9 September 2020

30 November 2020

3 February 2021

 0.5000 

 0.5364 

 0.5000 

 0.5000 

 0.5000 

 0.5000 

 0.5385 

 0.5756 

 0.5588 

 0.6000 

 0.5426 

 0.6000 

48,000

88,000

192,000

120,000

96,000

800,000

65,000

36,000

68,000

16,000

184,000

16,000

1,729,000

Meetings of Directors
Attendances to meetings by each Director during the year were as follows:

Board of Directors

Audit Committee

Remuneration and  
Nominations Committee

Risk Committee

No. eligible  
to attend

No. 
attended

No. eligible 
to attend

No.  
attended

No. eligible  
to attend

No.  
attended

No. eligible  
to attend

No.  
attended

Paul Reid

Dr Ralph Highnam

Roger Allen AM

John Pavlidis

John Diddams

Dr Monica Saini

Karin Lindgren

11

11

11

11

11

11

11

11

11

11

11

11

10

11

4

4

4

4

4

4

4

4

4

4

4

4

4

4

4

4

4

4

Non-audit services 
During the year, there were non-audit services provided by PwC in the form of security penetration testing, advisory 
services relating to IT security risks, and provision of a market survey report on executive remuneration levels. 

Directors' Report

Volpara Health Annual Report 2021 
 
 
 
 
 
 
 
 
42

43

43

AUDITOR'S INDEPENDENCE DECLARATION

RENUMERATION REPORT (UNAUDITED)

The Directors are pleased to 
present this report to provide 
clarity about how we recognise 
and reward the Company’s  
Non-Executive Directors, 
Executive Directors, and other 
Key Management Personnel  
for their contributions to the  
ongoing growth of the business.

In outlining the Director and Executive remuneration 
arrangements of the Company and the Group, this 
report is intended to provide greater transparency 
and insight into our practices, going beyond what 
we are required to disclose as a New Zealand 
incorporated company under the requirements of 
the Companies Act 1993 and its regulations. 

This report defines Key Management Personnel (KMP) 
of the Group as those persons having authority and 
responsibility for planning, directing, and controlling the 
major activities of the Company and the Group, directly 
or indirectly, including any Director (whether Executive or 
otherwise) of the Parent company. The term “Executive” 
encompasses the Chief Executive and other Key 
Management Personnel of the Parent and the Group.

Remuneration and  
Nomination Committee

The Remuneration and Nomination Committee is 
responsible for making recommendations to the Board  
on the remuneration arrangements for each of the  
Non-Executive Directors, Executive Directors, Chief 
Executive Officer, and Key Management Personnel.

The Remuneration and Nomination Committee 
periodically assesses the appropriateness of the nature 
and amount of Executive remuneration by reference 
to relevant employment market conditions. Where 
appropriate the Remuneration Committee may engage 
external consultants to provide independent advice.

As of the date of this report the Remuneration 
Committee comprises the Non-Executive Directors 
listed here. In accordance with best-practice corporate 
governance, the structure of Non-Executive Director and 
senior Executive remuneration is separate and distinct.

Paul Reid (Chair)
Independent

John Diddams
Independent

Roger Allen AM

Remuneration Report

PricewaterhouseCoopers, PwC Centre, 10 Waterloo Quay, PO Box 243, Wellington 6140, New Zealand T: +64 4 462 7000, pwc.co.nz  Auditor’s Independence Declaration As lead auditor for the audit of Volpara Health Technologies Limited for the year ended 31 March 2021, I declare that to the best of my knowledge and belief, there have been: a)no contraventions of the auditor independence requirements of the Corporations Act 2001 inrelation to the audit; andb)no contraventions of any applicable code of professional conduct in relation to the audit.This declaration is in respect of Volpara Health Technologies Limited and the entities it controlled during the period. Kevin Brown         Partner Wellington PricewaterhouseCoopers 27 May 2021 Volpara Health Annual Report 202144

45

Non-Executive Director 
remuneration policy

Executive 
remuneration policy

Objective

Objective

The Board seeks to set aggregate remuneration at a level 
which provides the Company with the ability to attract and 
retain Directors of the highest calibre, while incurring a 
cost that is acceptable to shareholders.

Volpara Health Technology’s purpose is to save families 
from cancer. This purpose is underpinned by our strategic 
plan and values that are fundamental to how we do things 
as a company (see below).

Structure
It has been resolved that the total aggregate amount to be 
paid to the Directors (excluding any Executive Director) is 
NZ$500,000 per annum. Under the ASX Listing Rules, any 
increase to that aggregate annual amount will need to be 
approved by Shareholders. The Company does not use that 
full amount based on its current Board of Directors.

Structure
In determining the level and makeup of Executive 
remuneration, the Board has reviewed reports detailing 
market levels of remuneration for comparable roles. 
Remuneration consists of fixed and variable elements,  
with the variable component broken down further into 
short- and long-term incentives.

In addition to their annual remuneration, the Directors 
may also be reimbursed for expenses properly incurred 
by the Directors in connection with the affairs of the 
Company, including travel and other expenses. There 
are no retirement benefit schemes for Non-Executive 
Directors. The Non-Executive Directors also participate in 
the employee share option plans of the Company, which 
are not linked to performance.

The remuneration of Non-Executive Directors for the year 
ended 31 March 2021 is detailed later in this report.

VOLPARA VALUES

Be 
Bold

Grand but never 
grandiose, our 
ambition is simple: 
nothing less than 
a revolution in 
cancer care.

Be  
Extra 
ordinary

We strive constantly 
to do exceptional 
work, advance our 
expertise, and honour 
the differences that 
make us strong.

Be 
Relent
less

Be 
Whānau

Resolving global health 
problems doesn’t 
happen overnight. 
We are persistent and 
rigorous in our search 
for innovative solutions.

We are an extended family 
of colleagues, customers, 
patients, and communities. 
By looking after each 
other, we make our best 
contribution every day.

Component

Description

Link to strategy & performance

Fixed annual  
remuneration

Short-term incentive (STI)

Long-term incentive (LTI)

•  Base salary
•  Retirement benefits (superannuation/

KiwiSaver or local equivalent)

•  An at-risk component set as a 
percentage of base salary

•  Calculated based on achievement against 
a range of company-wide operational 
targets (financial and non-financial)
•  Paid after a one-year performance 

period (1 April–31 March)

•  The Board retains discretion to make 
payment as either 100% cash or 50% 
cash/50% share options (subject to the 
Employee Share Option Plan rules)
•  The aggregate pool of potential STI 
payments has been approved by the 
Remuneration and Nomination Committee

•  An at-risk component in the 

form of share options

•  Participating Executives are granted share 
options as outlined later in this section

•  Vesting is subject to continuing 

employment, which provides an additional 
time-based retention incentive

Reviewed annually based on individual 
skills, experience, accountabilities, 
performance, leadership, and behaviours

Rewards delivery of key strategic and 
financial objectives, in line with the 
annual business plan, and rewards 
outcomes aligned to Volpara’s goals to 
Prevent Advance-Stage Breast Cancer 
and to Advance Our Industry Leader 
Position

Rewards delivery against longer-term 
strategy and sustained shareholder value 
creation

Provides alignment between shareholder 
and Executive outcomes

Remuneration benchmarking
Executive remuneration is reviewed annually by the Remuneration and Nomination Committee; the process consists of 
a review of company-wide and individual performance, relevant comparative remuneration from external sources, and 
relevant comparison between roles within the company. As noted above, the Committee draws on relevant industry 
remuneration data.

Remuneration Report

Volpara Health Annual Report 202146

47

Employee share option plans (ESOP)
Volpara currently has two ESOPs, a Legacy ESOP and a New ESOP. Under normal conditions, for the New ESOPs, 40% of 
the options are exercisable on the second anniversary of the grant date. The remaining 60% of the options are exercisable 
in three equal tranches every 12 months thereafter. The Legacy ESOPs vest on a straight-line basis over a period of time, 
ranging from monthly over a few years to yearly over a few years. All Legacy ESOPs are now fully vested.

Should a Director (Executive or Non-Executive) or senior Executive cease to be employed by Volpara, then all options 
which have not yet vested will automatically be forfeited, unless the Board determines otherwise. Any options that have 
vested with that person must be exercised within 60 days of ceasing employment or those vested options will also be 
forfeited, unless the Board determines otherwise.

The exercise price of the options is determined relative to the prevailing market price of Volpara’s shares as at the date of 
the issue. Options are usually issued at the higher of the 30-day VWAP (volume-weighted average price) and share price 
achieved at the last capital-raising event.

Historically, the options have had an exercise period of between five and 10 years from the date of issue; however, all 
issues of options under the New ESOP since March 2016 have an exercise period of seven years, and at any time during 
that period the Executive can decide to exercise any vested options.

Key remuneration components for the CEO
The CEO’s cash-based remuneration mix is as follows:

Base salary
Base salary makes up 71% of the CEO's on-target cash-based remuneration, the remainder being made up of at-risk STI as 
outlined below.

At-risk short-term incentive (STI)
STI is an at-risk component of remuneration that is structured to reward progress towards the delivery of key strategic 
and financial objectives, in line with the annual business plan.

Purpose

Rewards delivery of key strategic and financial objectives, 
in line with the annual business plan

Target opportunity (% base salary)

40% (target/60% [maximum])

Performance period

1 April to 31 March

Long-term incentive (LTI)

Non-financial objectives

Payment

•  Annual Recurring Revenue
•  Cash used in operations
•  Gross margin
•  Keep within Board-approved budget

•  Market share
•  Compliance

•  Board discretion to pay either as 100% cash or 50% cash 

with the remaining 50% issued in share options

The STI performance objectives have been chosen as they focus the CEO on sustainably growing the global business. 
The targets are set at the beginning of each financial year, reviewed and approved by the Remuneration and Nomination 
Committee, and aligned to the longer-term strategic objectives.

Performance against financial and non-financial objectives is determined at the end of each financial year after review of 
CEO performance by the Remuneration and Nomination Committee. 

At all times the Remuneration and Nomination Committee retains discretion over the STI Plan and any resulting payments.

STI outcome
Based on Volpara’s FY21 performance, the CEO achieved 53.31% of target STI and 35.5% of the maximum STI available.

Employment contracts

Chief Executive Officer
Dr Ralph Highnam is employed by the Company in the role of both Chief Executive Officer and Executive Director.  
Under the terms of his contract:

•  Dr Highnam is entitled to a base salary and benefits plus short-term and long-term incentives.
•  Dr Highnam does not receive any additional payments for performance of his role as an Executive Director on the Board.
•  Either the Company or Dr Highnam may terminate the employment by providing three months’ written notice.
•  Dr Highnam’s remuneration and performance may be reviewed at the Company’s discretion.
•  The Company may terminate Dr Highnam’s employment immediately for serious misconduct. Dr Highnam may under 

certain circumstances be subject to a post-employment restraint for a period of up to three months.
•  Upon termination, any options that are vested may be exercised by Dr Highnam within a 60-day period.
•  Any options that are unvested, or any vested options not exercised within 60 days of termination of the employment 

contract, will be forfeited, unless the Board determines otherwise.

KMP
All Executives have rolling contracts. 

The Company may terminate the Executive’s employment agreement by providing written notice or by providing 
payment in lieu of the notice period (based on the fixed component of the Executive’s remuneration). The notice period is 
determined by the employment agreement for each Executive and can vary from 30 to 90 days. On termination or notice 
by the Company, any LTI options that have vested or that will vest during the notice period will be released, subject to the 
standard exercise criteria, unless the Board determines otherwise. LTI options that have not yet vested will be forfeited. 
The Company may terminate the contract at any time without notice if serious misconduct has occurred. Where 
termination with cause occurs, the Executive is entitled only to that portion of remuneration that is fixed, and only up to 
the date of termination. On termination with cause, any unvested options will immediately be forfeited, unless the Board 
determines otherwise.

One employee left the Company during the year and disputed the amount of the termination payment offered to them. 
The Company is taking legal advice, with the actual termination amount offered included in the financial statements.  
The Company does not believe the dispute will result in any material change to the termination payment.

Remuneration Report

Volpara Health Annual Report 202148

49

Performance of Volpara Health Technologies Limited
Relationship between remuneration and Volpara Health Technologies Limited’s performance.

The following table shows key performance indicators for the Group for this year and the prior year.

2020

Name

Short-term 
employee 
benefits

Post- 
employment 
benefits

Share- based 
payments3

Cash salary 

and fees Cash bonus

Non-monetary 
benefits

Super-
annuation

Options

Total

2020

$ Variance

% Variance

Non-Executive Directors

Consolidated

Revenue from contracts with customers (NZ$'000)

Operating expenses (NZ$'000)

Net loss for the year after tax (NZ$'000)

Loss per share (NZ$)

Share price at financial year end (A$)

2021

19,747

(38,996)

(17,488)

(0.07)

1.30 

12,602 

(36,044)

(20,371)

(0.10)

1.07 

Net cash utilised in operating activities

(14,021)

(16,638)

DETAILS OF REMUNERATION

7,145

(2,952)

2,883

0.03

0.23

(2,617)

57%

8%

-14%

29%

21%

-16%

2021

Name

Non-Executive Directors

Paul Reid

Roger Allen AM

John Pavlidis

John Diddams

Dr Monica Saini 1

Karin Lindgren

Subtotal

Executive Directors

Dr Ralph Highnam

Subtotal

Other KMP

Mark Koeniguer 2

Craig Hadfield

Subtotal

Total KMP

Short-term 
employee 
benefits

Post-  
employment 
benefits

Share- based 
payments3

Cash salary 
and fees

Cash bonus

Non-
monetary 
benefits

Super- 
annuation

Options

Total

94,000

58,051

57,702

80,072

139,074

69,461

498,360

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

28,730 

22,557 

115,070 

115,070 

122,730 

80,608 

172,772 

195,142 

2,772

60,162 

202,008 

-

170,892   

240,353 

2,772

512,481

1,013,613

341,694

341,694

79,963    

79,963

26,919

26,919

8,681

8,681

86,382

543,639

86,382

543,639

236,678

241,366

 478,044

1,318,098 

163,386

58,984

 222,370

302,333

27,359

-

 27,359 

54,278 

15,112

8,736

23,848

 35,301

876

443,411

97,576

406,662

98,452 

 850,073 

697,315 

2,407,325

1.  Dr Monica Saini stepped down from her executive role as Chief Medical Officer on 5 January 2021 but remains a Director; therefore, her salary above 

includes her salary earned in that role for that period. 
2.  Mark Koeniguer stepped down effective 2 October 2020. 
3.  These share-based payments are the accounting, non-cash cost of the share options granted based on NZ IFRS 2 - Share-based Payment. No cash 

payments are made in relation to these.

Paul Reid

Roger Allen AM

Professor Sir  
John Mike Brady4

John Pavlidis

John Diddams

Karin Lindgren5

Subtotal

Executive Directors

Dr Ralph Highnam

Dr Monica Saini6

Subtotal

Other KMP

Mark Koeniguer 2

Craig Hadfield

Subtotal

Total KMP

92,500

60,833

41,667

61,372

80,000

14,162

350,534

-

-

-

-

-

-

-

-

-

-

-

-

323,713

205,407

529,120

30,000

24,827

-

-

30,000

24,827

-

-

-

-

-

-

-

1,127

1,127

65,345 

 8,320 

 8,320 

70,618 

70,618 

 157,845 

 69,153 

 49,987 

 131,990 

 150,618 

 -   

 14,162 

223,221

 573,755

16,640

91,113

395,180

297,647

107,753

692,827

442,425

227,443

99,913

54,835

 669,868

154,748 

 1,549,522 

 184,748 

41,956

-

41,956 

 66,783 

18,593

7,903

104,425

30,329

707,312

320,510

 26,496 

134,754 

1,027,822 

 27,623 

 465,728 

2,294,404 

4.  Mike Brady resigned from the Board 31 January 2020. 
5.  Karin Lindgren was appointed on 31 January 2020.
6.  Restated due to an error in the prior year remuneration report.

The relative proportions of remuneration paid that are linked to performance are as follows:

Name

Executive Directors

Dr Ralph Highnam

Other KMP

Mark Koeniguer

Craig Hadfield

Non-Executive Directors do not receive any remuneration linked to performance.

STI

2021 %

2020 %

15

-

15

8

14

17

Remuneration Report

Volpara Health Annual Report 2021 
50

51

Share-based compensation
During the financial year, options were granted as equity compensation benefits to certain Key Management Personnel. 
The options were issued for $nil consideration. Each option entitles the holder to subscribe for one fully paid ordinary 
share in the company at the specified exercise price. 

Options are calculated at fair value using the Black-Scholes option pricing model, which takes account of factors including 
the option exercise price, the current level and volatility of the underlying share price, the risk-free interest rate, expected 
dividends on the underlying share, current market price of the underlying share, and the expected life of the option.

