UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July, 2019
Commission File Number
Kazia Therapeutics Limited
(Translation of registrants name into English)
Three International Towers Level 24 300 Barangaroo Avenue Sydney NSW 2000
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☑ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrants home country), or under the rules of the home country exchange on which the registrants securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrants security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.
Indicate by check mark if the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes ☐ No ☑
If yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b)
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Kazia Therapeutics Limited (Registrant)
Kate Hill
Kate Hill
Company Secretary
Date 5 July 2019
Kazia Therapeutics Limited
ABN 37 063 259 754
Half Yearly Report - 31 December 2018
Kazia Therapeutics Limited Directors report 31 December 2018 |
The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the consolidated entity or the Group) consisting of Kazia Therapeutics Limited (referred to hereafter as the company or parent entity) and the entities it controlled at the end of, or during, the half-year ended 31 December 2018.
Directors
The following persons were Directors of Kazia Therapeutics Limited during the whole of the financial year and up to the date of this report, unless otherwise stated:
Iain Ross
Bryce Carmine
Steven Coffey
James Garner
Principal activities
During the financial year the principal continuing activity of the consolidated entity consisted of pharmaceutical research and development.
Review of operations
The loss for the consolidated entity after providing for income tax amounted to $6,028,195 (31 December 2017: profit of $424,779).
The attached financial statements detail the performance and financial position of the consolidated entity for the half-year ended 31 December 2018.
Cash resources
At 31 December 2018, the consolidated entity had total funds of $5,411,139 comprising cash in hand and at bank of $411,139 and short term deposits of $5,000,000.
Research and development report
The lead R&D program for the consolidated entity is GDC-0084, a small-molecule dual inhibitor of the phosphatidylinositide 3-kinase (PI3K) pathway and the mammalian target of rapamycin (mTOR), which was licensed from Genentech Inc. in October 2016. GDC-0084 had completed a 47-patient phase I clinical study under Genentech in patients with progressive or recurrent high grade glioma, which showed the drug to be generally safe and well-tolerated, and which provided signals of potential clinical activity. The development candidate is distinguished from the majority of molecules in this class by its ability to cross to the blood-brain barrier, which has been demonstrated in multiple animal species and confirmed in human clinical data. During the period, the company commenced recruitment to a phase II clinical trial of GDC-0084 in patients with newly-diagnosed glioblastoma. This trial is expected to provide an initial data read-out during 2H FY2019. In addition, the company commenced a phase I investigator-initiated study with GDC-0084 in diffuse intrinsic pontine glioma (DIPG) at St Jude Childrens Research Hospital in Memphis, TN, and a phase II investigator-initiated study with GDC-0084 in HER2+ breast cancer brain metastases at Dana-Farber Cancer Institute in Boston, MA.
The consolidated entity is also developing Cantrixil (TRX-E-002-1), a small-molecule agent arising from an in-house discovery program. Through a collaboration with researchers at Yale University, Cantrixil has shown in vitro and in vivo activity against both differentiated cancer cells and cancer stem cells (sometimes referred to as tumour-initiating cells), which are believed to be an important contributor to chemotherapy resistance and disease recurrence. Cantrixil commenced a phase I clinical trial in patients with recurrent or refractory ovarian cancer in December 2016. The company expects to conclude this study and provide efficacy data during calendar 2019.
Significant changes in the state of affairs
There were no significant changes in the state of affairs of the consolidated entity during the financial half-year.
1
Kazia Therapeutics Limited Directors report 31 December 2018 |
Matters subsequent to the end of the financial half-year
Since period end the consolidated entity has commenced selling its shares in Noxopharm Limited on market. At the date of this report, approximately 250,000 shares have been sold at an average price of $0.44 per share.
No other matter or circumstance has arisen since 31 December 2018 that has significantly affected, or may significantly affect the consolidated entitys operations, the results of those operations, or the consolidated entitys state of affairs in future financial years.
Auditors independence declaration
A copy of the auditors independence declaration as required under section 307C of the Corporations Act 2001 is set out immediately after this directors report.
This report is made in accordance with a resolution of Directors, pursuant to section 298(2)(a) of the Corporations Act 2001.
On behalf of the Directors
/s/ Iain Ross
Iain Ross
Chairman
20 February 2019
Sydney
2
Level 17, 383 Kent Street
Sydney NSW 2000
Correspondence to:
Locked Bag Q800
QVB Post Office
Sydney NSW 1230
T +61 2 8297 2400
F +61 2 9299 4445
E info.nsw@au.gt.com
W www.grantthornton.com.au
Auditors Independence Declaration
To the Directors of Kazia Therapeutics Limited
In accordance with the requirements of section 307C of the Corporations Act 2001, as lead auditor for the review of Kazia Therapeutics Limited for the half-year ended 31 December 2018, I declare that, to the best of my knowledge and belief, there have been:
a | no contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the review; and |
b | no contraventions of any applicable code of professional conduct in relation to the review. |
/s/ Grant Thornton
Grant Thornton Audit Pty Ltd
Chartered Accountants
/s/ S M Coulton
S M Coulton
Partner Audit & Assurance
Sydney, 20 February 2019
Grant Thornton Audit Pty Ltd ACN 130 913 594
a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
Grant Thornton refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one anothers acts or omissions. In the Australian context only, the use of the term Grant Thornton may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation.
