ARGENT BIOPHARMA LTD
ABN 30 116 800 269
ANNUAL REPORT
30 June 2024
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
2
Contents
Corporate Directory ................................................................................................................................................. 3
Directors’ Report ...................................................................................................................................................... 4
Auditor’s Independence Declaration .................................................................................................................... 21
Consolidated Statement of Profit or Loss and Other Comprehensive Income ...................................................... 2 2
Consolidated Statement of Financial Position ........................................................................................................ 23
Consolidated Statement of Changes in Equity ....................................................................................................... 24
Consolidated Statement of Cash Flows .................................................................................................................. 25
Contents of the Notes to the Financial Statements .............................................................................................. 26
Consolidated Entity Disclosure Statement ............................................................................................................ 60
Directors’ Declaration ............................................................................................................................................ 60
Independent Auditor’s Report to Members ..........................................................................................................62
Additional ASX Information .................................................................................................................................... 66
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
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Corporate Directory
Directors
Roby Zomer
Managing Director and CEO
Layton Mills
Non-Executive Director
Daniel Robinson
Non-Executive Director
Company Secretary
Rowan Harland
Registered Office and Principal Place of Business
Suite 1, 295 Rokeby Road
Subiaco WA 6008
Tel: +61 8 6555 2950
Solicitors
Steinepreis Paganin
Level 4, The Read Buildings
16 Milligan Street
Perth WA 6000
Auditors
Hall Chadwick
Level 40, 2 Park Street
Sydney NSW 2000
Securities Exchange Listing
Argent BioPharma Ltd securities are listed on the Australian Securities Exchange (ASX), London Stock Exchange (LSE)
and the OTC Markets, QB Tier.
ASX Code: RGT
LSE Code: RGT
OTCQB Code: RGTLF
Share Registry
Computershare Investor Services Pty Limited
Level 17
221 St Georges Terrace
Perth WA 6000
Website
www.argentbiopharma.com
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
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Directors’ Report
The Directors present their report on Argent BioPharma Ltd (“the Company” or “the Parent”) and its controlled
entities (collectively, “RGT”, “the Group” or “Argent BioPharma”) for the financial year ended 30 June 2024.
Directors
The names of Directors in office at any time during or since the end of the year are:
1. Mr Parker ceased being a director on 30 November 2023
2. Mr Walker ceased being a director on 30 November 2023
Principal Activities
Argent BioPharma Limited (the Company) (LSE: RGT; ASX: RGT, OTCQB: RGTLF) is an innovative multidisciplinary
drug development Company within the biopharmaceutical sector. The Company focuses on multidisciplinary
methods with Nanotechnology, developing multi-target therapies for comprehensive disease management,
especially concerning the Central nervous system (“CNS”) and Immunology treatments.
Operating Results
The consolidated loss of the Group amounted to $17,548,433 (2023: $21,133,535).
Dividends Paid or Recommended
No dividends have been paid or declared for payment during, or since, the end of the financial year.
Director Title Appointment Date
Stephen Parker
1
Non-Executive Chairman 13 March 2019
Roby Zomer Managing Director & CEO 15 February 2016
Ross Walker
2
Non-Executive Director 15 February 2016
Layton Mills Non-Executive Director 1 June 2023
Daniel Robinson Non- Executive Director 1 December 2023
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
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Review of Operations
Highlights - Letter from the CEO
1
I am pleased to share an update on Argent BioPharma's recent progress and future direction. Our unwavering
mission is to transform patient outcomes through pioneering therapies for conditions where treatment options
are limited or non existent. We are committed to advancing healthcare by focusing on two pivotal areas: the central
nervous system (CNS) and the immune system, both critical fields for medical innovation.
Over the past few months, we have achieved significant milestones. Our recent restructuring has enabled us to
sharpen our strategic focus on key markets in the UK, Europe, and the US. A successful capital raise at AU$1.2 per
share (US$0.8) and the appointment of leading brokers in the UK have positioned us for growth. We are preparing
to delist from the Australian Stock Exchange, a decision that will streamline our operations and allow us to
concentrate on the London Stock Exchange and the OTCQB markets. In the future, we may explore dual listing
opportunities in the US, such as the NASDAQ or NYSE, to further enhance our visibility and access to capital.
Our in-house research and manufacturing facilities in Malta and Slovenia develop drugs from concept to
production, meeting high EU-GMP standards. This allows us to support clinical trials, early sales, and commercial
production. Our R&D center in Slovenia operates continuously to expand our drug pipeline, while the Malta facility,
supported by government grants, has potential for contract manufacturing and revenue generation.
Flagship Products:
• CannEpil® (early sales): Treats Refractory Epilepsy, with regulatory discussions underway for broader
market access.
• Cimetra® (early sales): Targets Acute Respiratory Distress Syndrome, with significant US sales and a
distribution agreement.
• CogniCann® (clinical stage): Shows promise in improving behavior and reducing agitation in dementia
patients.
• IrniCann® (pre-clinical): Aims to treat Glioblastoma Multiforme, a highly aggressive brain cancer.
• RGAI03MW01 (pre-clinical): Focuses on chronic wound treatment using advanced nano-formulations.
Early Access Programs (EAPs) enable faster market entry, early revenue, and valuable real-world data, supporting
regulatory submissions and enhancing patient outcomes. By leveraging RWD, we ensure continuous improvement
of our therapies.
Argent BioPharma is well-positioned to impact global healthcare through innovative research, a robust drug
pipeline, and strategic market positioning. Our commitment to excellence and growth aligns with our mission to
improve lives and deliver value to our stakeholders.
Below, we outline our achievements and future plans to continue delivering value to our shareholders and
advancing our mission.
Company Overview
Argent BioPharma is a specialized biopharmaceutical company focused on developing and marketing innovative
drugs that are pioneering in the field and represent the new generation of advance pharmaceutical treatments.
Our operations include independent EU-GMP manufacturing plants and a development centre staffed by an
experienced team. With continuous research and development efforts, we aim to bring new and innovative
therapies to market, enhancing the quality of life for patients and addressing significant gaps in medical care. Our
core research focuses on the CNS and Immune System.
The company is currently listed on the London Stock Exchange, the Australian Stock Exchange, and the OTCQB. Our
main operations and management are in the UK and EU, and a new investor base is coming from the USA. We have
been formally approved by the ASX to delist, which is anticipated in the coming months. After that, we will maintain
1
Refer to ASX Announcement dated 27 August 2024
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
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our LSE and OTCQB listings. In the future, we may explore dual listing on a national exchange in the USA, such as
the NASDAQ or NYSE.
Argent BioPharma has two experimental drugs with early sales in the UK, Ireland, and the USA under special access
schemes, which, aside from the revenues, we can generate real-life data on our treatments, helping us to improve
and render more accurate our medicines as we proceed with regulatory pathways to marketing authorizations as
license drugs in Europe and the USA in the coming years.
Our experienced management, medical advisory teams, and multidisciplinary professionals can develop drugs in-
house from the idea and research stage to final production. We have a fully automated commercial EU-GMP
pharmaceutical manufacturing site in Malta and an EU-GMP research facility in Slovenia, equipped to develop new
drugs and produce them for early sales. This hub employs researchers, a quality team, and a medical team, ensuring
high standards in research and production.
In-House Research, Development, and Manufacturing
Argent is a vertically integrated Pharmaceutical Company with an infrastructure capable to facilitating all stages of
drug development, without outsourcing or external services. All our existing drugs are now using our internal IP,
and we will move forward to establish Argent's proprietary IP in all aspects of our drug development. Our
manufacturing and R&D facilities have been operating for five years, staffed by 40 highly experienced
pharmaceutical and medical professionals who work around the clock, with the capability to take drugs from
concept to receiving marketing approvals in the US FDA and EMA markets
2
, operating in accordance with high
standards, including EU GMP facilities, capable of supporting clinical trials, commercial production, and R&D with
top-tier facilities, ensuring compliance with the highest regulatory standards. Due to our capabilities and
reputation, we regularly receive approaches for drug production and collaboration in distribution, with the starting
of negotiations for new drugs.
R&D Centre in Slovenia
We have an advanced R&D centre, with an experienced team committed to developing a pipeline of innovative
new drug candidates for potential development. It serves as a powerful financial anchor for the company to expand
its portfolio in the long term, bringing value to shareholders and addressing diseases currently lacking optimal
solutions. This EU-GMP centre has the capability to develop and produce products for Early Patient Access in
targeted markets.
Malta Factory
Our fully automated liquid dose form EU GMP facility was built less than three years ago and is strongly supported
by the Maltese government through multi-million dollar grants
3
. Based on the company's current drug portfolio
and potential contract manufacturing services, it has the potential to produce a future revenue stream. The
company is working on providing intermediate contract manufacturing services to other pharma companies till our
internal needs fulfill the capacity.
Argent’s Flagship Drug Products:
• CannEpil® (in early sales) for the treatment of Refractory Epilepsy, in which approximately 30% of epilepsy
patients do not respond to medication, and we aim to address this critical area. Currently, it is not running
in clinical trials. At the same time, we started communication with the FDA under Pre-IND (submission No.
IND170471) to define the path forward to Marketing Authorisation, with sales started in the UK under
patient-name-based prescription and in the Irish market under a special access scheme fully reimbursed
by the national health insurance as an unlicensed drug
4
.