For further details relating to the options, refer to note 13 in the financial statements. Options granted to Non-Executive 
Directors, Executive Directors, and KMP during the year are detailed in the table below:

2021 OPTIONS

Name

Directors

Paul Reid

Dr Ralph 
Highnam

2021 OPTIONS

Name

Non-Executive 
Directors

Paul Reid

Roger Allen AM

John Pavlidis

John Diddams

Dr Monica Saini

Number 
granted

Fair value per 
option grant date 
NZ$

Exercise  
price per 
share A$

Final 
vesting 
date

First  
exercise  
date

Last  
exercise  
date

Value of options 
granted during the 
year NZ$

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

Karin Lindgren

 450,000 

 0.92 

1.84 3/02/2025

3/02/2022

3/02/2027

 414,898 

Executive Director

Dr Ralph Highnam  402,200 

 0.60 

1.30 1/04/2025

1/04/2022

1/04/2027

 242,883 

Other KMP

Mark Koeniguer

 279,500 

 0.60 

1.30 1/04/2025

1/04/2022

1/04/2027

 168,786 

Craig Hadfield

 574,900 

 0.71 

74,900 at 
A$1.30 
500,000 at 
A$1.38

18/11/2025

1/04/2022

18/11/2027

 409,330 

Equity instrument disclosures relating to KMP

Options holdings
The numbers of options over ordinary shares in the Company held during the financial year by each Director of Volpara 
Health Technologies Limited and other KMP of the Group, including their personally related parties, are set out below.

Balance at 
start of the 
year

Granted as 
compensation

Exercised

Other 
changes

Balance at 
end of the 
year

Vested and 
exercisable

Unvested

 450,000 

 -   

 600,000 

402,200  

Roger Allen AM

 300,000 

John Pavlidis

 701,872 

John Diddams

450,000   

Dr Monica Saini

 450,000 

 -   

- 

- 

 -   

Karin Lindgren

 -   

450,000   

-

-

 -   

51,872 

 -   

-

-

Total

2,951,872

852,200

51,872

-

-

 -   

 -   

 -   

-

-

-

450,000   

 270,000 

 180,000 

1,002,200   

 360,000 

 642,200 

 300,000 

 240,000 

 650,000 

 200,000 

 450,000 

 -   

 450,000   

180,000 

450,000   

 -   

 60,000 

 450,000 

 450,000 

270,000

450,000   

3,752,200

1,250,000

2,502,200

Other KMP

Mark Koeniguer

1,810,000

279,500

1,390,000 (699,500)

-

Craig Hadfield

200,000

574,900

40,000

-

734,900

Total

2,010,000

854,400

1,430,000 (699,500)

734,900

-

-

-

-

734,900

734,900

Granted as 
compensation

Exercised

Other 
changes

Balance at 
end of the 
year

Vested and 
exercisable

Unvested

2020 OPTIONS

Name

Directors

Paul Reid

Balance at 
start of the 
year

 450,000 

Dr Ralph Highnam

 600,000 

Professor Sir John 
Mike Brady

 300,000 

Roger Allen AM

 300,000 

 -   

 -   

 -   

 -   

-

-

 -   

 -   

John Pavlidis

John Diddams

 451,872 

 450,000 

200,000 

 -   

 450,000 

Dr Monica Saini

 450,000 

Karin Lindgren

 -   

 -   

 -   

 -   

-

-

-

-

 -   

 -   

 -   

 -   

-

-

-

-

-

-

450,000   

 180,000 

 600,000   

 360,000 

 270,000 

 240,000 

 300,000 

 180,000 

 120,000 

 300,000 

 180,000 

 701,872 

 251,872 

 450,000 

 450,000   

 -   

 -   

 - 

 -   

 120,000 

 450,000 

 450,000 

450,000   

 -   

3,251,872

1,151,872

2,100,000

1,810,000

1,370,000

200,000

20,000

2,010,000

1,390,000

440,000

180,000

620,000

Remuneration Report

HOLDERS OF OPTIONS UNDER ESOPS

Legacy ESOPs

John Pavlidis

New ESOPs

Paul Reid

John Diddams

Dr Ralph Highnam

Dr Monica Saini

Roger Allen

John Pavlidis

Karin Lindgren

Craig Hadfield

Total

2,551,872

900,000

200,000

Other KMP

Mark Koeniguer

1,450,000

360,000

-

Craig Hadfield

200,000

100,000

100,000

Total

1,650,000

900,000

100,000

Volpara Health Annual Report 202152

53

Shareholdings
The number of shares in the company held during the financial year by each Director of Volpara Health Technologies 
Limited is set out below:

2021 SHAREHOLDINGS

Name

Directors

Paul Reid

Dr Ralph Highnam

Roger Allen AM

John Pavlidis

John Diddams

Dr Monica Saini

Karin Lindgren

2020 SHAREHOLDINGS

Name

Directors

Paul Reid

Dr Ralph Highnam

Professor Sir  
John Mike Brady

Roger Allen AM

John Pavlidis

John Diddams

Dr Monica Saini

Karin Lindgren

Balance at start of 
the year

Received during the year 
on the exercise of options

Other changes  
during the year

Balance at end  
of the year

-

16,190,485

18,467,848

200,000

1,519,218

-

-

-

-

-

51,872

-

-

-

-

-

23,076

16,213,561

-

18,467,848

(251,872)

(376,924)

-

1,142,294

-

-

-

-

Balance at start of 
the year

Received during the year  
on the exercise of options

Other changes  
during the year

Balance at end  
of the year

-

18,190,485

7,919,211

20,467,848

-

1,803,118

-

-

-

-

-

-

200,000

-

-

-

-

-

(2,000,000)

16,190,485

(800,000)

7,119,211

(2,000,000)

18,467,848

-

(283,900)

-

-

200,000

1,519,218

-

-

Employee remuneration
Remuneration and other benefits (excluding commissions and non-cash share-based payments) of NZ$100,000 per 
annum or more received by current and former employees (excluding Company Directors) in their capacity as employees 
during the period were as follows:

Remuneration range

Number of 
employees

Remuneration range

Number of 
employees

100,000

110,001

120,001

130,001

140,001

150,001

160,001

170,001

180,001

190,001

200,001

210,001

220,001

230,001

240,001

250,001

260,001

270,001

280,001

290,001

300,001

310,001

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

110,000

120,000

130,000

140,000

150,000

160,000

170,000

180,000

190,000

200,000

210,000

220,000

230,000

240,000

250,000

260,000

270,000

280,000

290,000

300,000

310,000

320,000

10 

14 

10 

13 

6 

6 

320,001

330,001

340,001

350,001

360,001

370,001

10 

380,001

5 

5 

7 

7 

4 

2 

2 

2 

1 

2 

3 

1 

3 

2 

2 

390,001

400,001

410,001

420,001

430,001

440,001

450,001

460,001

470,001

480,001

490,001

500,001

510,001

520,001

530,001

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

to

330,000

340,000

350,000

360,000

370,000

380,000

390,000

400,000

410,000

420,000

430,000

440,000

450,000

460,000

470,000

480,000

490,000

500,000

510,000

520,000

530,000

540,000

             -   

             -   

              1 

              1 

             -   

             -   

             -   

             -   

             -   

             -   

              1 

             -   

              1 

              1 

             -   

             -   

             -   

              1 

             -   

             -   

             -   

              1 

This Directors’ Report, incorporating the Remuneration Report, is signed in accordance with a resolution of the 
Board of Directors.

Paul Reid, Chair

Remuneration Report

Volpara Health Annual Report 2021Independent auditor’s report  
To the Shareholders of Volpara Health Technologies Limited 

Our opinion  
In our opinion, the accompanying consolidated financial statements of Volpara Health Technologies 
Limited (the Company), including its subsidiaries (the Group), present fairly, in all material respects, 
the financial position of the Group as at 31 March 2021, its financial performance and its cash flows for 
the year then ended in accordance with New Zealand Equivalents to International Financial Reporting 
Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).  

What we have audited 

The Group's consolidated financial statements comprise: 

● 

● 

● 

● 

● 

the consolidated statement of financial position as at 31 March 2021; 

the consolidated statement of profit or loss and other comprehensive income for the year then 
ended; 

the consolidated statement of changes in equity for the year then ended; 

the consolidated statement of cash flows for the year then ended; and 

the notes to the consolidated financial statements, which include significant accounting 
policies and other explanatory information. 

Basis for opinion  
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs 
(NZ)) and International Standards on Auditing (ISAs). Our responsibilities under those standards are 
further described in the Auditor’s responsibilities for the audit of the consolidated financial statements 
section of our report.  

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis 
for our opinion.  

Independence 
We are independent of the Group in accordance with Professional and Ethical Standard 1 
International Code of Ethics for Assurance Practitioners (including International Independence 
Standards) (New Zealand) (PES 1) issued by the New Zealand Auditing and Assurance Standards 
Board and the International Code of Ethics for Professional Accountants (including International 
Independence Standards) issued by the International Ethics Standards Board for Accountants (IESBA 
Code), and we have fulfilled our other ethical responsibilities in accordance with these requirements.  

Our firm carries out other services for the Group comprising a limited assurance review of the Group’s 
Callaghan Grant return and the provision of non-assurance engagements in the areas of security 
penetration testing, advisory services relating to IT security risks and the provision of a market survey 
relating to executive remuneration levels. The provision of these other services has not impaired our 
independence as auditor of the Group. 

Key audit matters  
Key audit matters are those matters that, in our professional judgement, were of most significance in 
our audit of the consolidated financial statements of the current year. These matters were addressed 
in the context of our audit of the consolidated financial statements as a whole, and in forming our 
opinion thereon, and we do not provide a separate opinion on these matters. 

Description of the key audit matter 

How our audit addressed the key audit matter 

Revenue recognition 
As disclosed in note 4 to the financial 
statements, the Group recognises revenue 
from goods and services provided under three 
main product categories:  
1. Software as a Service (SaaS) contracts 
which involve the sale of software on a 
subscription basis and where applicable, 
cloud-based support (and associated items); 
2. Capital sales contracts which involve the 
outright sale of software and associated items; 
and 
3. Software Maintenance Agreements (SMAs) 
to support previous Capital sales. 
Both SaaS and SMA revenue streams have 
experienced growth over the past year. This 
growth has come from a combination of 
organic growth, as well as from the Group's 
strategy to migrate Capital customers to SaaS 
products on contract renewal. 
Revenue recognition is a key audit matter as it 
is an area that requires significant audit 
attention. Determining the allocation of the 
transaction price for contracts with multiple 
performance obligations, particularly SaaS 
contracts, requires judgement. Performance 
obligations have differing patterns of revenue 
recognition. As a result, the allocation of the 
transaction price impacts upon the amount of 
revenue recognised within a period.   
The key judgements made by management in 
determining that revenue has been recognised 
appropriately include:  
•  whether contracts contain elements which 

should be separated for revenue 
recognition purposes; and 

•  determining and applying the appropriate 

revenue recognition policy for the 
separable elements of the contract, 
including:  

•  allocating total revenue on a contract 
between the identified performance 
obligations, and  

•  determining the period over which revenue 
should be recognised and whether the 
conditions for recognition have been met.   

We have understood the contractual terms within 
Volpara’s contracts with customers. While a level 
of standardisation exists, earlier customer 
contracts include bespoke and tailored terms and 
conditions. These earlier contracts are however 
reducing in significance as the Group continues to 
onboard new customers on largely standardised 
terms. Our audit approach for revenue recognition 
is largely substantive in nature. This is due to the 
variability of contractual terms and the complexity 
involved in determining the revenue recognition.  

In responding to the key judgements involved in 
determining the recognition of revenue, we have: 
•  obtained an understanding of the systems, 
processes and controls for recognising 
revenue for all material revenue streams; 
reconfirmed and challenged our understanding 
of the judgements made by Volpara in 
identifying performance obligations for 
groupings of contracts with similar contractual 
terms; 

• 

•  assessed Volpara’s allocation of the 
transaction price to each identified 
performance obligation; and 

•  considered for each contract grouping the 
appropriate timing of revenue recognition 
(point in time, or over time).   

In addition, for a sample of revenue contracts, 
with specific focus on contract types with multiple 
performance obligations (SaaS contracts), we 
obtained an understanding of the contractual 
terms and compared the terms with the revenue 
recognised by Volpara. We also obtained 
evidence to support the performance of the 
obligation. We undertook these procedures to 
assess whether revenue was supported by 
contractual agreements, was recorded within the 
correct period, and was recognised at the 
appropriate amount.  

Based on the above procedures there were no 
matters to report. 

PricewaterhouseCoopers, PwC Centre, 10 Waterloo Quay, PO Box 243, Wellington 6140, New Zealand 
T: +64 4 462 7000, pwc.co.nz 

PwC 

  
 
 
 
 
  
  
 
  
 
 
 
 
 
 
Description of the key audit matter

How our audit addressed the key audit matter

Description of the key audit matter 

How our audit addressed the key audit matter 

Valuation of intangible assets acquired as part 
of the CRA Health LLC acquisition
As disclosed in note 23 to the financial 
statements, Volpara acquired 100% of CRA 
Health LLC (CRA) on 31 January 2021 for 
NZ$24.67 million (US$17.70 million). 
Volpara has identified, and measured at fair 
value, the assets and liabilities acquired. The 
consideration paid for the acquisition of CRA 
has then been allocated to these identifiable 
assets and liabilities, with any excess 
consideration being allocated to goodwill. 
We consider the valuation of the identified 
assets to be a key audit matter. This is 
because of the significance of the transaction 
to the financial statements and the judgements 
applied by Volpara in determining the assets' 
fair values. 
Volpara used an independent valuation expert 
to assist them to identify and determine the fair 
value of the CRA assets acquired. 

Asset identified Value 
($m’s)

Valuation 
method

Developed 
technology

Customer 
relationships

3.76

8.15

Replacement 
cost

Multi-period 
excess 
earnings

Goodwill

11.89

Residual

The judgements of most significance to the 
valuation of the assets include the: 
•

estimated labour effort and costs
associated with developing the CRA
technology assets, and
assumed average life of customers based
on customer churn rates. This determines
the forecast period for cash flows used in
the valuation of the customer relationship
asset.

•

To obtain an understanding of the CRA business 
combination we read the sale and purchase
agreement and minutes of Board of Directors’ 
meetings relating to the acquisition.  
Volpara used an independent valuer to assist them 
with the purchase price allocation exercise. We 
used our own valuation expert to assess the work 
of Volpara’s expert and to challenge the 
reasonableness of the fair value measurements of
the material intangible assets recognised.
Together with our valuation expert we assessed
the methodology applied by Volpara to fair value
the assets acquired. This included comparing the 
valuation approaches adopted for each of the
material intangible assets recognised against our 
knowledge and experience of commonly used and
recognised approaches. 
Information provided by Volpara to their
independent valuation expert was a key input to
the valuations. The information of most
significance related to customer churn rates and
cash flows associated with customer relationships, 
and cost estimates associated with technology 
development. To assess the reliability of the
information provided we:

•

•

•

•

•

compared the customer churn rate to the 
conclusions reached in the independent 
financial due diligence report;
compared the customer churn rate used to 
rates observed within other comparable 
Volpara customer bases;
tested forecast revenue for a sample of 
customers to signed customer contracts;
discussed with CRA personnel the basis for 
assessment and determination of the 
estimated labour effort for the development of 
CRA's technology assets, and inquired of 
Volpara product engineers as to the 
reasonableness of these estimates; and
assessed the reasonableness of the average 
cost of labour development to underlying 
records.

time of the acquisition. As disclosed in note 11, 
the retention plan involves payments which are 
to be made if CRA achieves certain revenue 
performance and staff retention targets. The 
Group determined that the retention plan 
relates to future employee services and is not 
part of the consideration for the CRA 
acquisition.   
We consider the accounting treatment of the 
retention plan a key audit matter as 
determining if the retention plan should be 
included as part of the consideration paid for 
the acquisition is complex. 

In relation to the retention plan, Volpara has 
obtained independent accounting advice which 
concludes the plan should not be included as part 
of the consideration for the business acquisition, 
and instead be accounted for as an employee 
entitlement. We have assessed this advice 
against the relevant accounting standards to 
ensure the accounting treatment applied is 
appropriate. 

Based on the above procedures there were no 
matters to report. 

Our audit approach 

Overview 

Overall group materiality: $406,000, which represents approximately 1% 
of total expenses. 
Given the losses incurred to date and the current focus on revenue 
growth, in our judgement, total expenses provide a more stable basis for 
calculating materiality. 

Following our assessment of the risk of material misstatement, we 
performed: 
• 

full scope audits for the Group’s principal business units being 
Volpara Health Technologies Limited and Volpara Health, Inc.; 

• 
substantive audit procedures over consolidation entries; and 
•  analytical review procedures over the remaining group entities. 

As reported above, we have two key audit matters, being: 
•  Revenue recognition; and 
•  Valuation of intangible assets acquired as part of the CRA Health LLC 

acquisition. 

As part of designing our audit, we determined materiality and assessed the risks of material 
misstatement in the consolidated financial statements. In particular, we considered where 
management made subjective judgements; for example, in respect of significant accounting estimates 
that involved making assumptions and considering future events that are inherently uncertain. As in all 
of our audits, we also addressed the risk of management override of internal controls, including among 
other matters, consideration of whether there was evidence of bias that represented a risk of material 
misstatement due to fraud. 

