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Non-financial Assets and Liabilities
12 Months Ended
Jun. 30, 2018
Disclosure Of Non Financial Assets And Liabilities [Abstract]  
Non-financial Assets and Liabilities

6. Non-financial assets and liabilities

a.

Property, plant and equipment

 

(in U.S. dollars, in thousands)

 

Plant and

Equipment

 

 

Office Furniture

and Equipment

 

 

Computer

Hardware

and Software

 

 

Total

 

Year Ended June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Opening net book amount

 

 

1,752

 

 

 

706

 

 

 

605

 

 

 

3,063

 

Additions

 

 

17

 

 

 

 

 

 

296

 

 

 

313

 

Exchange differences

 

 

31

 

 

 

(25

)

 

 

13

 

 

 

19

 

Disposals

 

 

 

 

 

 

 

 

(3

)

 

 

(3

)

Depreciation charge

 

 

(1,049

)

 

 

(134

)

 

 

(395

)

 

 

(1,578

)

Closing net book value

 

 

751

 

 

 

547

 

 

 

516

 

 

 

1,814

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost

 

 

4,139

 

 

 

1,255

 

 

 

3,105

 

 

 

8,499

 

Accumulated depreciation

 

 

(3,388

)

 

 

(708

)

 

 

(2,589

)

 

 

(6,685

)

Net book value

 

 

751

 

 

 

547

 

 

 

516

 

 

 

1,814

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Opening net book amount

 

 

751

 

 

 

547

 

 

 

516

 

 

 

1,814

 

Additions

 

 

16

 

 

 

2

 

 

 

176

 

 

 

194

 

Exchange differences

 

 

(1

)

 

 

(1

)

 

 

(12

)

 

 

(14

)

Disposals

 

 

 

 

 

 

 

 

(1

)

 

 

(1

)

Depreciation charge

 

 

(460

)

 

 

(134

)

 

 

(315

)

 

 

(909

)

Closing net book value

 

 

306

 

 

 

414

 

 

 

364

 

 

 

1,084

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost

 

 

4,152

 

 

 

1,249

 

 

 

3,199

 

 

 

8,600

 

Accumulated depreciation

 

 

(3,846

)

 

 

(835

)

 

 

(2,835

)

 

 

(7,516

)

Net book value

 

 

306

 

 

 

414

 

 

 

364

 

 

 

1,084

 

 

(i) Depreciation methods and useful lives

Depreciation is calculated using the straight-line method to allocate their cost or revalued amounts, net of their residual values, over the estimated useful lives. The estimated useful lives are:

 

Plant and equipment 3 – 15 years

 

Office furniture and equipment 3 – 10 years

 

Computer hardware and software 3 – 4 years

See Note 22(n) for other accounting policies relevant to property, plant and equipment.

b.

Intangible assets

 

(in U.S. dollars, in thousands)

 

Goodwill

 

 

Acquired licenses

to patents

 

 

In-process

research and

development

acquired

 

 

Current marketed

products

 

 

Total

 

Year Ended June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Opening net book value

 

 

134,453

 

 

 

2,036

 

 

 

427,779

 

 

 

23,555

 

 

 

587,823

 

Exchange differences

 

 

 

 

 

6

 

 

 

 

 

 

 

 

 

6

 

Amortization charge

 

 

 

 

 

(144

)

 

 

 

 

 

(1,335

)

 

 

(1,479

)

Closing net book value

 

 

134,453

 

 

 

1,898

 

 

 

427,779

 

 

 

22,220

 

 

 

586,350

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost

 

 

134,453

 

 

 

2,770

 

 

 

489,698

 

 

 

23,999

 

 

 

650,920

 

Accumulated amortization

 

 

 

 

 

(872

)

 

 

 

 

 

(1,779

)

 

 

(2,651

)

Accumulated impairment

 

 

 

 

 

 

 

 

(61,919

)

 

 

 

 

 

(61,919

)

Net book amount

 

 

134,453

 

 

 

1,898

 

 

 

427,779

 

 

 

22,220

 

 

 

586,350

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year Ended June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Opening net book value

 

 

134,453

 

 

 

1,898

 

 

 

427,779

 

 

 

22,220

 

 

 

586,350

 

Exchange differences

 

 

 

 

 

(3

)

 

 

 

 

 

 

 

 

(3

)

Amortization charge

 

 

 

 

 

(125

)

 

 

 

 

 

(1,616

)

 

 

(1,741

)

Closing net book value

 

 

134,453

 

 

 

1,770

 

 

 

427,779

 

 

 

20,604

 

 

 

584,606

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost

 

 

134,453

 

 

 

2,749

 

 

 

489,698

 

 

 

23,999

 

 

 

650,899

 

Accumulated amortization

 

 

 

 

 

(979

)

 

 

 

 

 

(3,395

)