• Cimetra® (in early sales) is an innovative treatment for unmet medical needs related to Acute respiratory
distress syndrome (ARDS) and Acute lung injury. It is currently running under phase IIb studies as part of
2
Refer to ASX Announcement dated 15 September 2021
3
Refer to ASX Announcement dated 3 November 2021
4
Refer to ASX Announcement dated 15 June 2021
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
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the clinical program to target the prevention of Cytokine Strome, which is the key cause of lung failure. A
US distributor has signed distribution agreements, and sales have reached over a million dollars in the US
through the special access scheme of OTC unlicensed drugs
5
. CimetrA holds an NDC number as part of the
early patient access scheme (NDC No: 83278-001).
• CogniCann® (in the clinical stage) has demonstrated improved behavior and reduced agitation in
dementia patients during phase II a studies
6
. Cognicann is currently not in clinical trials, but the company
is assessing its commercial and regulatory pathways under special access schemes.
• RGAI02GB01 - IrniCann® (in the pre-clinical stage) is an innovative pre-clinical stage drug targeting
Glioblastoma Multiforme (GBM), one of the deadliest forms of brain cancer, has the potential to provide
a much needed alternative therapy for this debilitating disease.
• RGAI03MW01 - (in the pre-clinical stage) combined biological and chemical nano-formulations for Chronic
wounds which present complex challenges, including severe symptoms and management of topical
infections complicated by antibiotic resistance, impenetrable biofilms, and local tissue health
deterioration.
Benefits of Early Access Programs (EAPs) for Argent BioPharma
EAPs for our experimental medicinal products (IMPs) enable faster market entry and early revenue streams.
Moreover, it is supporting ongoing research and business operations. These programs provide valuable real-world
data on therapy safety and efficacy, enhancing regulatory submissions and treatment protocols. Additionally, EAPs
build trust with patients and healthcare providers, strengthen regulatory relationships, and offer a competitive
advantage by addressing unmet medical needs. They foster brand recognition and loyalty, contribute to financial
stability, and demonstrate the company’s commitment to social responsibility.
Leveraging EAPs ensures Argent BioPharma's therapies reach patients sooner, improving outcomes and solidifying
the company’s industry position.
Leveraging Real-World Data
One of the key outcomes of the EAPs for CannEpil®, CimetrA®, and future for CogniCann® is the collection of Real-
World Data (RWD). Integrating RWD into Argent BioPharma’s operations provides numerous advantages, from
enhancing regulatory submissions to optimizing clinical practices and expanding market opportunities. By
leveraging RWD, Argent BioPharma ensures the continuous improvement of its therapies, leading to better patient
outcomes and sustained growth in the biopharmaceutical industry.
Summary
Argent BioPharma evolved into a promising path with its innovative approach and comprehensive capabilities. Our
commitment to state-of-the-art R&D facilities and controlling every stage of the drug life cycle, from research to
production, ensures we deliver real value to investors. Focusing on unmet medical needs, we are developing
transformative medicines like CannEpil® and Cimetra® to address critical health challenges. Our experienced and
new management team drives our strategic initiatives, aiming for revenue growth, a robust drug pipeline,
successful product launches, and operational efficiency.
Our strategic listing approach, supported by Shore Capital (UK), aims to align our market valuation with our actual
asset value.
I firmly believe that Argent BioPharma is well-positioned to make a lasting impact on global healthcare, ensuring
sustained growth and a bright future for our company and stakeholders.
5
Refer to ASX Announcement dated 7 July 2023
6
Refer to ASX Announcement dated 6 June 2022
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Annual Report for the year ended 30 June 2024
Directors’ Report
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Highlights and Key Announcements
Positive Pre-clinical Trial Results for CimetrA®
On August 14, 2023, Argent BioPharma announced positive results from the pre-clinical Chronic Toxicology
Evaluation of CimetrA®, following a 14-day oral dosing study.
The study was conducted on 32 domestic swine, which were divided into three dosage groups of CimetrA® and a
placebo group, receiving treatments over a 14-day period. During the study, clinical parameters were monitored,
and blood (including hematology, coagulation, and chemistry) and urine samples were collected for analysis. These
samples were then subjected to histopathological evaluation.
The results demonstrated that CimetrA® is safe based on a comprehensive chronic safety and toxicology analysis
in large animals. The histopathological examination of all tissues from all animals showed no abnormalities or
adverse effects. It was concluded that the administered doses did not cause any toxicological changes. Additionally,
there were no reported changes in blood and urine samples.
The study, conducted under animal ethics committee approval at the GLP-certified Lab Science in Action in Ness
Ziona, Israel, represents a significant step forward in preparing the Investigational New Drug (IND) submission to
the U.S. Food and Drug Administration (FDA).
Research and development / clinical trials
In addition to progress across our core programs in CNS and autoimmune diseases, Argent BioPharma has
announced a strategic collaboration with SINTEF, one of Europe’s largest independent research organizations. This
collaboration aims to address the critical and unmet clinical challenge of chronic wound management through
innovative nano-formulations.
We believe that this collaboration with SINTEF will lead to significant advancements in the treatment of chronic
wounds, ultimately improving the quality of life for patients dealing with this challenging condition. The Company
is excited to keep shareholders informed as the project progresses.
Corporate and Commercial News
Following approval from shareholders at a general meeting held on 18 March 2024, the Company officially changed
its name to Argent BioPharma Ltd on 3 April 2024 (effective date of change on the LSE was 10 April 2024).
Additionally, the Company’s ASX and LSE TIDM migrated to RGT. The Company also completed a corporate
restructuring, involving a 1,000:1 capital consolidation.
During the period, the Company executed a Deed of Variation with Mercer Street Global Opportunity Fund, LLC
(Mercer) in respect of the convertible securities agreement entered into between the Company and Mercer in
2020. This included the refinancing of 500,000 convertible notes from the 2020 convertible note facility, which
totalled $2,100,000. A commercial agreement was reached by which the minimum conversion price of the Notes
was reduced from not less than $10.00 to not less than $0.35.
The Company still intends to negotiate additional agreements with Mercer to amend the terms of the remaining
2020 convertible note facility and the 2022 convertible note facility.
During the period, Argent BioPharma’s ordinary shares were approved to trade on the OTCQB Venture Market
(OTCQB) in the United States, commencing trading at market open on 2 May 2024, now trading under the ticker
RTGLF. The OTCQB is a leading market for U.S. and international companies in the entrepreneurial and
development stage. As a verified market with efficient access to U.S. investors, OTCQB helps companies build
shareholder value with a goal of enhancing liquidity and achieving a fair valuation.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
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Appointment to the advisory board
Dr Shlomo Sadoun joined Argent BioPharma’s advisory board in April 2024. Dr Sadoun has over 18 years of
experience in the pharmaceutical sector. Dr. Sadoun co-founded and leads SK-Pharma Group, a global
pharmaceutical company operating in 18 countries which specialises in producing and marketing generic, specialty
pharma, hybrid generics, and biosimilar pharmaceutical products. Additionally, Dr Sadoun serves as the CEO of
Arphio, an orphan drug company utilising proprietary technology to promote, market, and sell orphan drugs
worldwide.
Funding and Cash Flow Reporting
During the period, the Company raised US$8.4 million via two placements, through the subscription of 32,480,000
new ordinary shares at significant premiums relative to the share price at the time. The Company also agreed to
issue one free attaching option for every two shares subscribed for under the Placement.
Personnel changes
During the period, the Company appointed Igor Bluvstein as the Company’s Chief Financial Officer on 7 May 2024.
Mr Bluvstein has over sixteen years of experience working in financial leadership positions in the digital health, e-
commerce, biotechnology, petrochemical, and medical cannabis industries.
On 1 December 2023, Dr Stephen Parker and Dr Ross Walker resigned as Directors of the Company. Mr Daniel
Robinson, with over 20 years' experience in a broad range of corporate roles across stockbroking, corporate
advisory,
investor relations and governance, was appointed as a Non-Executive Director in their place.
Subsequent Events
Subsequent to the period, the Company advised shareholders that the Australian Securities Exchange (ASX) had
provided its formal approval for the Company to delist from the official list of the ASX. A lack of liquidity, difficulties
fundraising and listing costs all contributed to the decision; the Company also believes it is better suited to
maintaining its current LSE listing. The Company will provide updates to shareholders on the delisting in due course.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
10
Information on Directors and Secretaries
Names, qualifications and experience of current directors and company secretaries:
Roby Zomer – Managing Director and CEO
Mr Zomer is an accomplished executive with extensive experience in the biopharmaceutical and biotech industries.
As the CEO of the company, Roby has demonstrated strong leadership in driving strategic growth, managing
financial operations, and ensuring compliance with industry-specific standards. He also served as the Chairman of
the Board for Graft Polymer, overseeing the implementation of advanced polymer solutions in the Biotech,
Automotive and Recycling sectors. Roby’s entrepreneurial background includes founding and leading Green City
Urban Recycling, a pioneering Israeli company focused on biofuel production. His innovative work in this field
contributed to national energy independence initiatives and led to the company's acquisition by Rafael Advanced
Defence Systems. With a solid industrial engineering and management foundation, Roby Zomer brings a unique
blend of technical and strategic skills to his professional endeavours.
Interest in RGT securities held as at date of this report
Chitta Lu Limited (an entity controlled by Mr Zomer)
1 Fully Paid Ordinary Shares
HSBC Custody Nominees (Australia) Limited (shares held via custodial account)
1,292,320 Fully Paid Ordinary Shares
Directorships held in other ASX listed entities in the past three years
Nil.