Additionally, a retention plan agreement was 
entered into with key CRA employees at the 

PwC

PwC 

  
  
 
  
 
 
 
  
  
 
  
 
 
Materiality 
The scope of our audit was influenced by our application of materiality. An audit is designed to obtain 
reasonable assurance about whether the consolidated financial statements are free from material 
misstatement. Misstatements may arise due to fraud or error. They are considered material if, 
individually or in aggregate, they could reasonably be expected to influence the economic decisions of 
users taken on the basis of the consolidated financial statements. 

Based on our professional judgement, we determined certain quantitative thresholds for materiality, 
including the overall Group materiality for the consolidated financial statements as a whole as set out 
above. These, together with qualitative considerations, helped us to determine the scope of our audit, 
the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both 
individually and in aggregate, on the consolidated financial statements as a whole. 

How we tailored our group audit scope 
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an 
opinion on the consolidated financial statements as a whole, taking into account the structure of the 
Group, the accounting processes and controls, and the industry in which the Group operates. 

We applied the Group materiality level to the full scope audits of the principal business units. This was 
appropriate as there is minimum aggregation risk between the subsidiaries’ operations. Where 
financial statement balances were disaggregated across the business units we applied a portion of the 
Group materiality level, using auditor judgement, to these areas. 

Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial 
statements, as a whole, are 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 ISAs (NZ) and ISAs 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 these consolidated financial statements. 

A further description of our responsibilities for the audit of the consolidated financial statements is 
located at the External Reporting Board’s website at:

https://www.xrb.govt.nz/assurance-standards/auditors-responsibilities/audit-report-1/

This description forms part of our auditor’s report. 

Who we report to
This report is made solely to the Company’s Shareholders, as a body. Our audit work has been 
undertaken so that we might state those matters which we are required to state to them in an auditor’s 
report and for no other purpose.  To the fullest extent permitted by law, we do not accept or assume 
responsibility to anyone other than the Company and the Company’s Shareholders, as a body, for our
audit work, for this report or for the opinions we have formed.

All audit procedures were performed by PricewaterhouseCoopers New Zealand. 

The engagement partner on the audit resulting in this independent auditor’s report is Kevin Brown. 

Other information  
The Directors are responsible for the other information. The other information comprises the 
information included in the Annual report but does not include the consolidated financial statements 
and our auditor's report thereon. 

Our opinion on the consolidated financial statements does not cover the other information and we do 
not express any form of audit opinion or assurance conclusion thereon.  

In connection with our audit of the consolidated financial statements, our responsibility is to read the 
other information and, in doing so, consider whether the other information is materially inconsistent 
with the consolidated financial statements or our knowledge obtained in the audit, or otherwise 
appears to be materially misstated. If, based on the work we have performed on the other information 
that we obtained prior to the date of this auditor’s report, we conclude that there is a material 
misstatement of this other information, we are required to report that fact. We have nothing to report in 
this regard. 

Responsibilities of the Directors for the consolidated financial statements 
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of 
the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal 
control as the Directors determine is necessary to enable the preparation of consolidated financial 
statements that are free from material misstatement, whether due to fraud or error.  

In preparing the consolidated financial statements, the Directors are responsible for assessing the 
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going 
concern and using the going concern basis of accounting unless the Directors either intend to liquidate 
the Group or to cease operations, or have no realistic alternative but to do so.  

For and on behalf of: 

Chartered Accountants
27 May 2021

Wellington

PwC 

PwC

  
  
 
  
 
 
 
 
60

CONSOLIDATED FINANCIAL STATEMENTS

61 

62 

63 

Consolidated statements of profit or 
loss and other comprehensive income

Consolidated statement 
of financial position

Consolidated statement 
of changes in equity

64 

Consolidated statement of 
cash flows 

65

Notes to the consolidated 
financial statements

104

Additional information 
for listed companies

107

Corporate directory

Consolidated statement of profit or loss 
and other comprehensive income

for the year ended 31 March 2021

61

REVENUE

Revenue from contracts with customers

Cost of revenue

Gross profit

Government grants and other operating income

Sales and marketing

Product research, development, and engineering

General and administration

Foreign exchange (losses)/gains

Net loss before interest and tax

Finance income

Finance expense

Net loss for the year before tax

Income tax benefit

Net loss for the year after tax

OTHER COMPREHENSIVE INCOME

Net loss for the year

Other comprehensive (expense)/income

Items that may be reclassified subsequently to profit or loss (net of tax):

Exchange differences on translation of foreign operations

Other comprehensive (expense)/income for the year (net of tax)

Total comprehensive loss for the year, net of tax

Notes

2021 
NZ$’000

2020
NZ$’000

4

7

6

7

7

7

19,747

 12,602 

 (1,692)

18,055

 1,705 

(12,283)

 (14,171)

(12,542)

 (189)

 (1,772)

 10,830 

 1,122 

 (13,248)

 (10,905)

 (11,891)

 1,087 

(19,425)

 (23,005)

 622 

 (146)

 771 

 (74)

(18,949)

 (22,308)

8

 1,461 

 1,937 

(17,488)

 (20,371)

(17,488)

 (20,371)

(2,968)

(2,968)

 1,498 

 1,498 

(20,456)

 (18,873)

Basic and diluted loss per share (NZ$)

12

(0.07)

(0.10)

The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes.

Financial Statements

Volpara Health Annual Report 2021 
 
62

Consolidated statement  
of financial position

as at 31 March 2021

Consolidated statement 
of changes in equity

for the year ended 31 March 2021

63

ASSETS

Non-current assets
Fixed assets
Intangible assets
Right-of-use assets
Contract costs
Deferred tax assets
Total non-current assets

Current assets
Cash and cash equivalents

Cash on deposit

Trade receivables
Contract assets
Prepayments and other receivables
Inventory
Contract costs
Total current assets 
Total assets

EQUITY AND LIABILITIES
Equity
Share capital
Share option reserve
Foreign currency translation reserve 
Accumulated losses
Total equity

Non-current liabilities
Employee entitlements
Lease liabilities
Borrowings
Deferred tax liabilities
Total non-current liabilities 

Current liabilities
Trade and other payables
Deferred revenue
Lease liabilities
Borrowings

Total current liabilities

Total liabilities

Total equity and liabilities 

Notes

 2021
NZ$’000

2020
NZ$’000

Share 
capital
NZ$’000

Notes

Share 
option 
reserve
NZ$’000

Foreign currency 
translation  
reserve
NZ$’000

Accumulated 
losses
NZ$’000

Total 
equity
NZ$’000

21
22
14
5
8

9

9

10
10

5

12
13

11
14
24
8

11
4
14
24

 720 
46,426
 2,686 
 1,753 
 80 
51,665

 7,873 

 24,357 

7,754
 862 
 1,608 
53
 442 
42,949
94,614

 1,029 
  26,233  
 3,519 
 1,593 
-
 32,374 

 3,673 

 27,705 

 7,103 
 440 
  1,186  
  54  
  389  
 40,550 
 72,924 

 180,678 
 3,759 
(1,583)
(110,057)
72,797

 140,078 
 3,326 
 1,385 
 (92,569)
 52,220 

 856 
 2,416 
 486 
 281 
 4,039 

3,872
11,434
 483 
 1,989 

17,778

21,817

 -   
 3,159 
 -   
 1,641 
 4,800 

 4,530 
 10,769 
 605 
 -   

 15,904 

 20,704 

Balance at 1 April 2020

Net loss for the year after tax

Other comprehensive loss

Total comprehensive loss for the year, 
net of tax

Transactions with owners:

Issue of share capital from placement 
and share purchase plan

Costs of placement and share 
purchase plan capital raise

Issue of share capital from exercise of 
share options

Forfeiture of share options

Recognition of share-based payments

Balance at 31 March 2021

 140,078 

 3,326 

 1,385 

 (92,569)

 52,220 

 - 

 - 

 - 

12

12

13

13

13

 39,499 

 (1,601)

 2,702 

 -   

 -   

 180,678 

 - 

 - 

 - 

 -   

 -   

 (955)

 (772)

 2,160 

 3,759 

 - 

(17,488)

(2,968)

 - 

(17,488)

(2,968)

(2,968)

(17,488)

(20,456)

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 39,499 

 (1,601)

 1,747 

(772)

2,160

(1,583)

(110,057)

72,797

Balance at 1 April 2019

84,129

 2,374 

 (113)

 (72,208)

 14,182 

Net loss for the period after tax

Other comprehensive income

Total comprehensive loss for the 
period, net of tax

Transactions with owners:

Issue of share capital from placement 
and accelerated non-renounceable 
entitlement offer (ANREO)

Costs of placement and ANREO

Issue of share capital from exercise of 
share options

Forfeiture of share options

Recognition of share-based payments

 -   

 -   

 -   

 58,032 

 (3,118)

 1,035 

 -   

 -   

13

13

13

 -   

 -   

 -   

 -   

 -   

 (419)

 (19)

 1,390 

 -   

 (20,371)

 (20,371)

 1,498 

 -   

 1,498 

 1,498 

 (20,371)

 (18,873)

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 10 

 -   

 58,032 

 (3,118)

 616 

 (9)

 1,390 

94,614

 72,924 

Balance at 31 March 2020

 140,078 

 3,326 

 1,385 

 (92,569)

 52,220 

For and on behalf of the Board, who authorised the issue of these consolidated financial statements on 27 May 2021.

Ralph Highnam

John Diddams

The above consolidated statement of financial position should be read in conjunction with the accompanying notes.

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes.

Financial Statements

Volpara Health Annual Report 202164

Consolidated statement 
of cash flows

for the year ended 31 March 2021

OPERATING ACTIVITIES

Receipts from customers 

Payments to suppliers and employees

Other income received

Net interest received

Net taxes paid

Business integration and acquisition expenses1

Payment of low-value asset leases

Net cash utilised in operating activities

INVESTING ACTIVITIES

Purchases of property and equipment

Proceeds from sale of PPE

Payments for intangible assets

Acquisition of subsidiary net of cash acquired

Payments into term deposits

Receipts from term deposits

Net cash utilised in investing activities

FINANCING ACTIVITIES

Proceeds from issue of share capital from placement, 
share purchase plan, and ANREO

Transaction costs of raising capital 

Proceeds from exercise of share options

Proceeds from borrowings

Payment of principal portion of the lease liabilities

Net cash provided by financing activities

Net increase in cash and cash equivalents

Effects of currency translation on cash and cash equivalents

Cash and cash equivalents as at 1 April 

Cash and cash equivalents at the end of the period2

9

1. Reclassed from investing activities to operating activities. Refer to note 2.5.  
2. Cash and cash equivalents do not include cash on deposit totalling NZ$24.4M (2020: NZ$27.7M). Refer to note 9 for further details.
The above consolidated statement of cash flows should be read in conjunction with the accompanying notes.  

Notes

2021
NZ$’000

2020
Restated
NZ$’000

 19,685 

 16,339 

(35,141)

 (33,550)

 1,686 

 1,014 

(137)

 (1,032)

 (96)

 977 

 487 

 (146)

 (680)

 (65)

9

(14,021)

 (16,638)

 (76)

 48 

(751)

 (484)

 -   

 (525)

 (24,672)

 (21,707)

 (116,732)

 (32,820)

 119,078 

 16,221 

(23,105)

 (39,315)

 39,499 

 58,032 

 (1,601)

 (3,122)

 1,747 

 2,822 

(599)

 616 

 -   

 (290)

41,868

 55,236 

4,742

 (717)

(542)

 3,673 

 7,873 

 278 

 4,112 

 3,673 

65

Notes to the consolidated 
financial statements

for the year ended 31 March 2021

1. Corporate Information
The consolidated financial statements of Volpara Health 
Technologies Limited (the Company or Volpara) and its 
subsidiaries (collectively, the Group) for the year ended 31 
March 2021 were authorised for issue in accordance with a 
resolution of the Directors on 27 May 2021.

Volpara (the Company and the ultimate Parent) is a limited 
liability company incorporated and domiciled in New 
Zealand and whose shares are publicly traded. Its principal 
place of business and registered office is Level 14–15, 40 
Mercer Street, Wellington 6011, New Zealand.

Volpara is designated as a for-profit company incorporated 
under the Companies Act 1993 (NZCN: 2206998) and is 
listed on the Australian Securities Exchange. The Company 
is also registered in Australia (ARBN: 609 946 867). The 
Company's principal sales and services are in the medical 
device and practice management software industry. 
Information on the Group’s structure and other related 
party relationships of the Group is provided in note 25.

2.2 Basis of consolidation
The Group’s financial statements consolidate the financial 
statements of Volpara and its subsidiaries. A subsidiary 
is a controlled entity over which the Group has power, 
is exposed, or has rights, to variable returns from its 
involvement with the entity, and has the ability to use its 
power to affect its returns.

2.3 New and amended standards and interpretations
There are no new standards or interpretations material 
to the Group to be applied during the year. The Group 
does not anticipate adopting any standards prior to their 
effective date. There are no standards or amendments that 
have been issued but not yet effective that are expected to 
have a material impact on the Group.

2.4 Significant accounting policies
Significant accounting policies, accounting estimates, 
and judgments that summarise the measurement basis 
used and are relevant to the understanding of the financial 
statements are provided throughout the accompanying 
notes:

2 Significant accounting policies

Note 13: Valuation of share-based payments

2.1 Basis of preparation
The consolidated financial statements for the year ended 
31 March 2021 have been prepared in accordance with 
Generally Accepted Accounting Practice in New Zealand 
(NZ GAAP). They comply with International Financial 
Reporting Standards (IFRS), New Zealand Equivalents to 
International Financial Reporting Standards (NZ IFRS), 
and other applicable Financial Reporting Standards as 
appropriate for for-profit entities.

The consolidated financial statements have been prepared 
on a historical cost basis, except for certain financial assets 
and liabilities that have been measured at fair value.

The consolidated financial statements are presented 
in New Zealand dollars, which is the Parent’s functional 
currency and the presentational currency of the Group. All 
values are rounded to the nearest thousand ($'000) except 
when otherwise indicated.

The consolidated financial statements provide comparative 
information in respect of the previous period.

Note 22: Intangible assets

Note 23: Acquisitions

a) Current versus non-current classification

The Group presents assets and liabilities in the 
statement of financial position based on current/non-
current classification. An asset is current when it is: 

•  Expected to be realised or intended to be sold 
or consumed in the normal operating cycle 

•  Held primarily for the purpose of trading 
•  Expected to be realised within 12 months 

after the reporting period or 

•  Cash or cash equivalent unless restricted from being 
exchanged or used to settle a liability for at least  
12 months after the reporting period 

The Group classifies all other assets as non-current.

A liability is current when: 

• 

• 

• 

It is expected to be settled in the 
normal operating cycle 
It is held primarily for the purpose of trading 
It is due to be settled within 12 months 
after the reporting period or 

•  There is no unconditional right to defer 
the settlement of the liability for at least 
12 months after the reporting period 

The Group classifies all other liabilities as non-current.

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
 
 
 
66

67

b) Foreign currencies
For the purposes of presenting the Group financial 
statements, the assets and liabilities of the Group’s foreign 
operations are expressed in New Zealand Dollars using 
exchange rates prevailing at the end of the reporting 
period. 

Foreign currency transactions are translated into the 
functional currency using the average exchange rates for 
that month. Foreign exchange gains and losses resulting 
from the settlement of such transactions, and from the 
translation of monetary assets and liabilities denominated 
in foreign currencies at year end exchange rates, are 
generally recognised in profit or loss. 

Exchange differences arising on translation for 
consolidation, are recognised in other comprehensive 
income (OCI) and accumulated as a separate component of 
equity in the Group’s foreign currency translation reserve. 
On disposal of a foreign operation, the component of OCI 
relating to that particular foreign operation is reclassified 
to profit or loss.

c) Impairment of non-financial assets
At the end of each reporting period, the Group reviews the 
carrying amounts of its tangible and intangible assets to 
determine whether there is any indication that those assets 
have suffered an impairment loss. If any such indication 
exists, the recoverable amount of the asset is estimated 
in order to determine the extent of the impairment loss (if 
any). This includes intangible assets such as patents and 
software and also includes goodwill acquired through 
business combinations.

When it is not possible to estimate the recoverable 
amount of an individual asset, the Group estimates the 
recoverable amount of the cash-generating unit to which 
the asset belongs. When a reasonable and consistent basis 
of allocation can be identified, corporate assets are also 
allocated to individual cash-generating units, or otherwise 
they are allocated to the smallest group of cash-generating 
units for which a reasonable and consistent allocation basis 
can be identified.

Recoverable amount is the higher of fair value less costs 
of disposal and value in use. In assessing value in use, the 
estimated future cash flows are discounted to their present 
value using a pre-tax discount rate that reflects current 
market assessments of the time value of money and the 
risks specific to the asset for which the estimates of future 
cash flows have not been adjusted.

If the recoverable amount of an asset (or cash generating 
unit) is estimated to be less than its carrying amount, the 
carrying amount of the asset (or cash generating unit) is 
reduced to its recoverable amount and an impairment loss 
is recognised immediately in the profit or loss.

Further disclosures relating to impairment of non-financial 
assets are also provided in note 22.