3
Contents 31 December 2018 |
5 | ||||
6 | ||||
7 | ||||
9 | ||||
10 | ||||
21 | ||||
Independent auditors review report to the members of Kazia Therapeutics Limited |
22 |
General information
The financial statements cover Kazia Therapeutics Limited as a consolidated entity consisting of Kazia Therapeutics Limited and the entities it controlled at the end of, or during, the half-year. The financial statements are presented in Australian dollars, which is Kazia Therapeutics Limiteds functional and presentation currency.
Kazia Therapeutics Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:
Three International Towers
Level 24, 300 Barangaroo Avenue
Sydney NSW 2000
A description of the nature of the consolidated entitys operations and its principal activities are included in the directors report, which is not part of the financial statements.
The financial statements were authorised for issue, in accordance with a resolution of directors, on 20 February 2019.
4
Statement of profit or loss and other comprehensive income For the half-year ended 31 December 2018 |
Consolidated | ||||||||||||
December | December | |||||||||||
Note | 2018 | 2017 | ||||||||||
$ | $ | |||||||||||
Revenue |
4 | 28,831 | 66,227 | |||||||||
Other income |
5 | 1,168,820 | 9,373,112 | |||||||||
Expenses |
||||||||||||
Research and development expense |
(3,707,978 | ) | (4,696,374 | ) | ||||||||
General and administrative expense |
(2,085,992 | ) | (4,456,589 | ) | ||||||||
Loss on disposal of fixed assets |
| (5,333 | ) | |||||||||
Fair value losses on financial assets at fair value through profit or loss |
(1,580,974 | ) | | |||||||||
|
|
|
|
|||||||||
(Loss)/profit before income tax benefit |
(6,177,293 | ) | 281,043 | |||||||||
Income tax benefit |
149,098 | 143,736 | ||||||||||
|
|
|
|
|||||||||
(Loss)/profit after income tax benefit for the half-year attributable to the owners of Kazia Therapeutics Limited |
(6,028,195 | ) | 424,779 | |||||||||
Other comprehensive income |
||||||||||||
Items that may be reclassified subsequently to profit or loss |
||||||||||||
Net exchange difference on translation of financial statements of foreign controlled entities, net of tax |
(88,841 | ) | 76,846 | |||||||||
(Loss)/Gain on the revaluation of available-for-sale financial assets, net of tax |
| 19,520 | ||||||||||
|
|
|
|
|||||||||
Other comprehensive income for the half-year, net of tax |
(88,841 | ) | 96,366 | |||||||||
|
|
|
|
|||||||||
Total comprehensive income for the half-year attributable to the owners of Kazia Therapeutics Limited |
(6,117,036 | ) | 521,145 | |||||||||
|
|
|
|
|||||||||
Cents | Cents | |||||||||||
Basic earnings per share |
20 | (11.392 | ) | 0.879 | ||||||||
Diluted earnings per share |
20 | (11.392 | ) | 0.879 |
The above statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes
5
Statement of financial position As at 31 December 2018 |
Consolidated | ||||||||||||
Note | December 2018 |
June 2018 |
||||||||||
$ | $ | |||||||||||
Assets |
||||||||||||
Current assets |
||||||||||||
Cash and cash equivalents |
7 | 5,411,139 | 5,956,182 | |||||||||
Trade and other receivables |
8 | 3,253,278 | 2,535,479 | |||||||||
Other assets |
9 | 144,079 | 767,954 | |||||||||
|
|
|
|
|||||||||
Total current assets |
8,808,496 | 9,259,615 | ||||||||||
|
|
|
|
|||||||||
Non-current assets |
||||||||||||
Financial assets |
10 | 2,750,439 | 4,335,463 | |||||||||
Property, plant and equipment |
11 | | 1,179 | |||||||||
Intangibles |
12 | 14,036,656 | 14,578,830 | |||||||||
|
|
|
|
|||||||||
Total non-current assets |
16,787,095 | 18,915,472 | ||||||||||
|
|
|
|
|||||||||
Total assets |
25,595,591 | 28,175,087 | ||||||||||
|
|
|
|
|||||||||
Liabilities |
||||||||||||
Current liabilities |
||||||||||||
Trade and other payables |
2,293,627 | 2,066,758 | ||||||||||
Provision |
133,449 | 161,327 | ||||||||||
Deferred income |
| 138,188 | ||||||||||
Contingent consideration |
| 1,521,228 | ||||||||||
|
|
|
|
|||||||||
Total current liabilities |
2,427,076 | 3,887,501 | ||||||||||
|
|
|
|
|||||||||
Non-current liabilities |
||||||||||||
Deferred tax |
13 | 3,860,080 | 4,009,178 | |||||||||
Contingent consideration |
14 | 943,115 | 1,036,474 | |||||||||
|
|
|
|
|||||||||
Total non-current liabilities |
4,803,195 | 5,045,652 | ||||||||||
|
|
|
|
|||||||||
Total liabilities |
7,230,271 | 8,933,153 | ||||||||||
|
|
|
|
|||||||||
Net assets |
18,365,320 | 19,241,934 | ||||||||||
|
|
|
|
|||||||||
Equity |
||||||||||||
Contributed equity |
15 | 36,641,519 | 31,575,824 | |||||||||
Other contributed equity |
16 | 464,000 | 464,000 | |||||||||
Reserves |
1,965,938 | 1,843,228 | ||||||||||
Accumulated losses |
(20,706,137 | ) | (14,641,118 | ) | ||||||||
|
|
|
|
|||||||||
Total equity |
18,365,320 | 19,241,934 | ||||||||||
|
|
|
|
The above statement of financial position should be read in conjunction with the accompanying notes
6
Statement of changes in equity For the half-year ended 31 December 2018 |
Consolidated | Issued capital $ |
Other $ |
Share based $ |
Available for sale reserve $ |
Foreign $ |
Accumulated $ |
Total equity $ |
|||||||||||||||||||||
Balance at 1 July 2017 |
193,769,409 | 600,000 | 2,077,512 | (36,824 | ) | (111,350 | ) | (170,961,061 | ) | 25,337,686 | ||||||||||||||||||
Profit after income tax benefit for the half-year |
| | | | | 424,779 | 424,779 | |||||||||||||||||||||
Other comprehensive income for the half-year, net of tax |