Layton Mills, Adv Dip Bus Mgt & Marktg– Non-Executive Director
Mr. Mills is an experienced life-sciences executive, having worked in the biotechnology and life sciences industries
for over 15 years, developing significant experience across human and animal health in pharmaceutical and
consumer healthcare.
Mr. Mills is the founder of CannPal Animal Therapeutics Pty Ltd, an Animal Health Company developing
cannabinoid-based veterinary medicines for FDA-CVM registration, which he led through an Initial Public Offering
on the Australian Stock Exchange, followed by an acquisition by AusCann Group Holdings in 2021 where he served
as CEO. Mr Mills is also the founder and Managing Director of Subgenix Lifesciences, an early-stage biotechnology
Company using conventional drug development strategies to unlock the broader therapeutic potential of
psychedelic compounds for rare and underserved health needs.
He has extensive international business experience having been involved in corporate business activities across
Europe, Asia and North America, including government-led trade incentives with the Canberra Business Chamber.
Interest in RGT securities held as at date of this report
120,000 unlisted options
Directorships held in other ASX listed entities in the past three years
Nil.
Daniel Robinson, BCom. (Prop.), MAICD– Non-Executive Director
Mr Daniel Robinson has been appointed as a Non-Executive Director of the Company effective immediately. Mr
Robinson has over 20 years’ experience in a broad range of corporate roles across stockbroking, corporate advisory,
investor relations and governance. He is an experienced Company Secretary and Director of both private and listed
companies. Additionally, Mr Robinson is a Member of the Australian Institute of Company Directors.
Interest in RGT securities held as at date of this report
120,000 unlisted options.
Directorships held in other ASX listed entities in the past three years
Nil.
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Annual Report for the year ended 30 June 2024
Directors’ Report
11
Dr Stephen Parker, D.Phil, MBA – Non Executive Chairman
Dr Stephen Parker is a seasoned executive with over 31 years’ experience in the pharmaceuticals and
biotechnology sectors, as a senior executive in the sector, a strategic consultant, a venture capitalist and a senior
corporate financier with Baring’s, Warburg’s and Apax Partners. Dr Parker is currently Chairman of Sareum
Holdings plc and Midatech Pharmaceuticals plc and a non-Executive Director of Eternans Limited. Stephen has a
D.Phil. from Oxford University and an MBA from City University Business School.
Dr Ross Walker, MBBS (Hons), FRACP, FCSANZ - Non-Executive Director and Chairman of Strategic Advisory Board
Dr Ross Walker is an eminent practicing cardiologist with over 36 years’ experience as a clinician. For the past 21
years, he has been focusing on preventative cardiology and is one of Australia’s leading preventative health
experts.
Dr Walker is considered one of the world’s best keynote speakers and life coaches, he is the author of seven best-
selling books and a health presenter in the Australian Media
Rowan Harland – Company Secretary
Mr Harland is a corporate advisory executive at SmallCap Corporate, a Perth based corporate advisory firm. Mr
Harland is responsible for a range of services including Company Secretarial services for listed and unlisted entities.
Mr Harland holds a Master of Finance degree as well as a Bachelor of Commerce from Curtin University.
Gender and Diversity Targets
The Company has adopted a Diversity Policy which provides a framework for the Company to establish, achieve
and measure diversity objectives, including in respect of gender diversity. The Diversity Policy is available, as part
of the Corporate Governance Plan, on the Company’s website. The Diversity Policy allows the board to set
measurable gender diversity objectives and the Company’s progress in achieving them. The board did not set
measurable gender diversity objectives for the past financial year, due to the limited nature of the Company’s
existing and proposed activities and the board’s view that the existing Directors and senior executives have
sufficient skill and experience to carry out the Company’s plans.
As required by UK Listing Rule 14.3.33, further details on board composition as at 30 June 2024 are set out below:
i) Gender Identity or Sex
Number
of board
members
Number of senior
positions on the
board (CEO, CFO, SID
and Chair)
Percentage
of the board
Number in
executive
management
Percentage
of executive
management
Men
2 1
(*)
100% 4
(*)
60%
Women
- 0 0% 2 40%
(*) Roby Zomer serves as both the Chief Executive Officer (CEO) and Managing Director (MD) and is an integral member
of the Board and the Executive team.
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Annual Report for the year ended 30 June 2024
Directors’ Report
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ii) Ethnic Background
Number
of board
members
Number of senior
positions on the
board (CEO, CFO, SID
and Chair)
Percentage
of the board
Number in
executive
management
Percentage
of executive
management
White British or other
White (including
minority-white groups)
2 - 66.67% 1 20%
Mixed/Multiple Ethnic
Groups
- - - - -
Asian/African British - - - - -
Black/African/Caribbean
/Black British
- - - - -
Other ethnic groups - 1
(*)
33.33% 5
(*)
80%
(*) Roby Zomer serves as both the Chief Executive Officer (CEO) and Managing Director (MD) and is an integral member
of the Board and the Executive team.
Business Risks
Sufficiency of funding
The Group’s business strategy will require substantial expenditure and there can be no guarantees that the
Company’s existing cash reserves and funds generated over time by the Company’s business will be sufficient to
successfully achieve all the objectives of the Company’s business strategy. Further funding of projects may be
required by the Company to support the ongoing activities and operations of the Group, including the need to
conduct further research and development, enhance its operating infrastructure and to acquire complementary
businesses and technologies.
Accordingly, the Company may need to engage in equity or debt financing to secure additional funds. If the
Company is unable to use debt or equity to fund expansion after utilising existing working capital, there can be no
assurance that the Company will have sufficient capital resources for that purpose, or other purposes, or that it
will be able to obtain additional resources on terms acceptable to the Company or at all.
Any additional equity financing may be dilutive to the Company’s existing Shareholders and any debt financing, if
available, may involve restrictive covenants, which limit the Company’s operations and business strategy. If the
Company is unable to raise capital if and when needed, this could delay or suspend the Company’s business
strategy and could have a material adverse effect on the Company’s activities.
Default Risk – Debt and Convertible Securities Agreement
As announced on 10 September 2020, the Company entered into a convertible securities agreement with Mercer,
a United States based investment group (2020 Convertible Securities Agreement). Pursuant to the 2020
Convertible Securities Agreement, the Company was provided with funding of up to $15,000,000 (Mercer Facility).
Under the 2020 Convertible Securities Agreement, a total of 6,325,000 convertible notes were issued in two
tranches (representing drawdowns of A$5,750,000) (Convertible Notes). The Company has obligations to either
repay outstanding amounts owed by the Company, or issue Shares upon receipt of a conversion notice. As at the
date of this Report, a total of 4,225,000 Convertible Notes have been converted into Shares and the balance of
2,100,000 Convertible Notes remain on issue. As announced on 2 February 2023, the Company and Mercer agreed
to extend the maturity date of the 2,100,000 convertible notes on issue from 24 November 2022 to 1 February
2024.
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Annual Report for the year ended 30 June 2024
Directors’ Report
13
As announced on 29 July 2022, the Company entered into an agreement with Mercer (2022 Convertible Securities
Agreement), whereby Mercer conditionally agreed to provide the Company with up to a total of US$10 million in
funding. During the period from 4 August 2022 to 1 November 2022, the Company drew down an aggregate of
US$3,100,000 in exchange for the issue of 3,410,000 Convertible Notes. During the period from 28 December 2022
to 6 February 2023, the Company drew down an additional US$1,133,120 in exchange for the issue of 1,246,432
Convertible Notes. On 9 March 2023 (prior to the general meeting of Shareholders), the Company drew down an
additional US$500,000 in exchange for the issue of 550,000 Convertible Notes.
During the period (March 2024), the Company executed a Deed of Variation with Mercer Street Global Opportunity
Fund, LLC (Mercer) in respect of the convertible securities agreement entered into between the Company and
Mercer in 2020. This included the refinancing of 500,000 convertible notes from the 2020 convertible note facility,
which totalled $2,100,000. A commercial agreement was reached by which the minimum conversion price of
500,000 Notes from the 2020 Facility was reduced from not less than $10.00 to not less than $0.35.
At the date of this report, the Company has issued 1,600,000 Convertible Notes under the 2020 Convertible
Securities Agreement and 5,206,432 Convertible Notes under the 2022 Convertible Securities Agreement.
As of the date of this report, a total of $8,679,515 in principal and accrued interest remain outstanding on the
notes, which as of the date of this Report, are past due. The Company is negotiating with Mercer an extension of
the maturity date; however there can be no assurance that the Company will be successful in obtaining such
extensions. The Company expects to be able to redeem the Convertible Notes or make interest payments in respect
of the amounts advanced under the Convertible Notes using the proceeds from future debt or equity raisings, cash
flows from operations or proceeds from the sale of assets. However, there is a risk that the Company may be
unable to procure or raise sufficient cash resources from its operations, future debt or equity raisings. Should the
Company default on its obligations under the Convertible Securities Agreement, an event of default will occur. In
these circumstances, if the Company is unable to raise sufficient funds or otherwise cure the default, Mercer will
be able to seek immediate repayment of the debts due or enforce the security granted under the associated
security document and sell some or all of the Company’s assets.
The Group does not have its own distribution operations and is reliant on contractual arrangements with third
parties
The Group does not have its own distribution capability and at present, relies on partnerships with pharmaceutical
distributors and logistics providers in key territories to facilitate the import and distribution of its products.