2.5 Restatement of comparatives
To ensure consistency with the current period, 
comparative figures have been restated where 
appropriate.

An adjustment was made to the classification of business 
integration and acquisition expenses in the consolidated 
statement of cash flows. The $680K relating to costs 
associated with the acquisition of MRS Systems, Inc., 
was originally classified as an investing activity within 
the consolidated statement of cash flows. Upon further 
inspection of the applicable accounting standards, it was 
noted that this should be classified as an operating activity. 
This adjustment reflects this reclassification.

There is no impact to the consolidated statement of 
profit or loss or to the consolidated statement of financial 
position of the Group.

2.6 Going concern
The considered view of the Directors of the Group is that 
the going concern assumption is valid. This view has been 
reached after making due enquiry and having regard 
to the circumstances which the Directors consider will 
occur and those which are reasonably likely to affect the 
Group during the period of one year from the date these 
consolidated financial statements are approved.

The Group recorded a net loss of NZ$17.5M for the year 
ended 31 March 2021 (2020: NZ$20.4M) and is expected to 
make further losses in the following financial year.

Notwithstanding the above, the Group has prepared 
cash flow forecasts which indicate that cash on hand at 
year-end, combined with the net cash flow as a result of 
operations, will enable the Group to continue operating as 
a going concern.

3. Segment information
The Board of Directors, assessed to be the Group’s Chief Operating Decision Maker (CODM), receives financial reports 
for each region as defined by the four operating subsidiaries and head office (Corporate). The reporting to the CODM has 
been aggregated into four reporting segments based on region and separating out head office:

•  North America
•  Europe, Middle East, and Africa (EMEA)
•  Asia Pacific (APAC)
•  Corporate

This aggregation is based on products, customers, distribution methods, and the regulatory environment being similar in 
each region. 

No single customer contributes more than 10% of the Group's revenue.

The Group derives its revenue from the sale of clinical functions and patient tracking software. The clinical functions 
business is sold worldwide, whereas the patient tracking software to date has been sold predominantly in North America.

The CODM assesses the performance of the reportable segments based on net profit/(loss) after tax. The segment 
information provided to the Board of Directors for the year ended 31 March 2021 is as follows: 

North 
America
NZ$’000

EMEA
NZ$’000

APAC
NZ$’000

Corporate
NZ$’000

Reconciled 
to Group
NZ$’000

2021

Revenue from breast contracts

•  SaaS

•  SMA

•  Capital

Revenue from lung contracts

Other

Total revenue

Cost of revenue

Gross profit

 9,781 

 6,601 

 1,501 

 1,187 

 48 

 19,118 

 (1,496)

 17,622 

 82 

 15 

 3 

 -   

 -   

 100 

 (89)

 11 

 423 

 18 

 88 

 -   

 -   

 529 

 (107)

 422 

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 1,494 

 (345)

 (8,962)

(5,253)

 (46)

 10,286 

 6,634 

 1,592 

 1,187 

 48 

 19,747 

 (1,692)

 18,055 

 1,705 

 (12,283)

 (14,171)

(12,542)

 (189)

(13,112)

(19,425)

 -   

 -   

 621 

 (54)

 622 

 (146)

Government grants and other operating income

 17 

 88 

 106 

Sales and marketing

Product research, development, and engineering

General and administration

Foreign exchange gains/(losses)

Net loss before interest and tax

Finance income

Finance expense

 (10,624)

 (4,832)

 (6,989)

 9 

 (4,797)

 1 

 (91)

 (319)

 (369)

 (128)

 (2)

 (719)

 -   

 (1)

 (995)

 (8)

 (172)

 (150)

 (797)

Net loss for the year before tax

 (4,887)

 (720)

 (797)

(12,545)

(18.949)

Income tax benefit/(expense)

Net loss for the year after tax

 1,426 

 (3,461)

 (3)

 (723)

 38 

 -   

 1,461 

 (759)

(12,545)

(17,488)

Notes to the Financial Statements

Volpara Health Annual Report 2021 
68

2020

Revenue from breast contracts

•  SaaS

•  SMA

•  Capital

Revenue from lung contracts

Total revenue

Cost of revenue

Gross profit

Government grants and other operating income

Sales and marketing

Product research, development, and engineering

General and administration

Foreign exchange gains/(losses)

Net loss before interest and tax

North 
America
NZ$’000

EMEA
NZ$’000

APAC
NZ$’000

Corporate
NZ$’000

Reconciled 
to Group
NZ$’000

 5,927 

 2,286 

 3,200 

 467 

 11,880 

 (1,545)

 10,335 

 -   

 (11,631)

 (3,624)

 (4,538)

 1 

 121 

 11 

 2 

 -   

 134 

 (89)

 45 

 30 

 (292)

 (245)

 (78)

 2 

 382 

 12 

 194 

 -   

 588 

 (138)

 450 

 -   

 (880)

 (45)

 (10)

 28 

 -   

 -   

 -   

 -   

 -   

 -   

 -   

 6,430 

 2,309 

 3,396 

 467 

 12,602 

 (1,772)

 10,830 

 1,092 

 (445)

 1,122 

 (13,248)

 (6,991)

 (10,905)

 (7,265)

 (11,891)

 1,056 

 1,087 

 (9,457)

 (538)

 (457)

 (12,553)

 (23,005)

Finance income

Finance expense

 7 

 (50)

 -   

 (8)

 15 

 1 

 749 

 (17)

 771 

 (74)

Net loss for the period before tax

 (9,500)

 (546)

 (441)

 (11,821)

 (22,308)

Income tax benefit

 1,931 

 2 

 4 

 -   

 1,937 

Net loss for the period after tax

 (7,569)

 (544)

 (437)

 (11,821)

 (20,371)

SEGMENT NON-CURRENT ASSETS

As at 31 March 2021

As at 31 March 2020

North 
America
NZ$’000

48,725

29,562

EMEA
NZ$’000

APAC
NZ$’000

Corporate
NZ$’000

Reconciled 
to Group
NZ$’000

4

 -   

123

27

 2,813 

 2,785 

51,665

32,374

69

4. Revenue from contracts with customers
The Group recognises revenue from goods and services provided under three main product categories:
1.  Software as a Service (SaaS) contracts, which involve the sale of software on a subscription 

basis and, where applicable, cloud-based support (and associated items);

2.  Capital sales contracts, which involve the outright sale of software and associated items;
3.  Software Maintenance Agreements (SMAs) to support previous Capital sales.

Revenue is measured based on the consideration specified in a contract with a customer. The Group recognises revenue 
when control of a good or service is transferred to the customer. Refer below for more detail.

The Group has determined that no significant financing component exists in respect of the various revenue streams.  
This is due to there being no significant time lag between the delivery of goods or services and when payment is received.

Further information about the Group's three main product categories and related performance obligations is detailed below.

Software as a Service

The Group’s SaaS contracts with customers generally comprise a range of goods and services. These may include the 
base software (and hardware in some instances), software updates and upgrades, installation, upfront training and 
ongoing technical support, integrations, and role licences to access services. 

As a result, a number of performance obligations exist. The transaction price is therefore allocated to each performance 
obligation on a relative stand-alone, selling-price basis. This allocation requires estimation because, while each separate 
performance obligation is identified in the contract, the contract price is set for the agreement as a whole. In the absence 
of comparable market prices for the various goods and services provided, the Group relies on internal information such 
as a master price list to determine the stand-alone selling price for each good or service. This internal information may be 
adjusted to reflect market conditions across the geographic locations, the nature of the customer and their expected use 
of the software, and other factors.

Revenue for each performance obligation is recognised as follows:

Performance obligation

Base software (and hardware)

Upfront training

Installation

Recognition

Point in time, on installation

Point in time, upon completion

Over time, as installation is provided

Role licences and volume licences which provide access to 
services where the Group is required to maintain access to 
analytical and other information

Over time, from the completion of installation through  
to the end of the contract

Software updates, upgrades, and ongoing technical support

Predominantly "stand-ready" services recognised on a 
straight-line basis over the period of service

Most contracts involve pricing based on usage of the software (mammography volumes). Revenue based on usage is 
recognised on a straight-line basis as this is in line with expected usage patterns and for practicality purposes.

Most SaaS contracts are for one- to five-year terms, with a right to cancel at the end of each year without penalty. The 
Group’s judgment is that these are one-year contracts with a right to renew and accordingly revenue is recognised as the 
performance obligations are met over the annual period.

A number of contracts allow the customer to renew the contract at a discount to the initial price, or to obtain additional 
role licences or other goods and services at a discount. Where the discount is incremental to the range of discounts 
typically given for the goods or services, the value of the discount is determined and some revenue is allocated to 
this customer option known as the material right. Revenue allocated to the customer option is recognised when the 
subsequent discounted goods or services are provided.

Notes to the Financial Statements

Volpara Health Annual Report 2021 
70

71

There are no warranties to be accounted for on SaaS products for the current period. Warranties will be applicable on 
Live sales after the first year. This will include a warranty on the hardware sold with the Live product. It is expected that 
the number of claims will be minimal. A provision will be recognised for the cost associated with warranty claims if it is 
expected that these claims will be more than insignificant. The recognition of any provision does not impact revenue 
recognition.

Capital   
Capital sales contracts involve the provision of software licences, server hardware (if applicable), installation services, 
integrations, and training. Customers enter into an arrangement with the Company by signing a contract, which grants 
the customer a non-transferable, non-exclusive licence to use the software for its internal purposes, generally for 
a perpetual period of time. The Company recognises revenue when persuasive evidence of an arrangement exists, 
performance has occurred, the fee is fixed or determinable, and collectability is probable. This is usually the date that the 
customer has been provided with the server (where applicable) and the licence key(s), and training (where applicable) has 
been completed. Software products are delivered either electronically or via delivery of the software on a device for the 
customer to install. Electronic delivery occurs when the Company provides the customer with access to the software via a 
secure portal.

Training and other services are not considered essential to the functionality of the Company’s software products. 
These services are generally delivered on a time-and-materials basis, and are recognised when services are performed.

Capital contracts do not involve any variable consideration. Management considers whether revenue needs to be 
allocated to separate performance obligations only where significant elements of the contract remain outstanding at the 
reporting date (refer below for discussion on how revenue would be allocated if this were the case).

SMAs 
The Group’s SMA contracts with customers generally comprise a number of distinct performance obligations, being 
the provision of software updates, upgrades, ongoing technical support, IT configuration changes, etc. SMA contracts 
usually begin one year after the commencement of a Capital sale, and contracts range in length between one and four 
years. SMA contracts are considered "stand-ready" performance obligations, where all elements are provided over time. 
Therefore, revenue is recognised on a straight-line basis over the period of the contract. Payment is usually due upon 
commencement of each year of the SMA.

Contract modifications 
There were several contract modifications that occurred during the year where customers on an existing SMA or 
Scorecard (previously Density, Dose, and Pressure) agreement signed SaaS contracts and as a result they were accounted 
for as contract modifications. Separate performance obligations did not arise from the changes. The cash flow associated 
with these contracts changed as a result of these modifications.

Disaggregation of revenue 
The Group derives its revenue from the transfer of goods and services over time and at a point in time in the following 
product categories: 

For the year ended 31 March 2021

Software 
maintenance 
agreements
NZ$'000

Software  
as a service
NZ$'000

Capital sales
NZ$'000

Other
NZ$'000

Total
NZ$'000

Timing of revenue recognition

Goods or services transferred at a point in time

Services transferred over time

Total revenue from contracts with customers 

 1,592 

 -   

 1,592 

 -   

 6,634 

 6,634 

 2,046 

 9,427 

 11,473 

 48 

 -   

 48 

 3,686 

 16,061 

 19,747 

For the year ended 31 March 2020

Software 
maintenance 
agreements
NZ$'000

Software  
as a service
NZ$'000

Capital sales
NZ$'000 

Other
NZ$'000

Total
NZ$'000

Timing of revenue recognition

Goods or services transferred at a point in time

Services transferred over time

Total revenue from contracts with customers 

 3,396 

 -   

 3,396 

 -   

 2,309 

 2,309 

 1,298 

 5,599 

 6,897 

 -   

 -   

 -   

 4,694 

 7,908 

 12,602 

Deferred revenue 
Payment is usually due annually in advance either upon go-live or an agreed period after the contract is signed, whichever 
occurs first. If a customer pays consideration before the Group transfers goods or services to the customer, a deferred 
revenue liability is recognised when the payment is made. Deferred revenue liabilities are recognised as revenue when the 
Group performs under the contract. 

Opening balance as at 1 April

Amount recognised upon acquisition

Amount recognised in revenue during the year

Amounts invoiced during the year

Closing balance as at 31 March

Deferred revenue by contract type

As at 31 March

Capital

SMA contracts

SaaS contracts

Total deferred revenue

Notes

23

2021
 NZ$'000 

 10,769 

 1,135 

 (16,649)

 16,179 

 11,434 

2020
 NZ$'000 

 2,184 

 1,564 

 (8,254)

 15,275 

 10,769 

2021
 NZ$'000 

2020
 NZ$'000 

 276 

 3,829 

 7,329 

 18 

 5,926 

 4,825 

 11,434 

 10,769 

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
72

73

5. Contract costs

Cost to obtain a contract  

The Group pays sales commissions to its employees for each contract that they obtain, subject to conditions. These 
commission costs are either amortised over the life of the contract, or for contracts recognised at a point in time, 
recognised when the performance obligation is satisfied. Contracts span up to five years in length and, correspondingly, 
amortisation is spread over the contract's life. These costs are recognised in cost of revenue in profit or loss. 

As at 1 April

Costs to obtain contracts entered into in current year

Amortisation within cost of revenue

As at 31 March

6. Government grants and other operating income

For the year ended 31 March

Government grants - Callaghan Innovation

Other income

Total government grants and other operating income

2021
 NZ$'000 

2020
 NZ$'000 

 1,982 

 771 

 (558)

 2,195 

 1,183 

 1,363 

 (564)

 1,982 

2021
 NZ$'000 

2020
 NZ$'000 

 1,314 

 391 

 1,705 

 1,077 

 45 

 1,122 

Government grants are received for certain expenses incurred by the Group, and are recognised in profit or loss, when 
it becomes reasonably certain that the grants will be received. The Callaghan Innovation R&D Growth Grant has 10% 
withheld until conditions are met. This has been accrued for on the basis that conditions will be met.

7. Operating expenses and cost of revenue

Cost of revenue
Cost of revenue expenses consist of those expenses which are incremental in deriving additional revenue. This  
includes cloud costs, commission expenses, hardware, and any travel costs associated with the onboarding process.

Overhead allocation 
The presentation of the consolidated statement of profit or loss and other comprehensive income by function requires 
certain overhead costs to be allocated to functions. These allocations require management to apply judgment.

Sales and marketing
Sales and marketing expenses consist of personnel and related expenses (including salaries, benefits, and bonuses) 
directly associated with the sales and marketing teams and the cost of educating and onboarding customers. Other  
costs included are external advertising, marketing, and conference costs for events such as the Radiological Society of 
North America (RSNA) conference, as well as allocated overheads.

Product research, development, and engineering
Product research, development, and engineering costs consist primarily of personnel and related expenses (including 
salaries, benefits, and bonuses) directly associated with our product research, development, engineering, regulatory and 
quality employees, as well as allocated overheads.

Under NZ IFRS, the proportion of product research and development costs that creates a benefit in future years is 
capitalisable as an intangible asset and is then amortised to profit or loss over the estimated life of the asset created.  
The amount amortised relating to Volpara's products is included as a product research, development, and engineering 
cost. Refer to note 22 for further details.

General and administration 
General and administration expenses consist of personnel and related expenses (including salaries, benefits, and 
bonuses) for the Chief Executive Officer (CEO) as well as the finance, human resources, and administrative employees.  
It also includes legal, accounting, and other professional services fees, insurance premiums, other corporate expenses, 
and allocated overheads. Share-based compensation is included for all directors, Key Management Personnel (KMP),  
and employees.

For the year ended 31 March

Salaries and benefits1

Research, development, and other product engineering costs not capitalised

Depreciation and amortisation

Superannuation contributions

Consulting and subcontracting

Share-based payments expense

Customer cloud costs

Advertising and marketing

Retention plan costs

Business integration and acquisition expenses

Directors' fees

Fees paid to auditors

Low-value lease expenses

Bad debts written off

Travel

Impairment of right-of-use asset

Movement in provision for expected credit losses

Other operating expenses

Total cost of revenue and operating expenses2

AUDITORS' REMUNERATION

The auditor of the Group is PwC

Audit of financial statements

Review of interim financial statements

Review of Callaghan Grant return

Non-assurance engagement3

Total

FEES TO A NON-PWC AUDIT FIRM

Audit of financial statements

Total

Notes

2021
 NZ$'000 

2020
 NZ$'000 

14, 21, 22

13

11

23

10

 17,043 

 7,251 

 3,089 

 2,073 

 2,035 

 1,379 

 933 

 847 

 833 

 698 

 406 

373

 90 

 171 

 47 

 -   

 (55)

3,475

40,688

 17,865 

 3,802 

 2,240 

 1,567 

 1,595 

 1,382 

 927 

 1,510 

 -   

 1,004 

 401 

 244 

 65 

 44 

 1,578 

 106 

 148 

 3,338 

 37,816 

2021
 NZ$'000 

2020
 NZ$'000 

 220 

 35 

 5 

 97 

 357 

 16 

 16 

 155 

 35 

 5 

 33 

 228 

 16 

 16 

1. 