| | | 76,846 | 19,520 | | 96,366 | |||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Total comprehensive income for the half-year |
| | | 76,846 | 19,520 | 424,779 | 521,145 | |||||||||||||||||||||
Transactions with owners in their capacity as owners: |
||||||||||||||||||||||||||||
Share-based payments |
29,600 | | 19,594 | | | | 49,194 | |||||||||||||||||||||
Extinguishment of convertible note (Note 21) |
| (136,000 | ) | | | | | (136,000 | ) | |||||||||||||||||||
Cancellation of share capital under Section 258F of the Corporations Act |
(162,223,185 | ) | | | | | 162,223,185 | | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Balance at 31 December 2017 |
31,575,824 | 464,000 | 2,097,106 | 40,022 | (91,830 | ) | (8,313,097 | ) | 25,772,025 | |||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The above statement of changes in equity should be read in conjunction with the accompanying notes
7
Kazia Therapeutics Limited Statement of changes in equity For the half-year ended 31 December 2018 |
Consolidated | Issued capital $ |
Other $ |
Share based $ |
Available for Sale reserve $ |
Foreign $ |
Accumulated $ |
Total equity $ |
|||||||||||||||||||||
Balance at 1 July 2018 |
31,575,824 | 464,000 | 2,242,734 | (36,824 | ) | (362,682 | ) | (14,641,118 | ) | 19,241,934 | ||||||||||||||||||
Adjustment for change in accounting policy AASB 9 |
| | | 36,824 | | (36,824 | ) | | ||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
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|
|||||||||||||||
Balance at 1 July 2018 - restated |
31,575,824 | 464,000 | 2,242,734 | | (362,682 | ) | (14,677,942 | ) | 19,241,934 | |||||||||||||||||||
Loss after income tax benefit for the half-year |
| | | | | (6,028,195 | ) | (6,028,195 | ) | |||||||||||||||||||
Other comprehensive income for the half-year, net of tax |
| | | | (88,841 | ) | | (88,841 | ) | |||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Total comprehensive income for the half-year |
| | | | (88,841 | ) | (6,028,195 | ) | (6,117,036 | ) | ||||||||||||||||||
Share based payments |
| | 174,727 | | | | 174,727 | |||||||||||||||||||||
Issue of shares |
5,405,760 | | | | | | 5,405,760 | |||||||||||||||||||||
Share issue costs |
(340,065 | ) | | | | | | (340,065 | ) | |||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Balance at 31 December 2018 |
36,641,519 | 464,000 | 2,417,461 | | (451,523 | ) | (20,706,137 | ) | 18,365,320 | |||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
The above statement of changes in equity should be read in conjunction with the accompanying notes
8
Statement of cash flows For the half-year ended 31 December 2018 |
Consolidated | ||||||||||||
Note | December 2018 |
December 2017 |
||||||||||
$ | $ | |||||||||||
Cash flows from operating activities |
||||||||||||
(Loss)/profit after income tax benefit for the half-year |
(6,028,195 | ) | 424,779 | |||||||||
Adjustments for: |
||||||||||||
Depreciation and amortisation |
542,277 | 1,144,930 | ||||||||||
Net loss on disposal of property, plant and equipment |
1,076 | | ||||||||||
Net fair value loss on financial assets |
1,592,134 | | ||||||||||
Share-based payments |
174,727 | 49,194 | ||||||||||
Foreign exchange differences |
(95,951 | ) | (36,845 | ) | ||||||||
Gain on legal settlement (non-cash) |
| (7,834,592 | ) | |||||||||
|
|
|
|
|||||||||
(3,813,932 | ) | (6,252,534 | ) | |||||||||
Change in operating assets and liabilities: |
||||||||||||
Increase in trade and other receivables |
(717,799 | ) | (1,276,824 | ) | ||||||||
Decrease/(increase) in prepayments |
623,875 | (1,809,355 | ) | |||||||||
Increase in trade and other payables |
226,869 | 815,294 | ||||||||||
Decrease in deferred tax liabilities |
(149,098 | ) | (143,736 | ) | ||||||||
(Decrease)/increase in employee benefits |
(27,878 | ) | 11,332 | |||||||||
Increase in other provisions |
| 6,705 | ||||||||||
(Decrease)/increase in unearned Revenue |
(138,188 | ) | 142,815 | |||||||||
(Decrease)/increase in contingent consideration |
(364,587 | ) | 649,857 | |||||||||
|
|
|
|
|||||||||
Net cash used in operating activities |
(4,360,738 | ) | (7,856,446 | ) | ||||||||
|
|
|
|
|||||||||
Cash flows from investing activities |
||||||||||||
Payments for property, plant and equipment |
11 | | (9,185 | ) | ||||||||
|
|
|
|
|||||||||
Net cash used in investing activities |
| (9,185 | ) | |||||||||
|
|
|
|
|||||||||
Cash flows from financing activities |
||||||||||||
Proceeds from issue of shares |
15 | 3,815,695 | | |||||||||
|
|
|
|
|||||||||
Net cash from financing activities |
3,815,695 | | ||||||||||
|
|
|
|
|||||||||
Net decrease in cash and cash equivalents |
(545,043 | ) | (7,865,631 | ) | ||||||||
Cash and cash equivalents at the beginning of the financial half-year |
5,956,182 | 14,454,784 | ||||||||||
Effects of exchange rate changes on cash and cash equivalents |
| 51,920 | ||||||||||
|
|
|
|
|||||||||
Cash and cash equivalents at the end of the financial half-year |
5,411,139 | 6,641,073 | ||||||||||
|
|
|
|
The above statement of cash flows should be read in conjunction with the accompanying notes
9
Notes to the financial statements 31 December 2018 |
Note 1. Significant accounting policies
These general purpose financial statements for the interim half-year reporting period ended 31 December 2018 have been prepared in accordance with Australian Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 Interim Financial Reporting.