 

 

(4,374

)

Accumulated impairment

 

 

 

 

 

 

 

 

(61,919

)

 

 

 

 

 

(61,919

)

Net book amount

 

 

134,453

 

 

 

1,770

 

 

 

427,779

 

 

 

20,604

 

 

 

584,606

 

 

(i) Carrying value of in-process research and development acquired by product

 

 

 

 

 

As of

June 30,

 

(in U.S. dollars, in thousands)

 

 

 

2018

 

 

2017

 

Cardiovascular products

 

 

 

 

254,351

 

 

 

254,351

 

Intravenous products for metabolic diseases and

   inflammatory/immunologic conditions

 

 

 

 

70,730

 

 

 

70,730

 

Osiris MSC products

 

 

 

 

102,698

 

 

 

102,698

 

 

 

 

 

 

427,779

 

 

 

427,779

 

 

For all products included within the above balances, the underlying currency of each item recorded is USD.

(ii) Amortization methods and useful lives

The Group amortizes intangible assets with a finite useful life using the straight-line method over the following periods:

 

Acquired licenses to patents 7 – 16 years

 

Current marketed products 15 – 20 years

See Note 22(o) for the other accounting policies relevant to intangible assets and Note 22(i) for the Group’s policy regarding impairments.

(iii) Significant estimate: Impairment of goodwill and assets with an indefinite useful life

The Group tests annually whether goodwill and its assets with indefinite useful lives have suffered any impairment in accordance with its accounting policy stated in Note 22(i). The recoverable amounts of these assets and cash-generating units have been determined based on fair value less costs to dispose calculations, which require the use of certain assumptions.

(iv) Impairment tests for goodwill and intangible assets with and indefinite useful life

In-process research and development acquired is considered to be an indefinite life intangible asset on the basis that it is incomplete and cannot be used in its current form (see Note 22(o)(iii)). The intangible asset’s life will remain indefinite until such time it is completed and commercialized or impaired. The carrying value of in-process research and development is a separate asset which has been subject to impairment testing at the cash generating unit level, which has been determined to be at the product level.

On acquisition, goodwill was not able to be allocated to the cash generating unit (“CGU”) level or to a group of CGU given the synergies of the underlying research and development. For the purpose of impairment testing, goodwill is monitored by management at the operating segment level. The Group is managed as one operating segment, being the development of adult stem cell technology platform for commercialization. The carrying value of goodwill has been allocated to the appropriate operating segment for the purpose of impairment testing.

The recoverable amount of both goodwill and in-process research and development was assessed as of June 30, 2018 based on the fair value less costs to dispose.

(v)  Key assumptions used for fair value less costs to dispose calculations

In determining the fair value less costs to dispose we have given consideration to the following internal and external indicators:

 

discounted expected future cash flows of programs valued by the Group’s internal valuation team and reviewed by the CFO. The valuation team is responsible for the valuation model. The valuation team also manages a process to continually refine the key assumptions within the model. This is done with input from the relevant business units. The key assumptions in the model have been clearly defined and the responsibility for refining those assumptions has been assigned to the most relevant business units. When determining key assumptions, the business units refer to both external sources and past experience as appropriate. The valuation is considered to be level 3 in the fair value hierarchy due to unobservable inputs used in the valuation;

 

the scientific results and progress of the trials since acquisition;

 

the valuation of the Group that was applicable to the July 10, 2018 equity placement undertaken with NovaQuest through issuing of the Group’s securities on the ASX;

 

the valuation of the Group that was applicable to the January 6, 2017 equity placement undertaken with Mallinckrodt Pharmaceuticals (NYSE: MNK) through issuing of the Group’s securities on the ASX;

 

the valuation of the Group that was applicable to the March 31, 2017 equity placement undertaken with institutional investors through issuing of the Group’s securities on the ASX;

 

the market capitalization of the Group on the ASX (ASX:MSB) on the impairment testing date of June 30, 2018; and

 

the valuation of the Group’s assets from an independent valuation as of June 30, 2017.

Costs of disposal were assumed to be immaterial at June 30, 2018.

Discounted cash-flows used a real pre-tax discount rate range of 14.4% to 21.0%, and include estimated real cash inflows and outflows for each program through to patent expiry, at which point a terminal value is assigned to the program.

In relation to cash outflows consideration has been given to cost of goods sold, selling costs and clinical trial schedules including estimates of numbers of patients and per patient costs. Associated expenses such as regulatory fees and patent maintenance have been included as well as any further preclinical development if applicable.

The assessment of goodwill showed the recoverable amount of the Group’s operating segment, including goodwill and remaining in-process research and development, exceeds the carrying amounts, and therefore there is no impairment. Additionally the recoverable amount of remaining in-process research and development also exceeds the carrying amounts, and therefore there is no impairment.