Excludes salaries and benefits associated with research for $6,962,000 (2020: $3,586,000). These are included as part of "Research, development, 
and other product engineering costs not capitalised".

2.  This total excludes foreign exchange gains/(losses).
3.  The Group engaged PwC to perform security penetration testing and advisory services relating to IT security risks, and to obtain a market survey of 

executive remuneration levels.

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
74

8. Taxation

Current income tax
The income tax benefit for the year comprises current and deferred tax. Tax is recognised in the income tax component 
of the consolidated statement of profit or loss, except to the extent that it relates to items recognised in other 
comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or 
directly in equity, respectively.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively 
enacted at the reporting date, and any adjustment to tax payable in respect of previous years.

Deferred tax is recognised using the balance sheet method, providing for temporary differences between the carrying 
amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. Deferred 
tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on 
the laws that have been enacted or substantively enacted by the reporting date.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which 
the temporary difference can be utilised. Deferred tax assets are reviewed at each reporting date and are reduced to the 
extent that it is no longer probable that the related tax benefit will be realised.

As at 31 March

RECONCILIATION OF EFFECTIVE TAX RATE

Net loss for the year before tax

Prima facie taxation at 28% (2020: 28%)

Less tax effect

Income not subject to tax

Difference in effective tax rate

Expenses not deductible for tax purposes 

Tax differences not recognised

Deferred tax on temporary differences relating to earlier periods

Tax losses recognised relating to earlier periods

Income tax benefit

Represented by:

Current tax

Deferred tax

Income tax benefit

The Group has unrecognised deferred tax assets consisting of:

Temporary differences

Accumulated losses

Total unrecognised deferred tax assets

2021
 NZ$'000 

2020
 NZ$'000 

(18,949)

 (22,308)

(5,306)

 (6,246)

 (757)

 259 

 340 

4,066

 (18)

 (45)

 (302)

 -   

 531 

 4,945 

 -   

 (865)

 (1,461)

 (1,937)

 (200)

 (1,261)

 (1,461)

 23 

 (1,960)

 (1,937)

 3,986 

 10,411 

 3,251 

 7,280 

 14,397 

 10,531 

The Group has tax losses in New Zealand of NZ$37,103,000 (2020: NZ$25,772,000); tax losses in the USA of US$4,050,000 
(2020: US$3,230,000); tax losses in Australia of $nil (2020: A$70,000), and tax losses in Europe of GBP61,000 (2020: 
GBP75,000) that are available for offset against future taxable profits of the companies in which those losses arose, 
subject to satisfying relevant jurisdiction income tax-loss carry-forward rules and maintaining minimum levels of 
shareholder continuity; and therefore realisation is currently uncertain.

DEFERRED TAX ASSETS/(LIABILITIES)

Intangible assets

Tax losses

Other

Balance at beginning of year

Charged to profit or loss

Gain/(loss) from movement in exchange rates

Balance at end of year

 (3,752)

 415 

 509 

 (2,828)

 1,507 

 185 

(221)

1,471

 604 

 661 

 (109)

1,156

75

Total

 (1,641)

 1,261 

 179 

 (201)

Deferred tax assets of the Group relating to tax losses and other temporary differences have been recognised to the 
extent of deferred tax liabilities, where the benefit of those tax losses and other temporary differences are available for 
offset within the entity or jurisdiction in which the deferred tax liabilities arise.

Imputation credits
As at 31 March 2021, the Group had no imputation credits (2020: $nil).

9. Cash, cash equivalents, and cash on deposit

Cash at bank and on hand

Short-term deposits

Cash on deposit*

Total cash and cash equivalents and cash on deposit

*Cash on deposit is in the form of term deposits that require a notice period of 91–365 days to access. 

2021
 NZ$'000 

2020
 NZ$'000 

 5,873 

 2,000 

 24,357 

 32,230 

 3,673 

 -   

 27,705 

 31,378 

Cash at bank and on hand earns interest at floating rates based on daily bank deposit rates (note 16). Short-term 
deposits are made for varying maturity periods of between one day and three months, depending on the immediate 
cash requirements of the Group, and earn interest at the respective short-term deposit rates. They are subject to an 
insignificant risk of changes in value.

At 31 March 2021, the Group had available NZ$10,000 (2020: NZ$10,000) of undrawn committed borrowing facilities. 

For the purpose of the statement of cash flows, cash and cash equivalents comprise cash at bank and on hand and short-
term deposits. 

Notes to the Financial Statements

Volpara Health Annual Report 2021 
76

77

Reconciliation of operating cash flows

For the year ended 31 March

Net loss for the year after tax

NON-CASH AND NON-OPERATING ITEMS

Depreciation and amortisation

(Gains)/losses on foreign exchange transactions

Share-based payments

(Gain)/loss on disposal of fixed assets

Bad debts write-off

Impairment of right-of-use asset

Movement in provision for expected credit losses

Deferred tax benefit

Interest on loan

Write-off lease liability

CHANGES IN WORKING CAPITAL

Increase in trade and other receivables

Increase in contract costs

Decrease/(increase) in inventory

Increase in trade and other payables and employee entitlements

Increase in deferred revenue and contract assets

Effect of foreign exchange variance

Net cash used in operating activities

2021
 NZ$'000 

2020  
restated1
NZ$'000

(17,488)

 (20,371)

 3,089 

 1,151 

 1,379 

 (48)

 171 

 -   

 (55)

 2,240 

 (755)

 1,382 

 -   

 44 

 106 

 148 

 (1,261)

 (1,960)

 24 

 (33)

 -   

 -   

 (1,342)

 (506)

 2 

335

 511 

50

 (2,965)

 (603)

 (14)

 736 

 5,870 

 (496)

(14,021)

 (16,638)

1. Business integration and acquisition expenses were reclassed from investing activities to operating activities. Refer to note 2.5.

10. Trade receivables and contract assets
Trade receivables are amounts due from customers for the sale of goods or services performed in the ordinary course of 
business that are unconditional. If collection is expected in one year or less, they are classified as current assets. If not, 
they are classified as non-current assets. 

A contract asset is the right to consideration in exchange for goods or services transferred to the customer. If the Group 
performs by transferring goods or services to a customer before the customer pays consideration or before payment is 
due, a contract asset is recognised for the earned consideration that is conditional. 

Trade receivables

Allowance for expected credit losses

Total trade receivables

Trade receivables are non-interest bearing and are generally on terms of 30 to 90 days.

.
CONTRACT ASSETS

Opening balance as at 1 April

Amount recognised in revenue during the year

Amounts transferred to trade receivables during the year

(Loss)/gain from movement in exchange rates

Closing balance as at 31 March

Contract assets

Allowance for expected credit losses

Total contract assets

2021
 NZ$'000 

2020
 NZ$'000 

 7,846 

 (92)

 7,754 

 7,248 

 (145)

 7,103 

2021
 NZ$'000 

2020
 NZ$'000 

 440 

 1,458 

 (1,005)

 (31)

 862 

 874 

 (12)

 862 

 157 

 952 

 (687)

 18 

 440 

 454 

 (14)

 440 

Customer credit risk
The Group seeks to trade only with reputable third parties, and as such collateral is typically not requested; nor is it the 
Group’s policy to securitise its trade and other receivables. In addition, outstanding customer receivables and contract 
assets are monitored on an ongoing basis with the result that the Group’s experience of bad debts is not significant.

An impairment analysis is performed at each reporting date using a provision matrix to measure expected credit 
losses (ECLs). The provision rates are based on days past due for groupings of various customer segments with similar 
loss patterns (i.e., by geographical region, product type). The calculation reflects the probability-weighted outcome, 
reasonable, and supportable information that is available at the reporting date about past events, current conditions, and 
forecasts of future economic conditions. Generally, trade receivables are written off if past due for an extended period 
(e.g., one year) and are not subject to enforcement activity. The maximum exposure to credit risk at the reporting date 
is the carrying value of trade receivables and contract assets. The Group does not hold collateral as security. The Group 
evaluates the concentration of risk with respect to trade receivables and contract assets as low, as its customers are 
generally large institutions.

For trade receivables and contract assets, the Group applies the simplified approach permitted by NZ IFRS 9, which 
requires expected lifetime losses to be recognised from initial recognition of the trade receivables and contract assets.

Customers have been categorised into different groups based on the aging of their invoices as shown in the  
following table.

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
 
 
 
 
78

79

31 March 2021

Contract 
assets

Trade receivables

Days past due

Total

Current

<30 days

31–60 days

61–90 days

>90 days

NZ$'000

NZ$'000

NZ$'000

NZ$'000

NZ$'000

NZ$'000

NZ$'000

Expected credit loss rate

Estimated total gross 
carrying amount at default

Expected credit loss

31 March 2020

1.4%

 874 

 12 

Contract 
assets

0.7%

4,560

 31 

0.6%

 800 

 5 

1.4%

587 

 8 

1.3%

2.6%

1.2%

151

 2 

1,748

 8,720 

 46 

 104 

Trade payables

Accrued expenses

Employee entitlements

Retention plan accrual

Tax payable

Trade receivables

Days past due

Total

Total trade and other payables

Trade payables are generally on terms of 14-30 days.

11. Trade and other payables
Trade payables are obligations to pay for goods or services that have been acquired in the ordinary course of business 
from suppliers. Trade payables are classified as current liabilities if payment is due within one year or less. If not, they are 
classified as non-current liabilities.

2021
 NZ$'000 

2020
 NZ$'000 

 949 

549

 879 

 991 

 2,336 

 2,660 

 856 

 38 

 -   

 -   

4,728

 4,530 

Current

<30 days

31–60 days

61–90 days

>90 days

NZ$'000

NZ$'000

NZ$'000

NZ$'000

NZ$'000

NZ$'000

NZ$'000

Expected credit loss rate

3.1%

0.8%

0.5%

Estimated total gross 
carrying amount at default

 454 

 2,969 

 2,485 

Expected credit loss

 14 

 23 

 12 

0.5%

 385 

 2 

4.0%

8.5%

2.1%

 250 

 10 

 1,159 

 7,702 

 98 

 159 

Set out below is the movement in the allowance for expected credit losses of trade receivables and contract assets:

As at 1 April

Movement in provision for expected credit losses (note 7)

As at 31 March

2021
 NZ$'000 

2020
 NZ$'000 

 159 

 (55)

 104 

 11 

 148 

 159 

The Group continues to recognise expected credit losses at an increased level due to the ongoing economic impacts  
of the COVID-19 pandemic.

Employee entitlements comprise entitlements for annual leave, superannuation contributions in their various forms  
(401(k), UK pension, Super, and Kiwisaver), salaries, commissions for sales staff, and an accrual for the CRA retention plan 
(refer to note 23). Employee entitlements expected to be settled within 12 months of the reporting date are recognised in 
respect of employees' services up to the reporting date.

As part of the acquisition, Volpara entered into a retention plan agreement with key employees of CRA. This retention 
plan involves two US$2M payouts which are to be made if CRA achieves certain ARR performance and staff-retention 
targets by 31 December 2021 and 30 June 2022. These retention payments are related to employee remuneration and are 
not treated as consideration for the purchase of the business. The fair value of the payments has been accrued in line 
with services performed from the employees on a straight-line basis based on the probability of achieving the targets. 
The Directors have considered the likelihood of achievement of the ARR performance targets as probable. Additionally, 
the Directors have assumed that all employees will meet the service conditions.

12. Share capital and earnings per share (EPS)
Ordinary shares are classified as equity. Incremental costs directly attributed to the issue of new ordinary shares or 
options are shown in equity as a deduction from proceeds. 

(a) Ordinary shares
All issued shares are fully paid and have no par value.

Ordinary shares are entitled to one vote per share at meetings of Volpara.

All ordinary shares rank equally with regard to Volpara. 

(b) Capital management
The Group’s capital includes share capital, accumulated losses, and reserves.

The Group’s policy is to maintain a sound capital base so as to maintain investor and creditor confidence, sustain future 
development of the business, and continue as a going concern. The Group's policies in respect of capital management 
and allocation are reviewed by the Board of Directors.

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
 
 
 
 
 
 
 
80

81

Ordinary shares issued and fully paid

Notes

NZ$’000

000’s

NZ$’000

000’s

2021

2020

In issue as at 1 April

Exercise of share options

 140,078 

 218,480 

 84,129 

 179,350 

13

 2,702 

 4,078 

 1,042 

 2,466 

Issue of share capital from placement

 29,768 

 21,538 

 47,485 

 30,000 

Issue of share capital from share purchase plan

 9,731 

 6,923 

 10,547 

 6,664 

Issue costs

In issue as at 31 March

 (1,601)

 -   

 (3,125)

 -   

 180,678 

 251,019 

 140,078 

 218,480 

Dividends
No dividends have been declared or paid for the year ended 31 March 2021 (2020: $nil).

Earnings per share
Basic earnings per share is calculated by dividing net loss for the year after tax by the weighted average number of 
ordinary shares in issue during the year.

Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding to assume 
conversion of all dilutive potential ordinary shares. The Group has potential ordinary shares in the form of share options. 
However, as these are anti-dilutive due to the Company being in a loss position, the earnings per share and diluted 
earnings per share are the same.

The following reflects the income and share data used in the basic and diluted EPS computations: 

13. Share-based payments
The Group operates two equity-settled share-based incentive plans for Directors, Executives, senior management, 
employees, and others of the Company and its subsidiaries. The plans are designed to retain key personnel. There is a 
legacy employee share option plan (Legacy ESOP) that was in operation from 2009 until the Initial Public Offering (IPO)  
in April 2016. Since the IPO a new employee share option plan (New ESOP) has been in operation.

The value of the services rendered for the grant of the share options is recognised as an expense over the vesting 
period (which ranges from zero to five years or upon meeting stipulated milestones). The amount is determined by 
reference to the fair value of the share options granted which is calculated using the Black-Scholes options model. The 
cumulative expense recognised for equity-settled transactions at each reporting date until the vesting date reflects the 
extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that 
will ultimately vest. The expense or credit in profit or loss for the year represents the movement in cumulative expense 
recognised as at the beginning and end of that year. 

The share option reserve arises on recognition of the share-based payment expense. Amounts are transferred out of the 
reserve and into issued capital when the options are exercised, or reversed through profit or loss when options lapse or 
are forfeited.

Legacy ESOP
There were no new options issued under this model for the period ended 31 March 2021 (31 March 2020: $nil).

Grant date/employees entitled

Number of share 
options outstanding 
‘000’s

Vesting conditions

Contractual life of 
options

As at 31 March

2021

2020

2015

OPTIONS GRANTED TO DIRECTORS

Net loss after tax (NZ$’000)

Ordinary number of shares (‘000’s)

Weighted average number of shares on issue (‘000’s)

Basic and diluted loss per share (NZ$)

(17,488)

 (20,371)

 251,019 

 218,480 

 247,257 

 210,136 

 (0.07)

 (0.10)

There have been no other transactions involving ordinary shares or potential ordinary shares between the reporting date 
and the date of authorisation of these financial statements. 

OPTIONS GRANTED TO EMPLOYEES

2013

2014

2015

2016

200

64

192

390

450

Monthly over a period of 36 months 
service from grant date

10 years

Annually over a period of 2–3 years' 
service from grant date & subject to 
performance criteria

Quarterly over a period of 1 year's 
service from grant date

1 year's service from grant date

Annually over a period of 3 years' 
service from grant date

10 years

10 years

10 years

10 years

Total share options

1,296

The vesting conditions on all options were met in prior periods. As a result, there is no expense recognised for the year 
ended 31 March 2021 for the Legacy ESOP share options (2020: $nil).

Notes to the Financial Statements

Volpara Health Annual Report 202182

83

The number and weighted-average exercise prices of share options under the Legacy ESOP plan were as follows:

Weighted-
average 
exercise 
price

Weighted-
average 
share price 
at date of 
exercise

Number of 
options

Weighted-
average 
exercise 
price

Weighted-
average 
share price 
at date of 
exercise

Number of 
options

2021
000’s

2021
NZ$

2021
A$

2020
000’s

Outstanding at 1 April

Exercised during the period

Outstanding as at 31 March

Vested as at 31 March

 3,645 

 (2,349)

 1,296 

 1,296 

 0.38 

 0.35 

 0.43 

 -   

 5,415 

 1.36 

 (1,770)

 -   

 3,645 

 3,645 

2020
NZ$

 0.31 

 0.14 

 0.38 

2020
A$

 -   

 1.55 

 -   

The options outstanding at 31 March 2021 had an exercise price in the range of $0.1567 to $0.4667 (2020: $0.08 to 
$0.4667) and weighted-average contractual life of 3.6 years (2020: 1.8 years).   