These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2018 and any public announcements made by the company during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.
The principal accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, except for the policies stated below.
The new policies outlined below only apply to the current period. Policies in the last annual report apply to the comparative period.
Financial Instruments
Recognition and derecognition
Financial assets and financial liabilities are recognised when the Group becomes a party to the contractual provisions of the financial instrument and are measured initially at fair value adjusted by transactions costs, except for those carried at fair value through profit or loss, which are measured initially at fair value. Subsequent measurement of financial assets and financial liabilities are described below. Financial assets are derecognised when the contractual rights to the cash flows from the financial asset expire, or when the financial asset and substantially all the risks and rewards are transferred. A financial liability is derecognised when it is extinguished, discharged, cancelled or expires.
Classification and initial measurement of financial assets
Except for those trade receivables that do not contain a significant financing component and are measured at the transaction price in accordance with AASB 15, all financial assets are initially measured at fair value adjusted for transaction costs (where applicable).
Subsequent measurement of financial assets
For the purpose of subsequent measurement, financial assets are classified into the following categories upon initial recognition:
| financial assets at amortised cost |
| financial assets at fair value through profit or loss (FVPL) |
Classifications are determined by both:
| The entitys business model for managing the financial asset |
| The contractual cash flow characteristics of the financial assets |
All income and expenses relating to financial assets that are recognised in profit or loss are presented within finance costs, finance income or other financial items, except for impairment of trade receivables which is presented within other expenses.
Financial assets at amortised cost
Financial assets are measured at amortised cost if the assets meet the following conditions (and are not designated as FVPL):
| they are held within a business model whose objective is to hold the financial assets and collect its contractual cash flows |
| the contractual terms of the financial assets give rise to cash flows that are solely payments of principal and interest on the principal amount outstanding |
After initial recognition, these are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial. The Groups cash and cash equivalents, trade and most other receivables fall into this category of financial instruments.
10
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 1. Significant accounting policies (continued)
Financial assets at fair value through profit or loss (FVPL)
Financial assets that are held within a business model other than hold to collect or hold to collect and sell are categorised at fair value through profit and loss. Further, irrespective of business model, financial assets whose contractual cash flows are not solely payments of principal and interest are accounted for at FVPL. The Groups investments in equity instruments and derivatives fall under this category.
Impairment of financial assets
AASB 9s new impairment model use more forward looking information to recognize expected credit losses - the expected credit losses (ECL) model. The application of the new impairment model depends on whether there has been a significant increase in credit risk. The Group considers a broader range of information when assessing credit risk and measuring expected credit losses, including past events, current conditions, reasonable and supportable forecasts that affect the expected collectability of the future cash flows of the instrument.
In applying this forward-looking approach, a distinction is made between:
| financial instruments that have not deteriorated significantly in credit quality since initial recognition or that have low credit risk (Stage 1) and |
| financial instruments that have deteriorated significantly in credit quality since initial recognition and whose credit risk is not low (Stage 2). |
Stage 3 would cover financial assets that have objective evidence of impairment at the reporting date. 12-month expected credit losses are recognised for the first category while lifetime expected credit losses are recognised for the second category. Measurement of the expected credit losses is determined by a probability-weighted estimate of credit losses over the expected life of the financial instrument.
Classification and measurement of financial liabilities
As the accounting for financial liabilities remains largely unchanged from AASB 139, the Groups financial liabilities were not impacted by the adoption of AASB 9. However, for completeness, the accounting policy is disclosed below.
The Groups financial liabilities comprise trade and other payables. Financial liabilities are initially measured at fair value, and, where applicable, adjusted for transaction costs unless the Group designated a financial liability at fair value through profit or loss. Subsequently, financial liabilities are measured at amortised cost using the effective interest method.