For example, the Company has a distribution agreement with PCCA, for the distribution of CannEpil®, Cimetra®
and potentially CogniCann® in the UK. In each jurisdiction, the Group’s products are imported by appointed
distributors who hold the required controlled substance licences and distribution capability. The ability of the
Group to distribute its products may be severely and adversely affected, delayed or unable to continue at all. Delays
in the distribution of the Group’s products may arise due to operational issues or delays affecting or arising from
the distribution partners, which are outside the control of the Group such as any of them losing or failing to
maintain requisite licences and approvals.
The Group’s intellectual property protection may be limited
The Company is actively trademarking both its brands and ingredients of the Group’s product suites and has filed
for trademarks in both the EU and Australia, for CannEpil®, Cimetra®, CogniCann™. The Group has two patent
protections of its products, CimetrA and CannEpil IL. Nevertheless, the patents may be infringed by other
companies around the world without the Company’s knowledge.
Foreign exchange risks
The Company and its Australian operating subsidiary, Argent BioPharma Research (Aus) Pty Ltd, are incorporated
and registered in Australia, the other members of the Group operate in numerous jurisdictions, including the
United Kingdom, Slovenia and Malta. Consequently, the Group may
generate revenue and incurs costs and
expenses in more than one currency, predominately the Euro. Accordingly, the depreciation and/or the
appreciation of the Euro, for example, relative to the Australian Dollar would result in a foreign currency loss/gain.
Any depreciation of the Euro, relative to the Australian Dollar may result in lower than anticipated revenue, profit
and earnings of the Company.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
14
Remuneration Report (Audited)
This report details the nature and amount of remuneration for each key management person of Argent BioPharma
Ltd, and for the executives receiving the highest remuneration.
Remuneration Policy
The remuneration policy of Argent BioPharma Ltd has been designed to align key management personnel
objectives with shareholder and business objectives by providing a fixed remuneration component and offering
specific long-term incentives based on key performance areas affecting the consolidated group’s financial results.
The Board of Argent BioPharma Ltd believes the remuneration policy to be appropriate and effective in its ability
to attract and retain the best key management personnel to run and manage the Group, as well as create goal
congruence between directors, executives and shareholders.
The Board’s policy for determining the nature and amount of remuneration for key management personnel of the
Group is as follows:
• The remuneration policy, setting the terms and conditions for the key management personnel, was
developed and approved by the Board.
• All key management personnel receive a base salary (which is based on factors such as length of service
and experience), superannuation, fringe benefits, options and performance incentives.
• The Board reviews key management personnel packages annually by reference to the consolidated
group’s performance, executive performance and comparable information from industry sectors.
The performance of key management personnel is measured against criteria agreed annually with each executive
and is based predominantly on the forecast growth of the Group’s profits and shareholders’ value. All bonuses and
incentives must be linked to predetermined performance criteria. The Board may, however, exercise its discretion
in relation to approving incentives, bonuses and options. Any changes must be justified by reference to measurable
performance criteria. The policy is designed to attract the highest calibre of executives and reward them for
performance that results in long-term growth in shareholder wealth.
Key management personnel are also entitled to participate in the employee securities incentive plan.
All remuneration paid to key management personnel is valued at the cost to the Company and expensed. Shares
given to key management personnel are valued as the difference between the market price of those shares and
the amount paid by key management personnel. Options are valued using the Black-Scholes methodology.
The Board policy is to remunerate Non-Executive Directors at market rates for time, commitment, and
responsibilities. The Board determines payments to the Non-Executive Directors and reviews their remuneration
annually, based on market practice, duties, and accountability. Independent external advice is sought when
required. The maximum aggregate amount of fees that can be paid to Non-Executive Directors is subject to
approval by shareholders at the Annual General Meeting. Fees for Non-Executive Directors are not linked to the
performance of the consolidated group. However, to align directors’ interests with shareholder interests, the
Directors are encouraged to hold shares in the Company and are able to participate in the employee securities
incentive plan.
Performance-based Remuneration
The Board deemed it appropriate to ensure both management and the Directors had incentive performance rights
issued. These performance rights are considered a combination of service-based criteria and milestones linked to
share price growth. The Board considers this appropriate, as it aligns with creating shareholder value and also
assists retaining key people which are paid at or below market rates to reduce cash outlay.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
15
Company Performance, Shareholder Wealth and Director and Executive Remuneration
Overview of Company Performance
The table below sets out information about Argent BioPharma Group earnings and movements in shareholder
wealth for the past five years up to and including the current financial year.
30 June
2024
30 June 2023 30 June 2022 30 June 2021
30 June 2020
Net loss after tax ($)
attributable to members of
the parent entity
(17,530,600) (20,823,583) (20,347,439) (15,871,978) (19,370,226)
Share price at year end ($) 0.34
1
0.005 0.02 0.037 0.02
Basic loss per share (cents) (47.36) (0.71) (0.79) (0.83) (1.40)
Dividends paid - - - - -
1
Post 1000:1 share consolidation
Key Management Personnel Remuneration Policy
The Board's policy for determining the nature and amount of remuneration of key management for the Group is
as follows:
The remuneration structure for key management personnel is based on a number of factors, including length of
service, particular experience of the individual concerned, and overall performance of the Company. The contracts
for service between the Company and key management personnel are on a continuing basis, the terms of which
are not expected to change in the immediate future. Upon retirement key management personnel are paid
employee benefit entitlements accrued to date of retirement.
All Directors had contracts in place with the Company during the financial year as detailed below.
Material terms of agreements in place during the financial year:
Roby Zomer, CEO & Managing Director
o The Non-Executive Director agreement for Argent BioPharma (UK) Ltd began on 30 June 2016. As of
June 2024, Roby is no longer receiving director fees for this role.
Previously, the monthly fee was £910.
o An addendum to the director agreement for Argent BioPharma d.o.o., the Group's Slovenian
subsidiary, commenced on January 2023.
o The director is compensated with a monthly fee of €1,253.90
o Argent BioPharma Ltd has entered into a 12-month rolling Executive Services Agreement, which
requires a 90-day notice period and includes no termination fee. A fee of $3,500 USD per month is
paid to A.R.A Consulting, a private entity registered in Israel and owned by Mr. Zomer
o Additionally, Chitta Lu Limited, an entity controlled by Mr. Zomer, receives a monthly fee of $16,500
USD.
Previously, the monthly fee was £11,000 (GBP) per month.
Layton Mills, Non-Executive Director
Director Agreement dated 1 June 2023, no termination date or payment on termination;
o Non-Executive Director fees of $4,000 per month
Daniel Robinson, Non-Executive Director
Director Agreement dated 1 December 2023, no termination date or payment on termination;
o Non-Executive Director fees of $4,000 per month
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
16
Dr Stephen Parker, Non-Executive Chairman
o The Non-Executive Director received a monthly fee of £2,200.
o Dr Stephen Parker ceased being a director on 30 November 2023
Details of Remuneration
Key Management Personnel Remuneration
Short-term Benefits
Post-
e
mployment
benefits
Directors
Cash and
salary
Perfor-
mance
Bonus
Other
ii
Super-
annuat
ion
Termin
ation
benefit
s
Equit
y
Share
based
Payment
s
i
Total
Perform-
ance
related
%
2024
Roby Zomer 387,081 29,983 - - - - - 417,064 7%
Ross Walker 32,000 - - - - - - 32,000 -
Stephen Parker 16,454 - - - - - - 16,454 -
Daniel Robinson 28,000 - - - - - 13,917 41,917 -
Layton Mills 48,000 - - - - - 13,917 61,917 -
Total 511,535 29,983 - - - - 27,834 569,352
2023
Brett Mitchell 337,928 - - - - - - 337,928 -
Roby Zomer 354,018 - - - - - - 354,018 -
Nativ Segev 116,732 - - - - - - 116,732 -
Ross Walker 44,000 - - - - - - 44,000 -
Stephen Parker 30,591 - - - - - - 30,591 -
Evan Hayes 35,200 - - - - - - 35,200 -
Layton Mills - - - - - - - -
Total 918,469 - - - - - - 918,469 -
All Directors have contracts with the Company.
Option Holdings of Key Management Personnel
Directors Opening Balance
Granted
as
Compens
ation
Options Exercised
Net Other
Changes
Closing Balance
(vested and
exercisable)
2024
Roby Zomer - - -
-
-
Daniel Robinson - 120,000 -
-
120,000
Layton Mills - 120,000 -
-
120,000
Ross Walker - - -
-
-
Stephen Parker - - -
-
-
Total - 240,000 - - 240,000
Dr Ross Walker, Non-Executive Director
o Non-Executive Director fees of $4,000 per month
o Mr Walker ceased being a Director on 30 November 2023
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
17
2023
Brett Mitchell
i
4,500,000 - - -
i
4,500,000
Roby Zomer - - -
-
-
Nativ Segev - - -
-
-
Ross Walker - - -
-
-
Stephen Parker - - -
-
-
Total 4,500,000 - - - 4,500,000
i. 4,500,000 options are held by YCAGAGF Investments Pty Ltd a company of which Mr Mitchell is a director and 33% shareholder.