The following Legacy ESOPs were in existence during the current and prior year:

Grant year (financial year)

Number of 
share options 
‘000’s

NZ$ 
exercise 
price

Expiry date 
(financial 
Year)

NZ$ 
fair value at 
grant date

2010

2011

2012

2013

2013

2014

2014

2015

2015

2016

2016

Total

Less forfeited and exercised as at 31/3/2020

Exercised during the year

Total share options remaining

No further options are granted under the Legacy ESOP.

0.0003

0.0800

0.1567

0.3117

0.1567

0.3117

0.3333

0.4667

0.4600

0.4667

0.4667

2020

2021

2022

2023

2023

2024

2024

2025

2025

2021

2026

0.08

0.10

0.12

0.15

0.21

0.16

0.15

0.20

0.20

0.21

0.21

749

446

450

360

351

372

45

452

390

1,350

450

5,415

 (1,770)

 (2,349)

 1,296 

New ESOP
In accordance with the terms of the plan, as approved by shareholders at a previous annual general meeting, Executives, 
senior employees, employees, and others were granted options to purchase ordinary shares at exercise prices detailed 
below.

Each New ESOP converts into one ordinary share of Volpara on exercise. The options carry neither rights to dividends nor 
voting rights. Options vest upon satisfying the condition of continued employment with the Group for the service period 
specified in the contract (ranging from two to five years). Vested options can be exercised at set times during the year,  
30 days prior to expiry or at the time of an exit event.

The options granted expire or are forfeited after seven years of their issue or on termination of employment within the 
vesting period, whichever occurs first.

The key terms and conditions related to the grants under these programs are as follows; all options are to be settled by 
the issue of ordinary shares.

Standard New ESOPs have a service period of five years and a contractual life of seven years. There are four tranches 
which begin to vest two years after the grant date and annually thereon.

Grant date/employees entitled

OPTIONS GRANTED TO DIRECTORS

2016

2018

2019

2020

2021

OPTIONS GRANTED TO KEY MANAGEMENT PERSONNEL

2016

2017

2018

2020

2021

OPTIONS GRANTED TO EMPLOYEES

2016

2017

2018

2019

2020

2021

Total share options

Number of share options outstanding 
‘000’s

 300 

 450 

 450 

 900 

 450 

 600 

 20 

 40 

 100 

 977 

 768 

 193 

 40 

 772 

 2,415 

 715 

 9,190 

The Black-Scholes model was used to value the Legacy ESOPs. Given there have been no issues of options in the current 
or comparative year, the Company has not disclosed the previously applied valuation assumptions.

The expense recognised for the year ended 31 March 2021 for the New ESOP share options was $1,379,000 as per note 7 
(2020: $1,382,000).

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
 
 
84

85

The number and weighted-average exercise prices of share options under the New ESOP plan were as follows:

The following New ESOPs were in existence during the current and prior year:

Weighted-
average 
exercise 
price

Weighted-
average 
share price 
at date of 
exercise

2021
A$

 1.00 

 1.42 

 0.51 

 1.27 

 1.18 

 0.56 

2021
A$

 -   

 -   

 1.36 

 -   

 -   

 -   

Weighted-
average 
exercise 
price

Weighted-
average 
share price 
at date of 
exercise

2020
A$

 0.56 

 1.66 

 0.51 

 0.78 

 1.00 

 0.51 

2020
A$

 -   

 -   

 1.59 

 -   

 -   

 -   

Number 
of options 

2020
000’s

 6,997 

 4,200 

 (696)

 (80)

 10,421 

 2,339 

Number of 
options 

2021
000’

 10,421 

 4,171 

 (1,729)

 (3,673)

 9,190 

 2,164 

Outstanding as at 1 April

Granted during the year

Exercised during the year

Forfeited during the year

Outstanding 31 March

Vested as at 31 March

The options outstanding at 31 March 2021 had an exercise price in the range of A$0.50 to A$1.84 (2020: A$0.50 to A$1.84) 
and weighted-average contractual life of 4.6 years (2020: 4.8 years).

Grant year (financial year)

Number of share 
options granted 
‘000’s

A$ 
exercise 
price

Expiry date

A$ 
fair value at 
grant date

2016

2017

2017

2017

2017

2017

2017

2018

2018

2018

2018

2018

2018

2019

2019

2019

2019

2020

2020

2020

2020

2020

2021

2021

2021

2021

2021

2021

2021

Total

Less forfeited and exercised as at 31/3/2020

Exercised during the year

Forfeited during the year

Total share options remaining

 4,000 

 125 

 140 

 40 

 90 

 72 

 100 

 25 

 160 

 450 

 50 

 40 

 80 

 675 

 450 

 460 

 40 

 900 

 200 

 90 

 2,770 

 240 

 450 

 1,454 

 40 

 1,587 

 40 

 500 

 100 

 15,368 

 (776)

 (1,729)

 (3,673)

 9,190 

0.50

0.50

0.50

0.50

0.50

0.50

0.50

0.60

0.60

0.60

0.60

0.67

0.68

0.60

0.60

0.89

1.19

1.51

1.58

1.68

1.70

1.84

1.84

1.30

1.41

1.42

1.31

1.38

1.46

2023

2024

2024

2024

2024

2024

2024

2025

2025

2025

2025

2025

2025

2026

2026

2026

2026

2027

2027

2027

2027

2027

2028

2028

2028

2028

2028

2028

2028

0.27

0.17

0.19

0.20

0.22

0.27

0.27

0.16

0.22

0.39

0.42

0.39

0.35

0.48

0.52

0.47

0.63

0.68

0.77

0.98

0.87

0.89

0.89

0.54

0.72

0.65

0.66

0.69

0.75

Notes to the Financial Statements

Volpara Health Annual Report 202186

Valuation model assumptions 
The Black-Scholes model was used to assess the value of the New ESOPs. Key variables in the model include, where 
relevant, the expected life used in the model and have been adjusted based on management’s best estimates for the 
effects of non-transferability, exercise restrictions, and behavioural considerations. Expected volatility is based on the 
historical volatility in share price along with the volatility in comparable companies in the biomedical field over the past 
seven years.

Option series

Grant date share price

Exercise price

Expected volatility

Option life

Dividend yield

Risk-free interest rate

2021

2020

 A$ 1.14–1.79 

 A$ 1.39–1.85 

 A$ 1.30–1.84 

 A$ 1.51–1.84 

50.00%

7 years

0.00%

50.00%

7 years

0.00%

0.51–0.81%

0.79–1.19%

14. Lease liabilities and right-of-use assets
The determination of whether a contract is, or contains, a lease is based on the substance of the arrangement at the 
inception of the lease. A contract is, or contains, a lease if the contract conveys the right to control the use of an identified 
asset for a period of time in exchange for consideration. 

At the commencement date of a lease agreement, the Group recognises a right-of-use asset and a lease liability. The 
right-of-use asset and the lease liability are initially measured at the present value of the minimum lease payments not yet 
paid at that date.

Subsequently the right-of-use asset is depreciated on a straight-line basis over the expected period of the lease. The 
carrying amount of the lease liability is increased to reflect interest and reduced by the lease payments made during the 
period.

Lease liabilities
During the year the following changes occurred to the Group's lease portfolio:

• 

termination of the lease for the previous Wellington head of office in November 2020

87

2020
NZ$’000

 252 

 1,753 

 1,881 

 (336)

 74 

-

 140 

 3,764 

 605 

 3,159 

 3,764 

2021
NZ$’000

 3,764 

 -   

 -   

(599)

 156 

(33)

 (389)

 2,899 

 483 

 2,416 

 2,899 

LEASE LIABILITIES

Balance as at 1 April

Leases entered into during the year

Leases assigned as part of acquisition of a subsidiary

Principal repayments

Interest expense on lease liabilities

Write- off lease liability 

(Loss)/gain from movement in exchange rates

Balance as at 31 March

Current

Non-current

Total

The Group’s undiscounted cash flows relating to lease liabilities are summarised below:

2021
NZ$’000

Property

≤ 3 
months

3 to 6 
months

6 months 
to 1 year

> 1 year

 Total 

Level 14–15, 40 Mercer Street, Wellington, NZ

Suite 130, 19000 33rd Ave W, Lynnwood, WA, USA

Suite 220, 19000 33rd Ave W, Lynnwood, WA, USA

Total

 86 

 56 

 11 

 153 

 86 

 57 

 11 

 154 

 172 

 116 

 23 

 311 

 1,146 

 1,658 

 56 

 1,490 

 1,887 

 101 

 2,860 

 3,478 

The details for the leases are as follows:

Start date

Initial lease period

Extension options

Extension options exercised

Termination options

Termination penalties

Residual value guarantees

Variable lease payments

Indirect costs incurred

Restrictions and/or covenants

Incremental rate of borrowing

Market rent reviews

Every three years

Level 14–15, 
40 Mercer Street 

Suite 130, 
19000 33rd Ave W 

Suite 220, 
19000 33rd Ave W 

1 Aug 19

6 years

6 years

N/A

1 Jul 13

15 years

N/A

N/A

1 Jul 16

4 years

3 years

Yes

After 6 years

After 15 years

After 3 years

None

None

None

None

None

None

None

None

None

Lawyers' fees

Lawyers' fees

Lawyers' fees

None

6.00%

None

6.00%

None

None

6.00%

None

Notes to the Financial Statements

Volpara Health Annual Report 202188

89

The total cash outflow for leases for the year ended 31 March 2021 totalled $755,000 (31 March 2020: $412,000).

The total cash inflow from subleasing Level 7, 44 Victoria Street was $58,000 (31 March 2020: $12,000).

The Group considers laptop computers to be of “low value” and has therefore used the recognition exemption. The 
lease expense related to these items is therefore recognised as an expense on a straight-line basis over the lease term 
(2021: NZ$90,000, 2020: NZ$65,000). There are commitments relating to low-value assets totalling NZ$125,000 (2020: 
NZ$230,000). 

Right-of-use assets
Right-of-use assets are recognised when the Group, as a lessee, has the right to use an underlying asset for the lease 
term. In the Group’s case the underlying asset relates to the office space as disclosed in the lease liability above.

COST

Balance as at 1 April

Leases entered into during the year

Leases assigned as part of acquisition of a subsidiary

Disposals

Foreign exchange differences

Balance as at 31 March

DEPRECIATION

Balance as at 1 April

Depreciation

Impairment

Disposals

Foreign exchange differences

Balance as at 31 March

Net book value

2021
NZ$’000

2020
NZ$’000

 4,249 

 -   

 -   

 (424)

 (310)

 424 

 1,753 

 1,881 

 -   

 191 

 3,515 

 4,249 

 (730)

 (535)

 -   

 424 

 12 

 (829)

 2,686 

 (207)

 (405)

 (106)

 -   

 (12)

 (730)

 3,519 

16. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of 
changes in market interest rates. The Group’s exposure to the risk of changes in market interest rates relates primarily 
to the Group’s cash and cash equivalents with floating interest rates. The Group's deposit accounts are on fixed interest 
rates, repricing periodically. The Group's remaining bank accounts are predominantly non-interest bearing. However, the 
Group holds NZ$1,510,000 with varying interest rates (2020: $10,000).

At balance date, the Group had the following mix of financial assets exposed to New Zealand interest rate risk.

FINANCIAL ASSETS

Cash and cash equivalents

Cash on deposit

Total exposure

2021
NZ$’000

2020
NZ$’000

 7,873 

 24,357 

 32,230 

 3,673 

 27,705 

 31,378 

The cash on deposit has fixed interest rates between 0.28% and 1.15%.

The Group does not enter into interest rate swaps to manage the interest rate risk.

The Group consistently analyses its interest rate exposure. Within this analysis, consideration is given to potential 
renewals of existing positions, and the mix of fixed and variable interest rates.

Sensitivity analysis
The following table summarises the sensitivity of the Group's post-tax loss and equity to interest rate risk.

At 31 March 2021 if interest rates had moved on the basis that all investments had rolled, as illustrated in the table below, 
assuming the amount of the financial instruments outstanding at balance date was outstanding for the whole year and all 
other variables held constant, post-tax loss and equity would have been affected as follows:

15. Financial risk management objectives and policies 
The Group has various financial instruments such as cash and cash equivalents, cash on deposit, trade receivables, 
and trade payables, which arise directly from its operations. It is, and has been throughout the period under review, the 
Group's policy that no trading in financial instruments shall be undertaken.

The main risks arising from the Group's financial instruments are interest rate risk, foreign currency risk, credit risk, 
and liquidity risk (refer to notes 16–19 for more detail). The Group’s senior management oversees the management of 
these risks.  The objective of the management of these risks is to support the delivery of the Group's financial targets 
while protecting future financial security. The Group uses different methods to measure and manage different types 
of risks to which it is exposed. These include monitoring levels of exposure to interest rate and foreign exchange risk 
and assessments of market forecasts for interest rate and foreign exchange. Aging analyses and monitoring of specific 
allowances are undertaken to manage credit risk. Liquidity risk is monitored through the development of future rolling 
cash flow forecasts.

+0.5% (50 basis points)

-0.5% (50 basis points)

Post-tax loss
higher/(lower)

2021
NZ$’000

2020
NZ$’000

 (139)

 139 

 (139)

 139 

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
 
 
 
90

91

17. Foreign currency risk 
Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because 
of changes in foreign exchange rates. The Group’s exposure to the risk of changes in foreign exchange rates relates 
primarily to the Group’s operating activities (when revenue or expense is denominated in a different currency from the 
Group’s presentation currency), receivables, or payables in the statement of financial position related to the operating 
activities.

From time to time, the Group may enter into forward contracts to hedge the currency exposure of large transactions. 
There are no forward contracts in place at 31 March 2021. Where possible, the Group maintains a portion of available 
funds in USD, AUD, and GBP to match the respective expected expenses. The following tables demonstrate the sensitivity 
to a reasonably possible change in USD, AUD, and GBP exchange rates, with all other variables held constant. The Group’s 
exposure to foreign currency changes for all other currencies is not material.

2021

Cash & deposits

Trade receivables

Trade payables

Borrowings

Total

2020 (RESTATED)

Cash & deposits*

Trade receivables

Trade payables

Total

Carrying 
amount in 
USD

Carrying 
amount in 
GBP

Carrying 
amount in 
AUD

 6,860 

 4,996 

 (83)

 (1,732)

 10,041 

 4,316 

 3,744 

 (356)

 7,704 

 695 

 43 

 (15)

 -   

 723 

 924 

 3 

 (13)

 914 

 1,242 

 159 

 (4)

 -   

 1,397 

 868 

 59 

 (25)

 902 

SENSITIVITY ANALYSIS

2021

2020 (restated)

2021

2020 (restated)

2021

2020 (restated)

Carrying 
amount
US$’000

Change in 
USD rate
%

Effect on 
loss before 
tax/equity
NZ$’000

 10,041 

 7,704 

10%

-10%

10%

-10%

 1,305 

 (1,595)

 1,165 

 (1,423)

Carrying 
amount in 
GBP

Change in 
GBP rate

Effect 
on loss 
before tax
NZ$’000

 723 

 914 

10%

-10%

10%

-10%

 129 

 (158)

 171 

 (209)

Carrying 
amount in 
AUD

 1,397 

 902 

Effect
 on loss 
before tax
NZ$’000

Change in 
AUD rate

10%

-10%

10%

-10%

 138 

 (169)

 84 

 (103)

*Prior period numbers have been restated to include foreign currency term deposits.

Notes to the Financial Statements

Volpara Health Annual Report 202192

93

18. Credit risk 
Credit risk arises from the financial assets of the Group, which comprise cash and cash equivalents, cash on deposit, 
trade receivables, and contract assets. The Group's exposure to credit risk arises from potential default of the 
counterparty, with a maximum exposure equal to the carrying amount of these instruments. Exposure at balance date is 
addressed in each applicable note. 

There are significant concentrations of credit within the Group with $26,357,000 in outstanding term deposits held at the 
end of the financial year (2020: $27,705,000). The Group holds some cash in current and savings accounts with various 
large and reputable financial institutions in NZ, AUS, the UK, and the USA. The credit risk is considered negligible, since 
the counterparties are reputable banks with high quality external credit ratings. In the USA, deposits are insured by the 
government up to US$250k per bank. Volpara holds US$1,630,000 in excess of the $250k threshold. 

The Group does not hold any credit derivatives to offset its credit exposure.

The Parent has a policy of lending to its wholly owned subsidiaries, ensuring their continued operations as required.

The fair value of all financial instruments held are measured at amortised cost.

19. Liquidity risk
Liquidity risk represents the Group's ability to meet its contractual obligations. The Group has established an appropriate 
liquidity risk management framework for the management of the Group's short-term, medium-term, and long-term 
funding and liquidity requirements. The Group manages liquidity risk by continuously monitoring forecast and actual cash 
flows, and by matching the maturity profiles of financial assets and liabilities.

All financial liabilities are due for payment in less than 12 months except for the PPP loan (refer to note 24). This is the 
undiscounted contractual position.