All interest-related charges and, if applicable, changes in an instrumentss fair value that are reported in profit or loss are included within finance costs or finance income.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new, revised or amending Accounting Standards and Interpretations issued by the Australian Accounting Standards Board (AASB) that are mandatory for the current reporting period.
Any new, revised or amending Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.
Any significant impact on the accounting policies of the consolidated entity from the adoption of these Accounting Standards and Interpretations are disclosed below. The adoption of these Accounting Standards and Interpretations did not have any significant impact on the financial performance or position of the consolidated entity.
11
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 1. Significant accounting policies (continued)
The following Accounting Standards and Interpretations are most relevant to the consolidated entity:
AASB 9 Financial Instruments
AASB 9 Financial Instruments replaces AASB 139 Financial Instruments: Recognition and Measurement requirements. It makes major changes to the previous guidance on the classification and measurement of financial assets and introduces an expected credit loss model for impairment of financial assets. When adopting AASB 9, the Group has applied transitional relief and elected not to restate prior periods. Rather, differences arising from the adoption of AASB 9 in relation to classification, measurement, and impairment are recognised in opening retained earnings as at 1 July 2018.
The impacts on the consolidated entity from the adoption of this accounting policy were as follows:
Listed equity investments - available-for-sale financial assets under AASB 139 included listed equity investments of $3,679,542 at 30 June 2018. These were reclassified to fair value through profit or loss (FVPL) under AASB 9. The associated available-for-sale reserve, amounting to $36,824 at 1 July 2018, was reclassified to accumulated losses.
Trade and other receivables - these were classified as loans and receivables under AASB 139 and are now held at amortised cost under AASB 9. The majority of such receivables is made up of the R&D tax refund.
There was no change to financial liabilities.
AASB 15 Revenue from Contracts with Customers
AASB 15 replaces AASB 118 Revenue, AASB 111 Construction Contracts and several revenue-related Interpretations. The new Standard has been applied from 1 July 2018.
As the consolidated entity does not enter into contracts with customers, the adoption of this standard has not had any impact on the financial statements. Furthermore, the consolidated entity does not have an accounting policy in relation to revenue from contracts with customers.
Going concern
As at 31 December 2018 the consolidated entity held liquid assets of $11,204,855, comprising cash in hand or at bank of $5,411,139, trade and other receivables of $3,253,278 and listed ordinary shares, carried at market value, of $2,540,438. During the half year ended 31 December 2018 the consolidated entity experienced net cash outflows from operating activities of $4,360,738.
The financial statements have been prepared on a going concern basis, which contemplates continuity of normal activities and realisation of assets and settlement of liabilities in the normal course of business. As is often the case with drug development companies, the ability of the consolidated entity to continue its development activities as a going concern is dependent upon it deriving sufficient cash from investors, from licensing and partnering activities and from other sources of revenue such as grant funding. The directors have considered the cash flow forecasts and the funding requirements of the business and are confident that the strategies in place are appropriate to generate sufficient funding to allow the consolidated entity to continue as a going concern. Accordingly the directors have prepared the financial statements on a going concern basis. Should the above assumptions not prove to be appropriate, there is material uncertainty whether the consolidated entity will continue as a going concern and therefore whether it will realise its assets and extinguish its liabilities in the normal course of business and at the amounts stated in these financial statements.
Note 2. Critical accounting judgements, estimates and assumptions
When preparing the half-year financial statements, management undertakes a number of judgements, estimates and assumptions about recognition and measurement of assets, liabilities, income and expenses. The actual results may differ from the judgements, estimates and assumptions made by management and will seldom equal the estimated results.
The judgments, estimates and assumptions applied in the half-year financial statements, including key sources of estimation uncertainty were the same as those applied in the Groups last annual financial statements for the year ended 30 June 2018.
12
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 3. Operating segments
Identification of reportable operating segments
The consolidated entitys operating segment is based on the internal reports that are reviewed and used by the Board of Directors (being the Chief Operating Decision Makers (CODM)) in assessing performance and in determining the allocation of resources.
The information reported to the CODM, on at least a quarterly basis, is the consolidated results as shown in the statement of profit or loss and other comprehensive income and statement of financial position.