Performance Rights held by Key Management Personnel
Details of performance rights held directly, indirectly or beneficially by KMP and their related parties are as follows:
Directors
Opening
Balance
Granted as
Compensation
Performance
Rights
Exercised
Net Other
Changes
Balance at
Date of
Retirement
Closing
Balance
Vested
Unexercised
2024
Roby Zomer 4,900,000 - - (4,895,100)
iv
- - 4,900 4,900
Stephen Parker - - - - - - -
Ross Walker
Daniel Robinson
vi
- - - - - - -
Layton Mills
v
- - - - - - -
Total 4,900,000 - - (4,895,100)
-
4,900
4,900
2023
Roby Zomer 22,400,000 - - (17,500,000)
iii
- 4,900,000 4,900,000
Stephen Parker 1,400,000 - - (1,400,000)
iii
- - -
Ross Walker 1,050,000 - - (1,050,000)
iii
- - -
Layton Mills - - - - - - -
Brett Mitchell
i
22,400,000 - - (17,500,000)
iii
4,900,000 - -
Nativ Segev 1,650,000 - - (1,050,000)
iii
600,000 - -
Evan Hayes
ii
2,000,000 - - - 2,000,000 - -
Total 50,900,000 - - (38,500,000)
7,500,000
4,900,000
4,900,000
i. Ceased being a Director on 1 June 2023.
ii. Ceased being a Director on 1 January 2023.
iii. Lapsed as vesting conditions not satisfied.
iv. Due to 1,000:1 consolidation
v. Appointed as a director 1 June 2023
vi. Appointed as a director 1 December 2023
Shareholdings of Key Management Personnel
Details of equity instruments (other than options and rights) held directly, indirectly or beneficially by KMP and
their parties are as follows:
Shareholdings
Directors
Opening Balanc
e
Granted as
Compensatio
n
Convertible
Securities
Exercised
Net Other
Changes
Balance at
Date of
Retirement
Closing
Balance (30
June 2024)
2024
Roby Zomer 33,819,673 (33,785,853)
v
33,821
Stephen Parker - - - - - -
Ross Walker - - - - - -
Layton Mills - - - - - -
Daniel Robinson
- - - - - -
Total 33,819,673 - - (33,785,853)
-
33,820
2023
Roby Zomer 33,819,673
-
-
- -
33,819,673
Stephen Parker 1,993,427
- - - -
1,993,427
Ross Walker 4,970,370
- - - -
4,970,370
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
18
Layton Mills
iv
-
- - - -
-
Brett Mitchell
i
30,960,558
-
-
-
(30,960,558) -
Nativ Segev
i
58,000,001
- - -
(58,000,001) -
Evan Hayes
ii
295,000
- - -
(295,000) -
Total 130,039,029 - - -
(89,255,559)
40,783,470
i. Ceased being a Director on 1 June 2023
ii. Ceased being a Director on 1 January 2023
iii. Acquired on market
iv. Joined as a director 1 June 2023
v. Due to 1,000:1 consolidation
Transactions with Director related entities
Directors and officers, or their personally-related entities, hold positions in other entities that result in them having
controls or significant influence over the financial or operating policies of those entities.
Details of non-remuneration related transactions including amounts receivable and payable at the end of the year
are as follows:
Transactions Balances
(owing to)/ owed by
Related Party
Relations
ip
Nature of transactions
Full Year
30-Jun-24
$
Full Year
30-Jun-23
$
Full Year
30-Jun-24
$
Full Year
30-Jun-23
$
CHIEFTAIN
SECURITIES (WA) PTY
LTD (CHIEFTAIN WA)
(i) Corporate services from Chieftain
- - - 22,000
(i) Mr Brett Mitchell holds a 25% shareholding in Chieftain Securities (WA) Pty Ltd. Ceased being a Director in RGT on 1 June 2023
End of Remuneration Report
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
19
Meetings of Directors
The Directors attendances at Board meetings held during the year were:
Board Meetings
Held Attended
Roby Zomer 6 5
Layton Mills 6 6
Daniel Robinson
i
6 3
Stephen Parker
ii
6 3
Ross Walker
ii
6 3
i. Appointed as a director 1 December 2023
ii. Ceased being a director 30 November 2023
In additional to attending board meetings a number of Board Resolutions were passed by Written Resolution.
Corporate Governance
In recognising the need for the highest standards of corporate behaviour and accountability, the Directors of
Argent BioPharma Ltd support and have adhered to the principles of sound corporate governance. The Board
recognises the recommendations of the ASX Corporate Governance Council, and considers that the Company is in
compliance with many of those guidelines which are of importance to the commercial operation of the Company.
During the financial year, shareholders continued to receive the benefit of an efficient and cost-effective corporate
governance policy for the Company. The Company’s Corporate Governance Policy is available for review on the
Company’s website https://argentbiopharma.com/ .
Options
At the date of this report the options on issue for Argent BioPharma Ltd are as follows:
Date of Expiry Exercise Price Number
1 Dec 2024 £20.00 9,000
30 Jun 2025 $13.00 50,000
14 Jul 2026 £1.20 540,668
31 July 2026 $3.00 181,422
10 Jan 2027 $1.00 740,000
28 Mar 2027 $0.42 240,000
3 Jul 2027 US$1.20 312,500
17 Jul 2027 US$1.20 1,250,000
7 Nov 2028 US$0.32 15,500,000
1 Dec 2028 $0.86 288,185
1 Mar 2029 $0.70 131,000
TOTAL 19,242,775
Rights
At the date of this report the performance rights on issue for Argent BioPharma Ltd are as follows:
Description Exercise Price Vested
Number
Dec 21 Employee Class D nil yes 500
Employee Performance Rights nil no 306,000
TOTAL 306,500
Convertible Notes
At the date of this report the convertible notes on issue for Argent BioPharma Ltd are as follows:
Issue Date
Minimum
Conversion Price
Face Value per
security
Maturity Date Number
20 Nov 2020 $10.00
1
A$1.00 1 Feb 2024 1,600,000
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Directors’ Report
20
Issue Date
Minimum
Conversion Price
Face Value per
security
Maturity Date Number
4 Aug 2022
$10.00
1
US$1.00 4 Feb 2024 1,320,000
26 Aug 2022
$10.00
1
US$1.00 26 Feb 2024 825,000
23 Sep 2022
$10.00
1
US$1.00 23 Mar 2024 605,000
1 Nov 2022
$10.00
1
US$1.00 1 May 2024
660,000
28 Dec 2022
$10.00
1
US$1.00 28 Jun 2024
586,432
3 Feb 2023
$10.00
1
US$1.00 3 Aug 2025
660,000
8 Mar 2023
$10.00
1
US$1.00 8 Sep 2025
550,000
Total 6,806,432
1. The 1,000:1 share consolidation in November 2023 adjusted the minimum conversion price from $0.01 to
$10.00.
Indemnifying Officers or Auditor
The Company has given an indemnity or entered into an agreement to indemnify, or paid or agreed to pay
insurance premiums as follows:
The Company has paid premiums to insure all of the Directors of the Company as named above, the company
secretary and all executive officers of the Company against any liability incurred as such by a director, secretary or
executive officer to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits
disclosure of the notice of the liability and the amount of the premium.
To the extent permitted by law, the Company has agreed to indemnify its auditors, Hall Chadwick, as part of the
terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified
amount). No payment has been made to indemnify Hall Chadwick during or since the financial year.
Proceedings on behalf of Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any
proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for
all or any part of those proceedings. The Company was not a party to any such proceedings during the year.
Non-audit Services
The group’s auditor, Hall Chadwick, provided tax compliance services as part of their non-audit services.
Directors are satisfied that the provision of non-audit services is compatible with the general standard of
independence for auditors imposed by the Corporations Act 2001. The nature and scope of each type of non-audit
service provided means that auditor independence was not compromised.
Auditor’s Independence Declaration
The lead auditor’s independence declaration for the year ended 30 June 2024 has been received and can be found
on the following page of the financial report.
This report is made in accordance with a resolution of the Directors. These financial statements were authorised
for issue in accordance with a resolution by the Directors of the Company on 30 September 2024.
Roby Zomer
Managing Director
Dated 30 September 2024
21
ARGENT
BIOPHARMA
LTD ABN 30 116
800 269
AND
CONTROLLED
ENTITIES
AUDITOR’S INDEPENDENCE
DECLARATION UNDER SECTION 307C OF
THE CORPORATIONS ACT 2001
TO THE DIRECTORS OF ARGENT BIOPHARMA LTD
In accordance with section 307C of the Corporations Act 2001, I am pleased to provide the
following declaration of independence to the directors of Argent Biopharma Ltd. As the lead audit
partner for the audit of the financial report of Argent Biopharma Ltd. for the year ended 30 June
2024, I declare that, to the best of my knowledge and belief, there have been no contraventions of:
(i)
the auditor independence requirements as set out in the Corporations Act
2001 in relation to the audit; and
(ii)
any applicable code of professional conduct in relation to the audit.