FINANCIAL LIABILITIES

As at year ended 31 March 2021

Trade and other payables

Lease liabilities

Provision for commissions

Borrowings

As at year ended 31 March 2020

Trade and other payables

Lease liabilities

Provision for commissions

≤ 3 
months
NZ$’000

3 to 6 
months
NZ$’000

6 months 
to 1 year
NZ$’000

>1 year
NZ$’000

 Total
NZ$’000 

1,498

 153 

 354 

 -   

2,005

 1,870 

 198 

 539 

 2,607 

 -   

 154 

 -   

 497 

651

 -   

 201 

 -   

 201 

 -   

 311 

 -   

1,492

1,803

 -   

 2,860 

 -   

507

3,367

1,498

 3,478 

 354 

2,496

7,826

 -   

 -   

 390 

 3,805 

 -   

 -   

 1,870 

 4,594 

 539 

 390 

 3,805 

 7,003 

20. Financial instruments
A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity 
instrument of another entity.

Management assessed that the fair value of cash and cash equivalents, cash on deposit, trade receivables, trade and 
other payables, lease liabilities, and loan payable approximate their carrying amounts largely due to the short-term 
maturities of these instruments and/or because the interest rates applied are variable in nature.

Financial assets

Initial recognition and measurement
Financial assets are classified, at initial recognition, as measured at amortised cost if the Group’s intention is to hold the 
financial assets for collecting cash flows and the contractual terms give rise on specified dates to cash flows that are 
solely payments of principal and interest. 

The Group currently classifies its cash and cash equivalents, cash on deposit, trade receivable, and other receivables as 
financial assets measured at amortised cost.

Subsequent measurement
Where financial assets are measured at amortised cost, interest revenue, expected credit losses, and foreign exchange 
gains or losses are recognised in profit or loss. On derecognition, any gain or loss is recognised in profit or loss.

Impairment of financial assets
The Group recognises an allowance for expected credit losses (ECLs) for trade receivables and contract assets. ECLs are 
based on the difference between the contractual cash flows due in accordance with the contract and all the cash flows 
that the Group expects to receive, discounted at an approximation of the original effective interest rate.

Financial liabilities 

Initial recognition and measurement
The Group currently, upon initial recognition, classifies its financial liabilities made up of trade payables, accrued 
expenses, and loan payable at amortised cost. 

Financial instruments by category

FINANCIAL ASSETS MEASURED AT AMORTISED COST

Cash and cash equivalents

Cash on deposit

Trade receivables

Other receivables*

Total

FINANCIAL LIABILITIES MEASURED AT AMORTISED COST

Trade and other payables

Borrowing

Total

2021
NZ$’000

2020
NZ$’000

 7,873 

 3,673 

 24,357 

 27,705 

 7,754 

 195 

 7,103 

 117 

 40,179 

 38,598 

1,498

 2,475 

3,973

 1,870 

 -   

 1,870 

 *Other receivables in the prior period were restated to exclude prepayments.

Subsequent measurement
The Group's financial liabilities subsequently measured at amortised cost are measured using the effective interest 
method.

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
94

95

21. Fixed assets
Fixed assets consists of leasehold improvements, property, computer equipment, and vehicles. They are all initially 
measured at cost and subsequently depreciated.

Assets are fully depreciated after acquisition, where initial recognition amounts are less than a certain threshold,  
or depreciation is calculated on a straight-line basis over the estimated useful lives of the assets, as follows:

Leasehold improvements 

3 to 4 years

Property 

3 to 15 years

Computer equipment 

1 to 5 years

Vehicles 

5 years

Leasehold improvements or an item of property or computer equipment and any significant part initially recognised 
is derecognised upon disposal (i.e., at the date the recipient obtains control) or when no future economic benefits are 
expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference 
between the net disposal proceeds and the carrying amount of the asset) is included in the consolidated statement of 
profit or loss and other comprehensive income when the asset is derecognised. 

The residual values, useful lives, and methods of depreciation of leasehold improvements, property, and computer 
equipment are reviewed at each financial year end and adjusted prospectively, if appropriate.

Year ended 31 March 2021

COST

Balance as at 1 April 2020

Additions

Acquisitions of a subsidiary

Disposals and write-offs

Foreign exchange differences

Balance as at 31 March 2021

DEPRECIATION AND IMPAIRMENT

Balance as at 1 April 2020

Depreciation

Disposals and write-offs

Foreign exchange differences

Balance as at 31 March 2021

Net book value

Year ended 31 March 2020

COST

Balance as at 1 April 2019

Additions

Acquisitions of a subsidiary

Disposals and write-offs

Foreign exchange differences

Balance as at 31 March 2020

DEPRECIATION AND IMPAIRMENT

Balance as at 1 April 2019

Depreciation

Disposals and write-offs

Foreign exchange differences

Balance as at 31 March 2020

Net book value

Leasehold 
improvements
NZ$

Property
NZ$’000

Computer 
equipment
NZ$’000

Vehicles
NZ$’000

Total
NZ$’000

 747 

 4 

 -   

 (44)

 (43)

 664 

 (129)

 (98)

 44 

 4 

 (179)

 485 

 49 

 377 

 293 

 -   

 28 

 747 

 (23)

 (103)

 -   

 (3)

 (129)

 618 

 361 

 39 

 -   

 -   

 (43)

 357 

 (202)

 (101)

 -   

 34 

 (269)

 88 

 221 

 48 

 60 

 (1)

 33 

 361 

 (43)

 (145)

 1 

 (15)

 (202)

 159 

 580 

 33 

 6 

 (18)

 (41)

 560 

 (338)

 (107)

 17 

 15 

 (413)

 147 

 347 

 59 

 173 

 (14)

 15 

 580 

 (214)

 (128)

 14 

 (10)

 (338)

 242 

 24 

 -   

 -   

 (24)

 -   

 -   

 (14)

 (10)

 24 

 -   

 -   

 -   

 -   

 -   

 22 

 -   

 2 

 24 

 -   

 (13)

 -   

 (1)

 (14)

 10 

 1,712 

 76 

 6 

 (86)

 (127)

 1,581 

 (683)

 (316)

 85 

 53 

 (861)

 720 

 617 

 484 

 548 

 (15)

 78 

 1,712 

 (280)

 (389)

 15 

 (29)

 (683)

 1,029 

Notes to the Financial Statements

Volpara Health Annual Report 202196

97

22. Intangible assets
Intangible assets consist of both internally generated intangible assets such as capitalised software development costs 
and externally generated intangible assets such as patents and trademarks, customer relationships, and goodwill upon 
acquisition. Intangible assets acquired in a business combination are measured at fair value, while other intangible assets 
acquired are initially measured at cost. Internally generated intangible assets, excluding capitalised software development 
costs, are measured at cost. Research costs are expensed in profit or loss. Development costs (internally generated 
software intangible assets) are capitalised in accordance with the software accounting policy below. 

Where the useful lives of intangible assets are assessed to be finite, the assets are amortised over their useful life and 
tested for impairment whenever there is an indication that they may be impaired. The amortisation period and the 
amortisation method for an intangible asset with a finite useful life are reviewed at least at each financial year-end.

Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the 
asset are accounted for prospectively by changing the amortisation period or method, as appropriate, which is a change 
in accounting estimate. The amortisation expense on intangible assets with useful lives is recognised in profit or loss.

Where the useful lives of intangible assets are assessed to be indefinite, or where internally generated assets are not yet 
available for use, the assets are not amortised but are subject to an impairment test each year and whenever there is 
an indication that they may be impaired. The Group holds an intangible asset with an indefinite useful life in the form of 
goodwill acquired and has software under development which is not yet available for use.

Software development
Research costs and costs associated with maintaining software products are expensed as incurred.

Costs that are directly associated with the development of new or substantially improved medical technology software 
products controlled by the Group are recognised as intangible assets only where all the following criteria can be met: 

it is technically feasible to complete the product so that it will be available for sale;  

• 
•  management intends to complete the product and sell it; 

• 

there is an ability to sell the product; 
it can be demonstrated how the product will generate future economic benefits; 

• 
•  adequate technical, financial, and other resources to complete the 

development and to sell the product are available; and 
the expenditure attributable to the product during its development can be reliably measured.

• 

Development costs previously recognised as expenses are not recognised as assets in a subsequent period.

Goodwill
Goodwill arising from business combinations is initially measured at cost, being the excess of the sum of the consideration 
transferred over the net identifiable assets acquired and liabilities assumed.

Goodwill is not amortised but it is tested for impairment annually, or more frequently if events or changes in 
circumstances indicate that it might be impaired, and is carried at cost less accumulated impairment losses.

Useful lives

Estimated useful lives

Estimated residual value

Method used

Goodwill

Software 
development

Patents, 
trademarks  
& copyrights

Customer 
relationships

Indefinite

Indefinite but 
assessed annually 
for impairment

3–10 years

3–20 years

15 years1

Finite

$nil

Assessed annually 
for impairment

Amortised over the period of expected future benefit 
from the related project on a straight-line basis 

Internally generated/acquired

Acquired

Internally generated/acquired

Impairment test/recoverable amount test

Management believes the most relevant indicators of impairment are 
where there is evidence of obsolescence or where unfavourable changes 
to the economic benefits derived from the assets have been experienced.

1.  Note that the estimated useful life of MRS Systems, Inc. (MRS), customer relationships has been adjusted from 20 to 15 years based on approximate 

current churn rates. This increased amortisation on MRS customer relationships by $12,000 for FY21.

An intangible asset is derecognised on disposal, or when no future economic benefits are expected from use or disposal. 
Gains or losses arising from de-recognition of an intangible asset, measured as the difference between the net disposal 
proceeds and the carrying amount of the asset, are recognised in profit or loss when the asset is derecognised.

The goodwill acquired through business combinations is allocated to the North America CGU when testing for 
impairment. The North American CGU is also a reportable segment.

The Group performed its annual impairment test as at 31 March 2021, using the model developed by an external 
independent expert.

North America CGU
Using the capitalisation of revenue method (a market approach), the recoverable amount of the North America CGU 
was estimated to be US$114M to US$137M, as at 31 March 2020. This was determined based on a fair value less costs 
of disposal, as it exceeded the value in use. In order to determine the fair value using the market approach, a multiple 
of revenue which a hypothetical buyer (i.e., average market participant) would pay for the business that reflects the 
size, growth potential, risks, and other characteristics of the business were considered by management, as was the 
appropriate revenue multiple. Management updated the prior year discounted cash flow (DCF) model (income approach) 
as at 31 March 2021. Management has used similar assumptions to the prior year, albeit the cash flows have been updated 
to reflect current budgets. The updated valuation continues to suggest significant headroom exists and indicates an 
enterprise value in the range of US$114M to US$141M. 

Based on the valuation of the recoverable amount as calculated by the external independent expert and as updated by 
management, no impairment charge is required at this time. 

Although the North America CGU is currently loss-making, it is expected to reach cash flow break-even in the near term 
as SaaS revenues continue to grow faster than expenses.

The determination of the growth rate assumptions (income approach) and revenue multiple (market approach) are areas 
in which the Group and its expert have exercised judgment, taking into account past experience and external sources. 
Based on the level of headroom (excess of recoverable amount above the carrying value of assets of the CGU), the Group 
does not envisage a scenario in which reasonable changes to these estimates would result in impairment of the goodwill 
balance.

The inputs used in calculating the fair value less costs of disposal are deemed to be level 2 given that revenue is 
observable by the market.

Notes to the Financial Statements

Volpara Health Annual Report 202198

99

Year ended 31 March 2021

COST

Balance as at 1 April 2020

Additions

Acquisitions of a subsidiary

Foreign exchange differences

Goodwill
NZ$’000

Software 
development
NZ$’000

Patents, 
trademarks & 
copyrights
NZ$’000

Customer 
relationships
NZ$’000

Total
NZ$’000

 8,221 

 -   

 11,886 

 (852)

 7,104 

 698 

 3,764 

 (832)

 4,092 

 8,375 

 27,792 

 53 

 753 

 -   

 751 

 8,154 

 24,557 

 (500)

 (969)

 (3,153)

Balance as at 31 March 2021

 19,255 

 10,734 

 4,398 

 15,560 

 49,947 

AMORTISATION AND IMPAIRMENT

Balance as at 1 April 2020

Amortisation

Foreign exchange differences

Balance as at 31 March 2021

 -   

 -   

 -   

 -   

Net book value

 19,255 

 (569)

 (1,003)

 97 

 (1,475)

 9,259 

 (655)

 (756)

 117 

 (335)

 (479)

 (1,559)

 (2,238)

 62 

 276 

 (1,294)

 (752)

 (3,521)

 3,104 

 14,808 

 46,426 

Year ended 31 March 2020

COST

Balance as at 1 April 2019

Additions

Acquisitions of a subsidiary

Foreign exchange differences

Balance as at 31 March 2020

AMORTISATION AND IMPAIRMENT

Balance as at 1 April 2019

Amortisation

Foreign exchange differences

Balance as at 31 March 2020

 -   

 -   

 7,504 

 717 

 8,221 

 -   

 -   

 -   

 -   

 89 

 413 

 6,026 

 576 

 7,104 

 (8)

 (526)

 (35)

 (569)

 283 

 112 

 3,376 

 321 

 -   

 -   

 372 

 525 

 7,645 

 24,551 

 730 

 2,344 

 4,092 

 8,375 

 27,792 

 (9)

 (607)

 (39)

 (655)

 -   

 (17)

 (313)

 (1,446)

 (22)

 (96)

 (335)

 (1,559)

Net book value

 8,221 

 6,535 

 3,437 

 8,040 

 26,233 

Refer to note 23 for details on the goodwill acquired through a business combination.

23. Acquisitions

Acquisition of CRA Health, LLC (CRA)
One hundred percent of CRA's units was acquired on 31 January 2021, thereby enabling Volpara to obtain control. CRA is 
an industry leader in breast cancer risk assessment spun out from Massachusetts General Hospital, a Harvard Medical 
School teaching hospital. The primary purpose of the acquisition is to enable Volpara to expedite product development 
through the use of existing offerings of the acquiree. CRA’s year-end is 31 December.

As part of the purchase price allocation exercise (refer below) an adjustment was made to reduce the deferred revenue 
balance of CRA on acquisition date. This adjustment (NZ$339K) was to reflect the cost of providing these services, rather 
than the deferral of revenue.

Intangible assets arising from the acquisition include goodwill. Goodwill represents the combination of synergies 
expected to be realised through a combined entity such as sales, marketing, and administration, and items that are not 
separable from the business, such as the assembled workforce. The Group has recognised other separately identifiable 
intangible assets, including customer relationships, software (developed technology), brands, and trademarks and a 
restraint of trade, refer to note 22.

The fair value consideration paid for CRA is summarised as follows:

Net purchase price

US$'000

 17,700 

Note that the agreement included a portion of deferred consideration (US$1.8M) which refers to funds which have been 
paid by Volpara and are being kept in escrow for 18 months for the purposes of collateral in the case of any indemnities or 
warranties.

Upon acquisition, the Group engaged an independent valuation expert to assist the Group in identifying and valuing the 
assets and liabilities of CRA. The below summarises the assessment:

Trade receivables

Other receivables

Fixed assets

Trade and other payables

Deferred revenue

Developed technology

Brands and trademarks

Customer relationships

Restraint of trade

Goodwill

US$’000

NZ$’000

 905 

 109 

 4 

 (121)

 (814)

 2,700 

 20 

 5,850 

 520 

 8,527 

 1,261 

 152 

 6 

 (169)

 (1,135)

 3,764 

 28 

 8,154 

 725 

 11,886 

 17,700 

 24,672 

For tax purposes, the acquisition of CRA is deemed an asset acquisition. The tax base of assets is revalued to the 
corresponding values above. As such, no deferred tax was recognised as part of the purchase price allocation exercise.

Business acquisition and merger related expenses, per note 7, total NZ$698,000 and have been expensed in these 
financial statements.

As part of the acquisition, Volpara entered into a retention plan agreement with key employees of CRA. Refer to note 11  
for details.

Notes to the Financial Statements

Volpara Health Annual Report 2021 
100

101

Goodwill is expected to be deductible for tax purposes over a 15-year period.

The fair value of trade and other receivables acquired was equal to the carrying value and the contractual amounts 
receivable. As at acquisition date, there were no contractual cash flows which were not expected to be received from 
trade and other receivables.

Acquisition of MRS Systems, Inc. (MRS)
One hundred percent of MRS's shares was acquired on 13 June 2019, thereby enabling Volpara to obtain control. MRS 
was a mammography reporting system company whose primary function was to enable the reporting and tracking of 
patients in breast and lung screening. The primary purpose of the acquisition is to enable Volpara to expedite product 
development through the use of existing offerings of the acquiree. MRS’s year-end is 31 December.

US$’000

NZ$’000

Volpara Solutions, Inc., merged with MRS Systems, Inc., on 31 March 2020. MRS Systems, Inc., then changed its name to 
Volpara Solutions, Inc. Volpara Solutions, Inc., then changed its name to Volpara Health, Inc., in October 2020.