Note 4. Revenue
Consolidated | ||||||||
December 2018 |
December 2017 |
|||||||
$ | $ | |||||||
Bank interest |
28,831 | 66,227 | ||||||
|
|
|
|
Note 5. Other income
Consolidated | ||||||||
December 2018 |
December 2017 |
|||||||
$ | $ | |||||||
Net foreign exchange gain |
64,820 | | ||||||
Gain on revaluation of contingent consideration |
364,587 | | ||||||
Subsidies and grants |
9,413 | 361,072 | ||||||
Reimbursement of expenses |
| 5,452 | ||||||
Research and development rebate |
730,000 | 1,021,996 | ||||||
Gain on legal settlement (Note 21) |
| 7,984,592 | ||||||
|
|
|
|
|||||
Other income |
1,168,820 | 9,373,112 | ||||||
|
|
|
|
13
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 6. Expenses
Consolidated | ||||||||
December 2018 |
December 2017 |
|||||||
$ | $ | |||||||
(Loss)/profit before income tax includes the following specific expenses: |
||||||||
Depreciation |
||||||||
Leasehold improvements |
| 187,490 | ||||||
Property, plant and equipment |
103 | 15,914 | ||||||
|
|
|
|
|||||
Total depreciation |
103 | 203,404 | ||||||
|
|
|
|
|||||
Amortisation |
||||||||
Patents and intellectual property |
| 249,907 | ||||||
Software |
| 2,139 | ||||||
GDC licensing agreement |
542,174 | 546,629 | ||||||
|
|
|
|
|||||
Total amortisation |
542,174 | 798,675 | ||||||
|
|
|
|
|||||
Total depreciation and amortisation |
542,277 | 1,002,079 | ||||||
|
|
|
|
|||||
Impairment |
||||||||
Leasehold improvements |
| 142,851 | ||||||
|
|
|
|
|||||
Rental expense relating to operating leases |
||||||||
Minimum lease payments |
| 215,742 | ||||||
|
|
|
|
|||||
Other expenses |
||||||||
Revaluation of contingent consideration |
| 649,855 | ||||||
|
|
|
|
|||||
Superannuation expense |
||||||||
Defined contribution superannuation expense |
71,129 | 118,701 | ||||||
|
|
|
|
|||||
Employee benefits expense excluding superannuation |
||||||||
Employee benefits expense excluding superannuation |
791,429 | 1,661,635 | ||||||
|
|
|
|
Note 7. Current assets - cash and cash equivalents
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Cash at bank and on hand |
411,139 | 2,956,182 | ||||||
Short-term deposits |
5,000,000 | 3,000,000 | ||||||
|
|
|
|
|||||
5,411,139 | 5,956,182 | |||||||
|
|
|
|
14
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 8. Current assets - trade and other receivables
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Trade receivables |
| 1,130 | ||||||
R&D tax rebate receivable |
2,930,000 | 2,200,000 | ||||||
|
|
|
|
|||||
2,930,000 | 2,201,130 | |||||||
|
|
|
|
|||||
GST refundable |
164,426 | 119,890 | ||||||
Deposit paid |
563,514 | 608,532 | ||||||
Provision for impairment of deposit paid |
(404,662 | ) | (394,073 | ) | ||||
|
|
|
|
|||||
3,253,278 | 2,535,479 | |||||||
|
|
|
|
Note 9. Current assets - Other assets
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Prepayments |
144,079 | 767,954 | ||||||
|
|
|
|
Note 10. Non-current assets - Financial assets
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Listed ordinary shares - FVTPL |
2,540,438 | 3,679,542 | ||||||
Unlisted shares and options - FVTPL |
210,001 | 655,921 | ||||||
|
|
|
|
|||||
2,750,439 | 4,335,463 | |||||||
|
|
|
|
Refer to note 18 for further information on fair value measurement.
Note 11. Non-current assets - property, plant and equipment
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Plant and equipment - at cost |
| 1,845 | ||||||
Less: Accumulated depreciation |
| (666 | ) | |||||
|
|
|
|
|||||
| 1,179 | |||||||
|
|
|
|
15
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 11. Non-current assets - property, plant and equipment (continued)
Reconciliations
Reconciliations of the written down values at the beginning and end of the current financial half-year are set out below:
Plant and equipment |
Total | |||||||
Consolidated | $ | $ | ||||||
Balance at 1 July 2018 |
1,179 | 1,179 | ||||||
Disposals |
(1,076 | ) | (1,076 | ) | ||||
Depreciation expense |
(103 | ) | (103 | ) | ||||
|
|
|
|
|||||
Balance at 31 December 2018 |
| | ||||||
|
|
|
|
Note 12. Non-current assets - intangibles
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Patents and trademarks - at cost |
2,850,517 | 2,850,517 | ||||||
Less: Accumulated amortisation |
(2,850,517 | ) | (2,850,517 | ) | ||||
|
|
|
|
|||||
| | |||||||
|
|
|
|
|||||
Licensing agreement - at acquired fair value |
16,407,788 | 16,407,789 | ||||||
Less: Accumulated amortisation |
(2,371,132 | ) | (1,828,959 | ) | ||||
|
|
|
|
|||||
14,036,656 | 14,578,830 | |||||||
|
|
|
|
|||||
14,036,656 | 14,578,830 | |||||||
|
|
|
|
Reconciliations
Reconciliations of the written down values at the beginning and end of the current financial half-year are set out below:
GDC licensing |
||||||||
agreement | Total | |||||||
Consolidated | $ | $ | ||||||
Balance at 1 July 2018 |
14,578,830 | 14,578,830 | ||||||
Amortisation expense |
(542,174 | ) | (542,174 | ) | ||||
|
|
|
|
|||||
Balance at 31 December 2018 |
14,036,656 | 14,036,656 | ||||||
|
|
|
|
16
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 13. Non-current liabilities - deferred tax
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Deferred tax liability |
3,860,080 | 4,009,178 | ||||||
|
|
|
|
|||||
Amount expected to be settled within 12 months |
305,257 | 305,257 | ||||||
Amount expected to be settled after more than 12 months |
3,554,823 | 3,703,921 | ||||||
|
|
|
|
|||||
3,860,080 | 4,009,178 | |||||||
|
|
|
|
|||||
Movements: |
||||||||
Opening balance |
4,009,178 | 4,314,435 | ||||||
Credited to profit or loss |
(149,098 | ) | (305,257 | ) | ||||
|
|
|
|
|||||
Closing balance |
3,860,080 | 4,009,178 | ||||||
|
|
|
|
Note 14. Contingent consideration
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Contingent consideration - current |
| 1,521,228 | ||||||
|
|
|
|
|||||
Contingent consideration - non-current |
943,115 | 1,036,474 | ||||||
|
|
|
|
On 9 November 2018, milestone one was settled by the issue of 2,820,824 ordinary shares with a value of $1,250,000, and during the financial period, one other milestone has lapsed. In addition, a portion of the discount applied to anticipated future payments has unwound, with the resultant gain on contingent consideration being recognised in profit and loss. None of the remaining milestones are anticipated to be triggered within the next 12 months and accordingly the entire contingent consideration is shown as a non-current liability.