There are no standard growth rates applied, other than our estimates of market penetration which increase initially, plateau and then decline.

The assessment of the recoverable amount of each product has been made in accordance with the discounted cash-flow assumptions outlined above. The assessment showed that the recoverable amount of each product exceeds the carrying amount and therefore there is no impairment.

(vi) Impact of possible changes in key assumptions

The Group has considered and assessed reasonably possible changes in the key assumptions and has not identified any instances that could cause the carrying amount of our intangible assets at June 30, 2018 to exceed its recoverable amount.

Whilst there is no impairment, the key sensitivities in the valuation remain the continued successful development of our technology platform.

 

c.

Provisions

 

 

 

As of

 

 

As of

 

 

 

June 30, 2018

 

 

June 30, 2017

 

(in U.S. dollars, in thousands)

 

Current

 

 

Non-current

 

 

Total

 

 

Current

 

 

Non-current

 

 

Total

 

Contingent consideration

 

 

724

 

 

 

41,346

 

 

 

42,070

 

 

 

11,054

 

 

 

52,541

 

 

 

63,595

 

Employee benefits

 

 

4,358

 

 

 

101

 

 

 

4,459

 

 

 

3,811

 

 

 

416

 

 

 

4,227

 

Provision for license agreements

 

 

 

 

 

1,509

 

 

 

1,509

 

 

 

 

 

 

 

 

 

 

 

 

 

5,082

 

 

 

42,956

 

 

 

48,038

 

 

 

14,865

 

 

 

52,957

 

 

 

67,822

 

 

(i) Information about individual provisions and significant estimates

Contingent consideration

The contingent consideration provision relates to the Group’s liability for certain milestones and royalty achievements pertaining to the acquired MSC assets from Osiris. Further disclosures can be found in Note 5(g)(iii).

Employee benefits

The provision for employee benefits relates to the Group’s liability for annual leave, short term incentives and long service leave.

Employee benefits include accrued annual leave. As of June 30, 2018 and 2017, the entire amount of the accrual was $0.7 million and $0.7 million respectively, and is presented as current, since the Group does not have an unconditional right to defer settlement for any of these obligations. However, based on past experience, the Group expects all employees to take the full amount of the accrued leave or require payment within the next 12 months.

(ii) Movements

The contingent consideration provision relates to the Group’s liability for certain milestones and royalty achievements.  Refer to Note 5(g)(iii) for movements in contingent consideration for the years ended June 30, 2018 and 2017.

 

d.

Deferred tax balances

(i) Deferred tax balances

 

 

 

As of June 30,

 

(in U.S. dollars, in thousands)

 

2018

 

2017

 

Deferred tax assets

 

 

 

 

 

 

 

The balance comprises temporary differences attributable to:

 

 

 

 

 

 

 

Tax losses

 

 

55,904

 

 

74,660

 

Other temporary differences

 

 

669

 

 

3,566

 

Total deferred tax assets

 

 

56,573

 

 

78,226

 

 

 

 

 

 

 

 

 

Deferred tax liabilities

 

 

 

 

 

 

 

The balance comprises temporary differences attributable to:

 

 

 

 

 

 

 

Intangible assets

 

 

76,652

 

 

127,519

 

Total deferred tax liabilities

 

 

76,652

 

 

127,519

 

Net deferred tax liabilities

 

 

20,079

 

 

49,293

 

 

 

 

 

 

 

 

 

Deferred tax assets expected to be settled within 12 months

 

 

 

 

 

Deferred tax assets expected to be settled after 12 months

 

 

56,573

 

 

78,226

 

 

 

 

 

 

 

 

 

Deferred tax liabilities expected to be settled within 12 months

 

 

147

 

 

147

 

Deferred tax liabilities expected to be settled after 12 months

 

 

76,505

 

 

127,372

 

 

(ii) Movements

 

(in U.S. dollars, in thousands)

 

Tax losses(1) (DTA)

 

Other temporary differences(1) (DTA)

 

 

Intangible assets (DTL)

 

 

Total (DTL)

 

As of June 30, 2016

 

 

(57,650

)

 

(7,372

)

 

 

127,715

 

 

 

62,693

 

Charged/(credited) to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- profit or loss

 

 

(17,010

)

 

3,806

 

 

 

(196

)

 

 

(13,400

)

As of June 30, 2017

 

 

(74,660

)

 

(3,566

)

 

 

127,519

 

 

 

49,293

 

Reclassifications

 

 

1,473

 

 

 

 

 

 

 

 

1,473

 

Charged/(credited) to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

- profit or loss

 

 

17,283

 

 

2,897

 

 

 

(50,867

)

 

 

(30,687

)

As of June 30, 2018

 

 

(55,904

)

 

(669

)

 

 

76,652

 

 

 

20,079

 

 

 

(1)

Deferred tax assets are netted against deferred tax liabilities.