CRA CONTRIBUTIONS TO GROUP ACCOUNTS

CRA revenue included in statement of profit or loss

CRA loss included in statement of profit or loss

 549 

 (480)

 764 

 (668)

CRA CONTRIBUTIONS TO GROUP ACCOUNTS EXCLUDING RETENTION PLAN COSTS1

CRA loss included in statement of profit or loss

 119 

 165 

IF CRA HAD BEEN ACQUIRED AS AT 1 APRIL 2020

CRA revenue included in statement of profit or loss

CRA profit included in statement of profit or loss

 3,244 

 4,853 

 136 

 267 

IF CRA HAD BEEN ACQUIRED AS AT 1 APRIL 2020 EXCLUDING RETENTION PLAN COSTS1

CRA profit included in statement of profit or loss

 735 

 1,100 

The above numbers include adjustments required under NZ IFRS 3 to reflect the fair value of the assets and liabilities 
acquired. 

1. 

These are non-GAAP numbers which are included to show the profitability of CRA once retention plan costs have been removed.

The key estimates and judgments used in determining the assets are as follows:

Asset/liability

Valuation methodology

Estimates and judgments used in the valuations

Customer relationships

Multiple period excess
earnings method

Estimates were made for the following inputs: average customer 
life,* average customer spend, gross margin operating costs, 
contributory asset charges, and income tax rates.

Brands and tradenames

Relief from royalty method Estimates were made for the following inputs: revenue, royalty 

Developed technology

Replacement cost

rate, economic life, and income tax rates.

Estimates were made for the following inputs: labour effort 
and costs,* overhead costs, developer’s profit, entrepreneurial 
incentive, and obsolescence.

Restraint of trade

With and without analysis  Estimates were made for the following inputs: cash flow 

forecasts without a restraint of trade, probability of competition. 

Deferred revenue

Costs to fulfil obligation

Estimates were made for the following inputs: overhead costs, 
labour effort and costs, and an operating profit margin.

*Denotes key estimates and judgments that have the largest impact on the valuations.

The fair value consideration paid for MRS was US$14,059,000.

Upon acquisition, the Group engaged an independent valuation expert to assist the Group in identifying and valuing the 
assets and liabilities of MRS. The below summarises the assessment:

Trade receivables

Other receivables

Fixed assets

Right-of-use assets

Deferred tax liabilities

Trade and other payables

Deferred revenue

Tax payable

Lease liability

Developed technology

Trademarks and trade names 

Customer relationships

Restraint of trade

Goodwill

US$'000

NZ$'000

 1,444 

 96 

 361 

 1,239 

 (2,219)

 (742)

 (1,030)

 (24)

 (1,239)

 3,970 

 2,074 

 5,036 

 150 

 4,943 

 14,059 

 2,192 

 146 

 548 

 1,881 

 (3,368)

 (1,126)

 (1,564)

 (36)

 (1,881)

 6,026 

 3,148 

 7,645 

 228 

 7,504 

 21,343 

24. Borrowings
In May 2020, the Company received approximately US$1.7M as part of the US government’s Paycheck Protection Program 
(PPP) loan scheme established in response to COVID-19. Under the terms of the loan, the loan and accrued interest 
are forgivable as long as the borrower uses the loan proceeds for eligible purposes, including payroll, benefits, rent, 
and utilities, and maintains its payroll levels. The amount of loan forgiveness will be reduced if the borrower terminates 
employees or reduces salaries during the forgiveness period.  

As of 31 March 2021, the Company has used the entire loan proceeds to fund its payroll and rent expenses. Applications 
for loan forgiveness have now opened and the Company is in the process of applying for forgiveness. As a result, until 
the loan has been forgiven, the loan has been, and will continue to be, classified as debt. Should the loan not be forgiven, 
Volpara would be required to repay the loan over a 10-month period from August 2021 at an interest rate of 1% per annum. 
If the loan is forgiven the proceeds will be reclassified as Other Income at that time.

Notes to the Financial Statements

Volpara Health Annual Report 2021 
 
102

103

25. Related parties
The consolidated financial statements include the financial statements of Volpara Health Technologies Limited and the 
subsidiaries listed in the following table:

Name of entity

Country of Incorporation

2021 
Ownership

2020 
Ownership

Volpara Health Limited  
(previously Volpara Solutions Limited)

Volpara Health Europe Limited  
(previously Volpara Solutions Europe Limited)

Volpara Health, Inc.  
(previously Volpara Solutions, Inc.)*

New Zealand

100%

100%

United Kingdom

100%

100%

United States

100%

100%

Volpara Health Australia Pty Limited  
(previously Volpara Solutions Australia Pty Limited)

Australia

100%

100%

CRA Health, LLC  
(acquired 31 January 2021)

United States

100%

NA

*Volpara Solutions, Inc., merged with MRS Systems, Inc., on 31 March 2020. MRS Systems, Inc., then changed its name to Volpara Solutions, Inc. Volpara 
Solutions, Inc., then changed its name to Volpara Health, Inc., in October 2020.

The entities in the Group all have a balance date of 31 March except for Volpara Health, Inc., and CRA Health, LLC, which 
have 31 December balance dates.

Financial support is provided to subsidiaries in accordance with Volpara's transfer pricing policy.

Ultimate Parent
Volpara Health Technologies Limited is the ultimate Parent entity.

Key Management Personnel (KMP) and Director compensation
Key Management Personnel include the Chief Executive Officer (CEO) and those employees who report directly to the 
CEO who have authority and responsibility for planning, directing, and controlling the activities of the Group.

Compensation of Key Management Personnel and Directors

Short-term employee benefits1

Termination benefits

Post-employment benefits and medical benefits

KMP share-based payment expense

Directors' fees

Directors' share-based payment expense

2021
NZ$

2020 
Restated2
NZ$

 1,051,093 

 1,283,737 

 163,386 

 -   

 89,578 

 94,406 

 184,834 

 151,394 

 405,953 

 450,534 

 512,481 

 314,333 

 2,407,325 

 2,294,404 

1.  Short-term employee benefits include salaries and wages, car allowances, short-term incentives earned during the period, and non-monetary benefits 

such as insurance;

2.  Corrected for an error in the prior year financial statements relating to the exclusion of $50,000;
3.  Some KMP and Directors are based in the USA and Australia and are paid in US$ and AUD$ respectively. The total compensation is therefore translated 

for financial reporting purposes to NZ$ on a monthly basis.

The value of outstanding balances payable to KMP and Directors at balance date totalled $114,000 (2020: $128,000).

For additional detail related to the compensation of KMP and Directors please refer to the accompanying Directors' 
Report.

Interests held by Key Management Personnel and Directors 
Share options held by KMP and Directors, under the Legacy ESOP and New ESOP to purchase ordinary shares, have the 
following expiry dates and exercise prices:

Issue Date

KMP

Directors

Expiry Date

Exercise Price
NZ$

2021
000s

2020
000s

14/03/2023–17/11/2027

14/03/2023–01/02/2027

0.54–1.85

0.47–2.00

 1,737 

 2,750 

 4,487 

 2,610 

 2,352 

 4,962 

Loans to directors
There were no loans to directors issued during the year ended 31 March 2021 (2020: $nil).

Other transactions and balances
During the year, fees were paid to Karin Lindgren totalling $66,000 for legal services provided (2020: $77,000). No fees 
were paid to Karin after November 2020 after the Company hired in-house legal counsel.

Directors of Volpara Health Technologies Limited control 14.27% of the voting shares of the Company at balance date 
(2020: 19.91%).

26. Contingencies and commitments

Contingent liabilities and capital commitments 

The Group had no contingencies or commitments as at 31 March 2021 (2020: $nil).

27. Events after the balance date
There were no significant events between balance date and the date these financial statements were authorised for issue.

Notes to the Financial Statements

Volpara Health Annual Report 2021104

Additional Information  
for Listed Companies

Volpara Health Technologies Limited

(NZ Company no. 2206998/ARBN 609 946 867)

Stock exchange listing
Volpara's shares are listed on the Australian Stock Exchange (ASX:VHT).

Analysis of shareholding at 13 May 2021

Range

1 to 1000

1,001 to 5000

5,001 to 10,000

10,001 to 100,000

100,001 and over

Total

Securities

%

No. of 
holders

%

 3,323,768 

 19,086,342 

 19,691,933 

1.32%

7.60%

7.84%

 68,688,189 

27.38%

 140,228,849 

55.86%

 5,564 

 7,243 

 2,605 

 2,713 

 127 

30.48%

39.68%

14.27%

14.87%

0.70%

 251,019,081 

100.00%

 18,252 

100.00%

The number of shareholdings held in less than marketable parcels is 1,707, representing 521,952 shares.

105

Twenty largest shareholders at 13 May 2021

Rank

Name

Shareholding

Percentage 
holding

1

2

3

4

5

6

7

8

9

10

11

12

13

14

15

16

17

18

19

J P MORGAN NOMINEES AUSTRALIA

PATAGORANG PTY LTD

RALPH HIGHNAM AND KYC TRUSTEES

CITICORP NOMINEES PTY LIMITED

CUSTODIAL SERVICES LIMITED 

PROF SIR MICHAEL BRADY

MR MARCUS SARNER

NATIONAL NOMINEES LIMITED

HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED

SIR MARTIN FRANCIS WOOD

LADY KATHLEEN AUDREY WOOD

BNP PARIBAS NOMS (NZ) LTD 

BNP PARIBAS NOMINEES PTY LTD 

BNP PARIBAS NOMINEES PTY LTD SIX SIS LTD 

PROF MARTIN YAFFE

PROF NICO KARSSEMEIJER

SIR MARTIN GREGORY SMITH

WHITFIELD INVESTMENTS PTY LTD

PICKARD CAPITAL PTY LTD

20

BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD 

20,555,918

18,467,848

16,213,561

12,062,094

8,828,122

6,619,075

5,980,404

4,327,085

3,757,745

3,004,655

3,004,654

2,881,734

2,840,573

2,198,322

2,066,483

1,806,806

1,366,977

1,030,767

1,029,106

1,028,394

8.19%

7.36%

6.46%

4.81%

3.52%

2.64%

2.38%

1.72%

1.50%

1.20%

1.20%

1.15%

1.13%

0.88%

0.82%

0.72%

0.54%

0.41%

0.41%

0.41%

Total

119,070,323

47.45%

Balance of register

131,948,758

Grand Total

251,019,081

Additional Information

Volpara Health Annual Report 2021106

107

Donations made during the year
Donations made during the year ended 31 March 2021 totalled NZ$1,000 (2020: NZ$4,000).

Substantial shareholders
The names of the substantial shareholdings listed in the company's register are: 

Shareholder

Shareholding

Percentage 
holding

HARBOUR ASSET MANAGEMENT LIMITED

PATAGORANG PTY LTD (beneficiary for Roger Allen AM)

RALPH HIGHNAM AND KYC TRUSTEES 106 LIMITED 

23,008,238

18,467,848

16,213,561

9.17%

7.36%

6.46%

Voting rights
The voting rights attaching to each class of equity securities are set out below: 

(a) All ordinary fully paid share carry one vote per share without restrictions. 

(b) Options do not carry a right to vote.

Entries recorded in the interest register
The company maintains an Interest Register in accordance with the Companies Act 1993. The following are particulars of 
entries made in the Interest register for the period 1 April 2020 to 31 March 2021. 

Director

Date

Interest

John Diddams

21 Nov 2019

Director – Aroa Biosurgery Limited

Restricted securities as at 31 March 2021
As at 31 March 2021, there were no shares on issue in escrow.

Corporate Directory

Registered Office
Volpara Health Technologies Limited 
Level 14–15, 40 Mercer Street 
Wellington Central 
Wellington 6011 
NZ

Board of Directors
Paul Reid - Chair, Non-Executive Independent 
Dr Ralph Highnam - Chief Executive Officer 
Roger Allen AM - Non-Executive 
John Pavlidis - Non-Executive Independent 
John Diddams - Non-Executive Independent 
Dr Monica Saini - Non-Executive Independent 
Karin Lindgren - Non-Executive Independent

Company Secretary
Craig Hadfield

New Zealand Incorporation
The Company is registered under the laws of New Zealand, 
company number 2206998

Australian Registered Body Number (ARBN)
609 946 867

The Company’s registered office address in Australia
Suite 9, Level 1, 357 Military Road 
Mosman 
Sydney 
NSW 2088 
AUS

Share Register
Boardroom Pty Limited 
Grosvenor Place 
Level 12, 225 George Street 
Sydney 
NSW 2000 
AUS

Auditor
PwC 
10 Waterloo Quay 
Wellington 6011 
NZ

Legal Advisers
Davis Wright Tremaine LLP (USA) 
Mills Oakley (AUS)  
Simmonds Stewart (NZ) 
Stoel Rives LLP (USA)

Bankers
1st Security Bank (USA) 
Bank of America (USA) 
JPMorgan Chase Bank (USA) 
Kiwibank (NZ) 
Lloyds Bank (UK) 
NAB (AUS) 
Needham Bank (USA) 
TD Bank (USA) 

Corporate Directory

Volpara Health Annual Report 2021 
 
 
 
 
 
 
 
 
108

Glossary

Annual Recurring Revenue (ARR)
The normalised amount of cash reasonably expected to 
be booked for the next 12 months based on the contracts 
signed previously, and assuming installation upon order.

Average Revenue Per User (ARPU) 
ARR per US woman screened as used to calculate the 
percentage of US market.

Constant currency analysis
Non–GAAP financial information, not prepared in 
accordance with IFRS, intended to assist users of financial 
information to better understand and assess financial 
performance without the impacts of foreign currency 
fluctuations.

Microsoft® Azure6
The cloud computing platform connected to the Virtual 
Appliance for the purposes of data storage, support, and 
providing anonymised data for the dashboards in Volpara 
Analytics.

Percentage of US market
An estimate of the number of US women who are imaged 
using at least element from the Volpara Breast Health 
Platform, based on the approximately 39 million women 
imaged in the United States each year, most of them 
screening (as opposed to diagnostic). The percentage 
given should be considered indicative and not definitive.

TruDensity™ (formerly Volpara®Density™)

A Volpara clinical function which calculates volumetric 
breast density, fibroglandular tissue volume, and breast 
volume to assign a Volpara® Density Grade™ (VDG®). This 
score is used by healthcare professionals to evaluate 
breast density and is validated in the Tyrer-Cuzick v8 Risk 
Evaluation Tool (TC8) for objective, precise, and consistent 
assessment.

TruPGMI™ (formerly Volpara®Positioning™)

A Volpara clinical function which uses artificial intelligence 
to automatically and objectively assess the positioning of the 
patient and resulting image quality. Radiographers can use 
this information to further develop their positioning skills.

TruPressure™ (formerly Volpara®Pressure™)

A Volpara clinical function which determines whether the 
compression pressure applied by the radiographer is in the 
“sweet spot” that yields the best-quality images, minimal 
radiation exposure, and the least discomfort.

TruRadDose™ (formerly Volpara®Dose™)

A Volpara clinical function which analyses the radiation 
dose delivered to patients based on their breast density 
instead of the equipment manufacturer’s estimate. This 
can be used by healthcare professionals as a quality 
assurance metric. 

Virtual Appliance
The virtual computing platform, operating within a breast 
imaging facility’s virtual environment, that hosts Volpara 
software products and manages Protected Health 
Information (PHI) as it arrives.

Volpara® Analytics™ (formerly Volpara®Enterprise™)
Smart dashboards, alerts, and mammography quality 
reports that optimise breast cancer screening operations. 
The only vendor-neutral software that provides automated, 
objective assessment of image quality on every 
mammogram.

Volpara® Breast Health Platform™
Volpara’s advanced AI software platform, an integrated 
suite of software solutions that collects and analyses 
information to better understand a patient’s breast 
cancer risk, while objectively evaluating image quality and 
workflow-improvement opportunities. These capabilities 
are being extended to lung cancer screening. Includes 
Analytics, Live, Lung, Patient Hub, Risk, and Scorecard.

Volpara clinical functions
Clinically relevant information generated by Volpara’s 
clinically validated algorithms and expressed as TruDensity, 
TruPGMI, TruPressure, and TruRadDose.

Volpara® Live™ (formerly Volpara®Live!™)
Provides radiographers instant, patient-based image 
quality feedback for every mammography exam. Reduces 
retakes and optimises compression and positioning while 
the patient is still in the room.

Volpara® Lung™ (formerly Aspen® Lung)
Patient management software that streamlines lung 
screening workflow, compliance, and reimbursement.

Volpara® Patient Hub™ (formerly Aspen® Breast)
Customisable mammography reporting and patient 
communications software.

Volpara® Risk™ (formerly Volpara®Risk™)
An integration with Patient Hub that uses TC8 to calculate 
patients’ risk of developing breast cancer.

Volpara® Scorecard™ (formerly VolparaDensity)
Displays patient breast density and risk insights essential 
for improved clinical decision-making and early detection.

Volpara® Science™
The AI-based software that powers Volpara software 
products. Includes breast cancer risk models and a set  
of clinically validated algorithms for assessing breast  
tissue composition, compression, radiation dose, and 
positioning quality.

6.  Microsoft and Microsoft Azure are copyrighted trademarks of 

Microsoft Corporation

Volpara Health Technologies Limited
ASX:VHT
(NZ Company no. 2206998/ARBN 609 946 867)

Volpara Health Annual Report 2021volparahealth.com