HALL CHADWICK (NSW)
Level 40, 2 Park Street
Sydney NSW 2000
ANTHONY TRAVERS
Partner
Dated: 30 September 2024
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
22
Consolidated Statement of Profit or Loss and Other Comprehensive Income
For
the year ended 30 June 2024
30-Jun-24 30-Jun-23
Note
$ $
Revenue from contracts with customers 4a) 891,083 3,387,567
Cost of sales 5a)
(687,386) (1,937,377)
Gross profit
203,697 1,450,190
Other operating income 4c)
727,963 555,544
Administrative expenses 5b)
(15,556,230) (13,343,392)
Research and Development expenses
(2,321,368) (2,990,226)
Other operating expenses 5c)
(1,095,767) (879,214)
Fair value movement on financial instruments 5g)
- (131,409)
Reversal of (Impairment expense) 5e)
1,341,465 (4,532,940)
Operating loss (16,700,240) (19,871,447)
Finance costs 5f)
(482,474) (262,257)
Finance income 4b)
1,929 240
Other expenses 5d)
(423,964) (1,216,651)
Other income
56,316 218,598
Loss before income tax
(17,548,433) (21,131,517)
Income tax expense 6)
- (2,018)
Loss for the year
(17,548,433) (21,133,535)
Attributable to:
Members of the parent entity
(17,530,600) (20,823,584)
Non-controlling interest
(17,833) (309,951)
(17,548,433) (21,133,535)
Other comprehensive income for the year
Items that may be reclassified subsequently to profit or loss
Exchange differences on the translation of foreign operations
(431,253) 1,264,822
Other comprehensive income (net of tax) for the year
(431,253) 1,264,822
Total comprehensive loss for the year
(17,979,686) (19,868,713)
Total comprehensive loss attributable to:
Members of the parent entity
(17,917,541) (19,897,587)
Non-controlling interest
(62,145) 28,874
(17,979,686) (19,868,713)
Earnings per share
Basic and diluted loss for the year attributable to ordinary
equity holders of the parent
18)
(47.36) (0.71)
The accompanying notes form part of these financial statements
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
23
Consolidated Statement of Financial Position
As at 30 June 2024
30-Jun-24 30-Jun-23
Note
$ $
CURRENT ASSETS
Cash and cash equivalents 7) 702,870 239,821
Inventory 8)
875,120 1,362,502
Trade and other receivables 9)
476,530 531,314
Prepayments
685,713 396,926
Total Current Assets
2,740,233 2,530,563
NON-CURRENT ASSETS
Plant and equipment 1
0
) 5,661,603 6,864,412
Investment in entities accounted for using equity method 12)
1,326,871 -
Right-of-use assets 14)
1,058,673 588,677
Total Non-Current Assets
8,047,147 7,453,089
TOTAL ASSETS 10,787,380 9,983,652
CURRENT LIABILITIES
Trade and other payables 13a)
2,719,163 3,303,826
Deferred revenue 13b)
553,606 658,133
Financial liabilities at fair value through profit or loss 15)
8,679,515 9,179,515
Lease liabilities 14)
223,813 190,570
Total Current Liabilities
12,176,097 13,332,044
NON-CURRENT LIABILITIES
Provisions
16,753 21,009
Deferred revenue 13c)
3,598,439 4,277,865
Lease liabilities 14)
820,911 384,569
Total Non-Current Liabilities
4,436,103 4,683,443
TOTAL LIABILITIES 16,612,200 18,015,487
NET (LIABILITIES) ASSETS (5,824,820) (8,031,835)
EQUITY
Contributed equity 16a)
123,288,573 103,690,800
Share based payment reserve 16bi)
1,298,937 8,142,037
Foreign currency translation reserve 16bii)
(71,535) 315,406
Consolidation reserve
- (382,404)
Accumulated losses
(129,668,423) (119,168,919)
Equity attributable to equity holders of the parent
(5,152,448) (7,403,080)
Non-controlling interest (672,372) (628,755)
TOTAL EQUITY
(5,824,820) (8,031,835)
The accompanying notes form part of these financial statements
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
24
Consolidated Statement of Changes in Equity
For the year ended 30 June 2024
Contributed
Equity
Share Based
Payment
Reserve
Foreign
Currency
Translation
Reserve
Consolidation
Reserve
Retained
Earnings
Non-
Controlling
Interest
Total
$ $ $ $ $ $ $
Balance at 1
st
July 2022 97,251,478 7,924,264 (610,591) (382,404) (98,345,335) (657,629) 5,179,783
Other comprehensive income - - 925,997 - 338,825 1,264,822
Loss after income tax expense - - - - (20,823,584) (309,951) (21,133,535)
Total comprehensive loss for the year - - 925,997 - (20,823,584) 28,874 (19,868,713)
Shares issued during the year (net of share issue costs) 2,768,965 - - - - - 2,768,965
Exercise of performance rights 8,000 (8,000) - - - - -
Acquisition of ZAM Software Ltd 1,231,245 - - - - - 1,231,245
Share based payments 1,113,612225,773 - - - - 1,339,385
Equity issued to extinguish financial liabilities 1,317,500 - - - - - 1,317,500
Balance at 30 June 2023 103,690,800 8,142,037 315,406 (382,404) (119,168,919) (628,755) (8,031,835)
Balance at 1
st
July 2023 103,690,800 8,142,037 315,406 (382,404) (119,168,919) (628,755) (8,031,835)
Other comprehensive income
- - (386,941) - (44,312) (431,253)
Loss after income tax expense
- - - - (17,530,600) (17,833) (17,548,433)
Total comprehensive loss for the year
- - (386,941) - (17,530,600) (62,145) (17,979,686)
Shares issued during the year (net of share issue costs)
19,097,773 - - - - - 19,097,773
Share based payments
- 187,996 - - - - 187,996
Derecognition of Panax Pharma s.r.o.
- - - 382,404 - 18,528 400,932
Transfer of expired share based payments
- (7,031,096) - - 7,031,096 - -
Conversion of convertible note
500,000 - - - - - 500,000
Balance at 30 June 2024
123,288,573 1,298,937 (71,535) - (129,668,423) (672,372) (5,824,820)
The accompanying notes form part of these financial statements
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
25
Consolidated Statement of Cash Flows
For the year ended 30 June 2024
30-Jun-24 30-Jun-23
Note
$ $
Cash flows from operating activities
Receipts from customers 1,398,193 3,959,182
Payments to suppliers and employees
(13,522,196) (13,794,361)
Payments for research expenses
(2,541,431) (2,262,030)
Research and development rebate
- 371,215
Government grants and tax paid
6,000 (2,018)
Interest received
- 240
Interest paid
(3,057) (257,403)
Net cash used in operating activities 24)
(14,662,491) (11,985,175)
Cash flows from investing activities
Government grant received relating to plant and equipment - 796,066
Purchase of plant and equipment / assets under construction
(140,123) (189,871)
Net cash provided by (used in) investing activities
(140,123) 606,195
Cash flows from financing activities
Proceeds from issue of shares and conversion of options
15,941,552 3,086,803
Proceeds from borrowings
- 6,948,106
Payment of lease liabilities
(238,679) (200,955)
Partial repayment of loan by third party
- 216,338
Transaction costs on issue of shares
(436,552) (317,838)
Net cash provided by financing activities
15,266,321 9,732,454
Net increase (decrease) in cash and cash equivalents held
463,707 (1,646,526)
Cash and cash equivalents at beginning of year
239,821 1,886,347
Foreign exchange movement in cash
(658) -
Cash and cash equivalents at end of year 7)
702,870 239,821
The accompanying notes form part of these financial statements
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
26
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
27
1. CORPORATE INFORMATION
The financial statements of Argent BioPharma Ltd for the year ended 30 June 2024 were authorised for issue in
accordance with a resolution of Directors on 30 September 2024. These consolidated financial statements and
notes represent those of Argent BioPharma Ltd (the “Company”) and Controlled Entities (the “consolidated group”
or “Group”). Argent BioPharma Ltd is a for-profit company limited by shares incorporated and domiciled in
Australia whose shares are publicly traded on the Australian Securities Exchange (“ASX”), OTCQB and the main
segment of the London Stock Exchange (“LSE”). The registered office of the Company is Suite 1, 295 Rokeby Road,
Subiaco, WA 6008, Australia.
Argent BioPharma Ltd (LSE: RGT, ASX: RGT, OTCQB: RGTLF) is an innovative multidisciplinary drug development
Company within the biopharmaceutical sector. The Company focuses on multidisciplinary methods with
Nanotechnology, developing multi-target therapies for comprehensive disease management, especially
concerning the Central nervous system (“CNS”) and Immunology treatments.
The Company’s founders and executives are key figures in the global pharmaceuticals industry and the core
business strategy is to develop and supply high quality plant inspired medicines for the growing demand in the
medical markets in Europe, North America and UK.
Argent BioPharma has a robust development pipeline targeting two widespread medical conditions and has further
products under development.
Argent BioPharma has partnered with renowned institutions and academia to optimise the development of
targeted plant inspired medicines, to be produced in the Company’s EU-GMP Certified manufacturing facilities.
Argent BioPharma has a growing patient base in Australia, the UK, Brazil, and Ireland and has a global distribution
footprint via an extensive network of commercial partners meaning that it is poised to supply the global market.
2. MATERIAL ACCOUNTING POLICIES
The accounting policies that are material to the consolidated entity are set out below. The accounting policies
adopted are consistent with those of the previous financial year, unless otherwise stated.
New or amended Accounting Standards and Interpretations adopted
The consolidated entity has adopted all of the new or amended Accounting Standards and Interpretations issued
by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period.
Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early
adopted.
Basis of preparation
These general purpose financial statements have been prepared in accordance with Australian Accounting
Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations
Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International
Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB').
Financial report prepared on a going concern basis
The financial statements have been prepared on the going concern basis of accounting, which assumes the
continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary
course of business.
At 30 June 2024, the Group had a cash and cash equivalents balance of $702,870 and had a net working capital
deficit of $9,435,864, which included convertible notes with a face value of $8,679,515. The Group incurred a loss
for the year ended 30 June 2024 of $17,548,433 and had net cash outflows from operating and investing activities
of $14,802,614.