Note 15. Equity - contributed equity
Consolidated | ||||||||||||||||
December 2018 |
June 2018 |
December 2018 |
June 2018 |
|||||||||||||
Shares | Shares | $ | $ | |||||||||||||
Ordinary shares - fully paid |
62,166,673 | 48,409,621 | 36,641,519 | 31,575,824 | ||||||||||||
|
|
|
|
|
|
|
|
17
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 15. Equity - contributed equity (continued)
Movements in ordinary share capital
Details | Date | Shares | Issue price | $ | ||||||||||
Balance |
1 July 2018 | 48,409,621 | 31,575,824 | |||||||||||
Share placement |
24 October 2018 | 8,900,001 | $ | 0.380 | 3,382,000 | |||||||||
Milestone 1 shares issued in connection with purchase of Glioblast Pty Limited (GDC-0084) |
9 November 2018 | 2,820,824 | $ | 0.440 | 1,250,000 | |||||||||
Issued under share purchase plan |
23 November 2018 | 2,036,227 | $ | 0.000 | 773,760 | |||||||||
Share issue transaction costs |
| $ | 0.000 | (340,065 | ) | |||||||||
|
|
|
|
|||||||||||
Balance |
31 December 2018 | 62,166,673 | 36,641,519 | |||||||||||
|
|
|
|
Share buy-back
There is no current on-market share buy-back.
Note 16. Equity - Other contributed equity
Consolidated | ||||||||
December 2018 |
June 2018 |
|||||||
$ | $ | |||||||
Convertible loan note - Triaxial |
464,000 | 464,000 | ||||||
|
|
|
|
On 4 December 2014, the consolidated entity and the convertible note holder (Triaxial) signed a Convertible Note Deed Poll (Deed) which superseded the precedent Loan Agreement between Triaxial shareholders and the consolidated entity. The Deed extinguishes the liability created by the Loan Agreement and provides that the Convertible Notes will convert into a pre-determined number of ordinary shares on the achievement of defined milestones established in the schedule of the Deed. Accordingly the convertible note has been reclassified as an equity instrument rather than debt instrument. During the financial year ended 30 June 2017, the Company reached two milestones triggering the conversion of a portion of its convertible note as follows;
| on 11 August 2016 the Company announced the submission of an IND application. On 10 September 2016, the Company received a letter from the FDA advising the study may proceed triggering conversion of 20,000,000 ordinary shares. |
| on 31 October 2016, the Company announced it had licensed a Phase II ready molecule triggering the conversion of 16,000,000 ordinary shares. |
During the financial year ended 30 June 2018, a portion of the convertible notes was extinguished (Note 21).
The remaining portion of the convertible note will be exercised at the holders discretion on completion of Phase II clinical trial or achieving Breakthrough Designation. Completion will be deemed to occur upon the receipt by the consolidated entity of a signed study report or notification of the designation. There is a possibility for an early conversion of the convertible notes if a third party acquires more than 50% of the issued capital of the consolidated entity.
The remaining convertible note at period end may be converted into 1,856,000 ordinary shares in the consolidated entity.
Note 17. Equity - dividends
There were no dividends paid, recommended or declared during the current or previous financial half-year.
18
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 18. Fair value measurement
Fair value hierarchy
The following tables detail the consolidated entitys assets and liabilities, measured or disclosed at fair value, using a three level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly
Level 3: Unobservable inputs for the asset or liability
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
$ | $ | $ | $ | |||||||||||||
Consolidated - December 2018 |
||||||||||||||||
Assets |
||||||||||||||||
Listed ordinary shares |
2,540,438 | | | 2,540,438 | ||||||||||||
Unlisted options |
| | 210,001 | 210,001 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total assets |
2,540,438 | | 210,001 | 2,750,439 | ||||||||||||
|
|
|
|
|
|
|
|
Level 1 | Level 2 | Level 3 | Total | |||||||||||||
$ | $ | $ | $ | |||||||||||||
Consolidated - June 2018 |
||||||||||||||||
Assets |
||||||||||||||||
Listed ordinary shares |
3,679,542 | | | 3,679,542 | ||||||||||||
Unlisted options |
| | 655,921 | 655,921 | ||||||||||||
|
|
|
|
|
|
|
|
|||||||||
Total assets |
3,679,542 | | 655,921 | 4,335,463 | ||||||||||||
|
|
|
|
|
|
|
|
There were no transfers between levels during the financial half-year.
The fair value of contingent consideration related to the acquisition of Glioblast Pty Ltd and the licence agreement is estimated by probability-weighting the expected future cash outflows, adjusting for risk and discounting.