The Group’s cashflow forecast for the 12 months ending 30 September 2025 indicates that the Group will require
additional capital to refinance existing debt and fund ongoing corporate expenditure and working capital
requirements.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
28
At the date of this report, the directors are satisfied there are reasonable grounds to believe that the Group will
be able to continue its planned operations, meet its obligations as and when they fall due and thus continue as a
going concern, for the following reasons:
• On 29 July 2022 the Group entered into a new convertible securities finance agreement (“the second
agreement”) with Mercer Street Global Opportunity Fund, LLC (“the investor”) to provide the Group with a
funding facility of up to a total of US$10,000,000. At the date of this report, convertible note funding of
US$4,733,120 has been received under this agreement in seven tranches.
• Any further drawdown of funds under the second agreement is at the investor’s discretion, and the
Company has sufficient capacity under Chapter 7 of the ASX Listing Rules to issue the convertible notes, or
shareholder approval being obtained.
• During July 2024, Argent BioPharma raised US$2,500,000 through the issue of 3,125,000 fully paid ordinary
shares at US$0.80 (~A$1.20) per share (Placement Shares). The placement participants will also be issued
one (1) free attaching warrant for every two (2) Placement Shares subscribed for which is exercisable at
US$1.20 (~A$1.80) each.
• The ability of the Group to raise additional capital in the form of debt and/or equity as part of the future
plan.
The ability of the Group to continue as a going concern is dependent on:
• The Group being able to secure additional debt and/or equity funding as and when required during the next
12 months to conduct its planned activities and meet its corporate expenditure requirements.
• The Group’s current fundraising and commitment to further reducing overheads, as well as the opportunity
to restructure or varying the repayment terms with Mercer to extend the maturity date for the currently
past due secured convertible notes held by Mercer in the aggregate outstanding amount of A$8,679,515.
These conditions indicate the existence of a material uncertainty that may cast significant doubt about the Group’s
ability to continue as a going concern.
Should the Group not be able to continue as a going concern, it may be required to realise its assets and discharge
its liabilities other than in the ordinary course of business, and at amounts that differ from those stated in the
financial statements. The financial report does not include any adjustments relating to the recoverability and
classification of recorded asset amounts, nor to the amounts or classification of liabilities that might be necessary
should the Group not be able to continue as a going concern.
Historical cost convention
The financial statements have been prepared under the historical cost convention, except for, where applicable,
the revaluation of financial assets and liabilities at fair value through profit or loss, financial assets at fair value
through other comprehensive income, investment properties, certain classes of property, plant and equipment
and derivative financial instruments.
Parent entity information
In accordance with the Corporations Act 2001, these financial statements present the results of the consolidated
entity only. Supplementary information about the parent entity is disclosed in note 26.
Principles of Consolidation
The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of Argent BioPharma
Limited ('company or parent entity') as at 30 June 2024 and the results of all subsidiaries for the year then ended.
Argent BioPharma Limited and its subsidiaries together are referred to in these financial statements as the 'Group'.
Subsidiaries are all those entities over which the consolidated entity has control. The consolidated entity controls
an entity when the consolidated entity is exposed to, or has rights to, variable returns from its involvement with
the entity and has the ability to affect those returns through its power to direct the activities of the entity.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
29
Subsidiaries are fully consolidated from the date on which control is transferred to the consolidated entity. They
are de-consolidated from the date that control ceases.
Intercompany transactions, balances and unrealised gains on transactions between entities in the consolidated
entity are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the
impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to
ensure consistency with the policies adopted by the consolidated entity.
The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership
interest, without the loss of control, is accounted for as an equity transaction, where the difference between the
consideration transferred and the book value of the share of the non-controlling interest acquired is recognised
directly in equity attributable to the parent.
Non-controlling interest in the results and equity of subsidiaries are shown separately in the statement of profit or
loss and other comprehensive income, statement of financial position and statement of changes in equity of the
consolidated entity. Losses incurred by the consolidated entity are attributed to the non-controlling interest in full,
even if that results in a deficit balance.
Where the consolidated entity loses control over a subsidiary, it derecognises the assets including goodwill,
liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences
recognised in equity. The consolidated entity recognises the fair value of the consideration received and the fair
value of any investment retained together with any gain or loss in profit or loss.
Foreign Currency
Functional and Presentation Currency
Items included in the financial statements of each of the Group’s entities are measured using the currency of the
primary economic environment in which the entity operates (“the functional currency”). The consolidated financial
statements are presented in Australian dollars, which is the Company’s functional and presentation currency.
Foreign currency transactions
Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates
of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from
the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign
currencies are recognised in profit or loss.
Foreign operations
The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the
reporting date. The revenues and expenses of foreign operations are translated into Australian dollars using the
average exchange rates, which approximate the rates at the dates of the transactions for the period. All resulting
foreign exchange differences are recognised in other comprehensive income through the foreign currency reserve
in equity.
The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is
disposed of.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
30
a) Trade Receivables and Other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any allowance for expected credit losses. Trade receivables are generally due for
settlement within 30 days.
The consolidated entity has applied the simplified approach to measuring expected credit losses, which uses a
lifetime expected loss allowance. To measure the expected credit losses, trade receivables have been grouped
based on days overdue.
Other receivables are recognised at amortised cost, less any allowance for expected credit losses.
b) Investments and other financial assets
Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of
the initial measurement, except for financial assets at fair value through profit or loss. Such assets are subsequently
measured at either amortised cost or fair value depending on their classification. Classification is determined based
on both the business model within which such assets are held and the contractual cash flow characteristics of the
financial asset unless an accounting mismatch is being avoided.
Financial assets are derecognised when the rights to receive cash flows have expired or have been transferred and
the consolidated entity has transferred substantially all the risks and rewards of ownership. When there is no
reasonable expectation of recovering part or all of a financial asset, its carrying value is written off.
Financial assets at fair value through profit or loss
Financial assets not measured at amortised cost or at fair value through other comprehensive income are classified
as financial assets at fair value through profit or loss. Typically, such financial assets will be either: (i) held for
trading, where they are acquired for the purpose of selling in the short-term with an intention of making a profit,
or a derivative; or (ii) designated as such upon initial recognition where permitted. Fair value movements are
recognised in profit or loss.
Financial assets at fair value through other comprehensive income
Financial assets at fair value through other comprehensive income include equity investments which the
consolidated entity intends to hold for the foreseeable future and has irrevocably elected to classify them as such
upon initial recognition.
Impairment of financial assets
The consolidated entity recognises a loss allowance for expected credit losses on financial assets which are either
measured at amortised cost or fair value through other comprehensive income. The measurement of the loss
allowance depends upon the consolidated entity's assessment at the end of each reporting period as to whether
the financial instrument's credit risk has increased significantly since initial recognition, based on reasonable and
supportable information that is available, without undue cost or effort to obtain.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
31
Where there has not been a significant increase in exposure to credit risk since initial recognition, a 12-month
expected credit loss allowance is estimated. This represents a portion of the asset's lifetime expected credit losses
that is attributable to a default event that is possible within the next 12 months. Where a financial asset has
become credit impaired or where it is determined that credit risk has increased significantly, the loss allowance is
based on the asset's lifetime expected credit losses. The amount of expected credit loss recognised is measured
on the basis of the probability weighted present value of anticipated cash shortfalls over the life of the instrument
discounted at the original effective interest rate.
For financial assets mandatorily measured at fair value through other comprehensive income, the loss allowance
is recognised in other comprehensive income with a corresponding expense through profit or loss. In all other
cases, the loss allowance reduces the asset's carrying value with a corresponding expense through profit or loss.
c) Impairment of Non-Financial Assets
Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are
tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might
be impaired. Other non-financial assets are reviewed for impairment whenever events or changes in circumstances
indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by
which the asset's carrying amount exceeds its recoverable amount.
Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use
is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific
to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows
are grouped together to form a cash-generating unit.
d) Current and Non-Current Classification
Assets and liabilities are presented in the statement of financial position based on current and non-current
classification.
An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the
consolidated entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be
realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from
being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are
classified as non-current.
A liability is classified as current when: it is either expected to be settled in the consolidated entity's 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. All other liabilities are classified as non-current.
Deferred tax assets and liabilities are always classified as non-current.
e) Government Grants
Government grants relating to costs are deferred and recognised in profit or loss over the period necessary to
match them with the costs that they are intended to compensate.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
32
f) Goods and Services Tax (GST)
Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not
recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or
as part of the expense.
Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST
recoverable from, or payable to, the tax authority is included in other receivables or other payables in the
statement of financial position.
Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing
activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows.
Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax
authority.
g) Leases
Group as Lessee
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys
the right to control the use of an identified asset for a period of time in exchange for consideration.
Right-of-use assets
A right-of-use asset is recognised at the commencement date of a lease. The right-of-use asset is measured at cost,
which comprises the initial amount of the lease liability, adjusted for, as applicable, any lease payments made at
or before the commencement date net of any lease incentives received, any initial direct costs incurred, and,
except where included in the cost of inventories, an estimate of costs expected to be incurred for dismantling and
removing the underlying asset, and restoring the site or asset.
Right-of-use assets are depreciated on a straight-line basis over the unexpired period of the lease or the estimated
useful life of the asset, whichever is the shorter. Where the consolidated entity expects to obtain ownership of the
leased asset at the end of the lease term, the depreciation is over its estimated useful life. Right-of use assets are
subject to impairment or adjusted for any remeasurement of lease liabilities.
The consolidated entity has elected not to recognise a right-of-use asset and corresponding lease liability for short-
term leases with terms of 12 months or less and leases of low-value assets. Lease payments on these assets are
expensed to profit or loss as incurred.