The effects on the fair value of risk and uncertainty in the future cash flows are dealt with by adjusting the estimated cash flows rather than adjusting the discount rate.
Note 19. Events after the reporting period
Since period end the consolidated entity has commenced selling its shares in Noxopharm Limited on market. At the date of this report, approximately 250,000 shares have been sold at an average price of $0.44 per share.
No other matter or circumstance has arisen since 31 December 2018 that has significantly affected, or may significantly affect the consolidated entitys operations, the results of those operations, or the consolidated entitys state of affairs in future financial years.
Note 20. Earnings per share
Consolidated | ||||||||
December 2018 |
December 2017 |
|||||||
$ | $ | |||||||
(Loss)/profit after income tax attributable to the owners of Kazia Therapeutics Limited |
(6,028,195 | ) | 424,779 | |||||
|
|
|
|
19
Kazia Therapeutics Limited Notes to the financial statements 31 December 2018 |
Note 20. Earnings per share (continued)
Number | Number | |||||||
Weighted average number of ordinary shares used in calculating basic earnings per share |
52,916,466 | 48,343,969 | ||||||
|
|
|
|
|||||
Weighted average number of ordinary shares used in calculating diluted earnings per share |
52,916,466 | 48,343,969 | ||||||
|
|
|
|
|||||
Cents | Cents | |||||||
Basic earnings per share |
(11.392 | ) | 0.879 | |||||
Diluted earnings per share |
(11.392 | ) | 0.879 |
1,856,999 unlisted convertible notes with a face value of $464,000, 4,582,432 unlisted options and 3,148,400 listed options have been excluded from the above calculations as they were antidilutive.
Note 21. Settlement of legal proceedings
On 22 December 2017 the consolidated entity reached an agreement with another ASX listed company, Noxopharm Limited, in relation to that companys key asset, NOX66. Under this agreement, the consolidated entity has released Noxopharm Limited from any claims of ownership it believes it may have had of NOX66 or the IP and technology that underpins it. In return, the consolidated entity has received the following items since that date:
| 5,986,171 ordinary shares in Noxopharm Limited. These shares were originally subject to escrow however the escrow period has now expired; |
| 3,000,000 unlisted options in Noxopharm Limited, with an exercise price of $0.80, expiring 18 January 2020. The options can now be exercised at the Companys discretion; |
| extinguishment of certain convertible notes; and |
| a cash payment of $165,000 (including GST) from Noxopharm Limited |
These items were reflected in the prior year half year report, with the gain on legal settlement being taken up as other income.
20
Directors declaration 31 December 2018 |
In the directors opinion:
| the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 Interim Financial Reporting, the Corporations Regulations 2001 and other mandatory professional reporting requirements; |
| the attached financial statements and notes give a true and fair view of the consolidated entitys financial position as at 31 December 2018 and of its performance for the financial half-year ended on that date; and |
| there are reasonable grounds to believe that the company will be able to pay its debts as and when they become due and payable. |
Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.
On behalf of the directors
/s/ Iain Ross
Iain Ross
Chairman
20 February 2019
Sydney
21
Level 17, 383 Kent Street
Sydney NSW 2000
Correspondence to:
Locked Bag Q800
QVB Post Office
Sydney NSW 1230
T +61 2 8297 2400
F +61 2 9299 445
E info.nsw@au.gt.com
W www.grantthornton.com.au
Independent Auditors Review Report
To the Members of Kazia Therapeutics Limited
Report on the review of the half year financial report
Conclusion
We have reviewed the accompanying half year financial report of Kazia Therapeutics Limited (the Company) and its subsidiaries (the Group), which comprises the consolidated statement of financial position as at 31 December 2018 and the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half year ended on that date, a description of accounting policies, other selected explanatory notes, and the directors declaration.
Based on our review, which is not an audit, nothing has come to our attention that causes us to believe that the half year financial report of Kazia Therapeutics Limited does not give a true and fair view of the financial position of the Group as at 31 December 2018, and of its financial performance and its cash flows for the half year ended on that date, in accordance with the Corporations Act 2001, including complying with Accounting Standard AASB 134 Interim Financial reporting.
Material uncertainty related to going concern
We draw attention to Note 1 in the financial report, which indicates that the Group has cash on hand and at bank of $5,411,139 as at 31 December 2018 and incurred net operating cash outflows of $4,360,738 for the half year ended on that date. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Groups ability to continue as a going concern. Our conclusion is not modified in respect of this matter.
Directors responsibility for the half year financial report
The Directors of the Group are responsible for the preparation of the half year financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the half year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
Grant Thornton Audit Pty Ltd ACN 130 913 594
a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389
Grant Thornton refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one anothers acts or omissions. In the Australian context only, the use of the term Grant Thornton may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.
Liability limited by a scheme approved under Professional Standards Legislation.
22
Auditors responsibility
Our responsibility is to express a conclusion on the half year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity, in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half year financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the Groups financial position as at 31 December 2018 and its performance for the half year ended on that date, and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001. As the auditor of Kazia Therapeutics Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.
A review of a half year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Independence
In conducting our review, we have complied with the independence requirements of the Corporations Act 2001.
/s/ Grant Thornton
Grant Thornton Audit Pty Ltd
Chartered Accountants
/s/ S M Coulton
S M Coulton
Partner Audit & Assurance
Sydney, 20 February 2019
23
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