Lease liabilities
A lease liability is recognised at the commencement date of a lease. The lease liability is initially recognised at the
present value of the lease payments to be made over the term of the lease, discounted using the interest rate
implicit in the lease or, if that rate cannot be readily determined, the consolidated entity's incremental borrowing
rate. Lease payments comprise of fixed payments less any lease incentives receivable, variable lease payments that
depend on an index or a rate, amounts expected to be paid under residual value guarantees, exercise price of a
purchase option when the exercise of the option is reasonably certain to occur, and any anticipated termination
penalties. The variable lease payments that do not depend on an index or a rate are expensed in the period in
which they are incurred.
Lease liabilities are measured at amortised cost using the effective interest method. The carrying amounts are
remeasured if there is a change in the following: future lease payments arising from a change in an index or a rate
used; residual guarantee; lease term; certainty of a purchase option and termination penalties. When a lease
liability is remeasured, an adjustment is made to the corresponding right-of use asset, or to profit or loss if the
carrying amount of the right-of-use asset is fully written down.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
33
Short-term leases and leases of low-value assets
The Group applies the short-term lease recognition exemption to its short-term leases of office rental (i.e. those
leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase
option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are
considered of low value. Lease payments on short-term leases and leases of low-value assets are recognised as
expense on a straight-line basis over the lease term.
h) Associates
Associates are entities over which the consolidated entity has significant influence but not control or joint control.
Investments in associates are accounted for using the equity method. Under the equity method, the share of the
profits or losses of the associate is recognised in profit or loss and the share of the movements in equity is
recognised in other comprehensive income. Investments in associates are carried in the statement of financial
position at cost plus post-acquisition changes in the consolidated entity's share of net assets of the associate.
Goodwill relating to the associate is included in the carrying amount of the investment and is neither amortised
nor individually tested for impairment. Dividends received or receivable from associates reduce the carrying
amount of the investment.
When the consolidated entity's share of losses in an associate equal or exceeds its interest in the associate,
including any unsecured long-term receivables, the consolidated entity does not recognise further losses, unless it
has incurred obligations or made payments on behalf of the associate.
The consolidated entity discontinues the use of the equity method upon the loss of significant influence over the
associate and recognises any retained investment at its fair value. Any difference between the associate's carrying
amount, fair value of the retained investment and proceeds from disposal is recognised in profit or loss.
i) Provisions
Provisions are recognised when the consolidated entity has a present (legal or constructive) obligation as a result
of a past event, it is probable the consolidated entity will be required to settle the obligation, and a reliable estimate
can be made of the amount of the obligation. The amount recognised as a provision is the best estimate of the
consideration required to settle the present obligation at the reporting date, taking into account the risks and
uncertainties surrounding the obligation. If the time value of money is material, provisions are discounted using a
current pre-tax rate specific to the liability. The increase in the provision resulting from the passage of time is
recognised as a finance cost.
j) Employee benefits
Short-term employee benefits
Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected
to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid
when the liabilities are settled.
Other long-term employee benefits
The liability for annual leave and long service leave not expected to be settled within 12 months of the reporting
date are measured at the present value of expected future payments to be made in respect of services provided
by employees up to the reporting date using the projected unit credit method. Consideration is given to expected
future wage and salary levels, experience of employee departures and periods of service. Expected future
payments are discounted using market yields at the reporting date on corporate bonds with terms to maturity and
currency that match, as closely as possible, the estimated future cash outflows.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
34
k) Other significant accounting policies
Refer to the relevant notes to the financial statements for other accounting policies, including revenue (note 4),
income taxes (note 6), government grants (note 4), cash and cash equivalents (note 7) inventory (note 8), plant
and equipment (note 10), share-based payments (note 28) and employee benefits (note 27).
l) Rounding of Amounts
The company is of a kind referred to in Corporations Instrument 2016/191, issued by the Australian Securities and
Investments Commission, relating to 'rounding-off'. Amounts in this report have been rounded off in accordance
with that Corporations Instrument to the nearest thousand dollars, or in certain cases, the nearest dollar.
m) New and amended Accounting Standards and Interpretations adopted by the Group
Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet
mandatory, have not been early adopted by the consolidated entity for the annual reporting period ended 30 June
2024. The consolidated entity has not yet assessed the impact of these new or amended Accounting Standards and
Interpretations.
3. CRITICAL ACCOUNTING ESTIMATES AND JUDGEMENTS
The preparation of the financial statements requires management to make judgements, estimates and
assumptions that affect the reported amounts in the financial statements. Management continually evaluates its
judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses.
Management bases its judgements, estimates and assumptions on historical experience and on other various
factors, including expectations of future events, management believes to be reasonable under the circumstances.
The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements,
estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of
assets and liabilities (refer to the respective notes) within the next financial year are discussed below.
a) Share based payments
The consolidated entity measures the cost of equity-settled transactions with employees by reference to the fair
value of the equity instruments at the date at which they are granted. The fair value is determined by using either
the Binomial or Black-Scholes model taking into account the terms and conditions upon which the instruments
were granted. The accounting estimates and assumptions relating to equity-settled share-based payments would
have no impact on the carrying amounts of assets and liabilities within the next annual reporting period but may
impact profit or loss and equity. Refer to note 28 for further information.
b) Valuation of financial liabilities valued at fair value through profit or loss
The consolidated entity is required to classify all assets and liabilities, measured 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; and Level 3: Unobservable inputs for the asset or liability. Considerable
judgement is required to determine what is significant to fair value and therefore which category the asset or
liability is placed in can be subjective.
The fair value of assets and liabilities classified as level 3 is determined by the use of valuation models. These
include discounted cash flow analysis or the use of observable
inputs that require significant adjustments based
on unobservable inputs. Refer to note 15 for further information.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
35
c) Leases
The lease term is a significant component in the measurement of both the right-of-use asset and lease liability.
Judgement is exercised in determining whether there is reasonable certainty that an option to extend the lease or
purchase the underlying asset will be exercised, or an option to terminate the lease will not be exercised, when
ascertaining the periods to be included in the lease term. In determining the lease term, all facts and circumstances
that create an economical incentive to exercise an extension option, or not to exercise a termination option, are
considered at the lease commencement date. Factors considered may include the importance of the asset to the
consolidated entity's operations; comparison of terms and conditions to prevailing market rates; incurrence of
significant penalties; existence of significant leasehold improvements; and the costs and disruption to replace the
asset. The consolidated entity reassesses whether it is reasonably certain to exercise an extension option, or not
exercise a termination option, if there is a significant event or significant change in circumstances.
d) Impairment assessment of non-current assets
The consolidated entity assesses impairment of non-current assets at each reporting date by evaluating conditions
specific to the consolidated entity and to the particular asset that may lead to impairment. If an impairment trigger
exists, the recoverable amount of the asset is determined. This involves fair value less costs of disposal or value-
in-use calculations, which incorporate a number of key estimates and assumptions.
e) Allowance for expected credit losses
The allowance for expected credit losses assessment requires a degree of estimation and judgement. It is based on
the lifetime expected credit loss, grouped based on days overdue, and makes assumptions to allocate an overall
expected credit loss rate for each group. These assumptions include recent sales experience, historical collection
rates and forward-looking information that is available. The allowance for expected credit losses, as disclosed in
note 10, is calculated based on the information available at the time of preparation. The actual credit losses in
future years may be higher or lower.
f) Provision for impairment of inventories
The provision for impairment of inventories assessment requires a degree of estimation and judgement. The level
of the provision is assessed by taking into account the recent sales experience, the ageing of inventories and other
factors that affect inventory obsolescence.
g) Revenue from contracts with customers involving sale of goods
When recognising revenue in relation to the sale of goods to customers, the key performance obligation of the
consolidated entity is considered to be the point of delivery of the goods to the customer, as this is deemed to be
the time that the customer obtains control of the promised goods and therefore the benefits of unimpeded access.
4. REVENUE RECOGNITION
The consolidated entity recognises revenue as follows:
Revenue from contracts with customers
Revenue is recognised at an amount that reflects the consideration to which the consolidated entity is expected to
be entitled in exchange for transferring goods or services to a customer. For each contract with a customer, the
consolidated entity: identifies the contract with a customer; identifies the performance obligations in the contract;
determines the transaction price which takes into account estim
ates of variable consideration and the time value
of money; allocates the transaction price to the separate performance obligations on the basis of the relative stand-
alone selling price of each distinct good or service to be delivered; and recognises revenue when or as each
performance obligation is satisfied in a manner that depicts the transfer to the customer of the goods or services
promised.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
36
Sale of goods
Revenue from the sale of goods is recognised at the point in time when the customer obtains control of the goods,
which is generally at the time of delivery.
Rendering of services
Revenue from a contract to provide services is recognised over time as the services are rendered based on either
a fixed price or an hourly rate.
Interest
Interest revenue is recognised as interest accrues using the effective interest method. This is a method of
calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using
the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the
expected life of the financial asset to the net carrying amount of the financial asset.
Rent
Rent revenue from investment properties is recognised on a straight-line basis over the lease term. Lease incentives
granted are recognised as part of the rental revenue. Contingent rentals are recognised as income in the period
when earned.
Other revenue
Other revenue is recognised when it is received or when the right to receive payment is established.
30-Jun-24 30-Jun-23
a) Revenue from contracts with customers
$ $
Pharma sales
804,832 2,506,782
Consulting services (clinical research fees and clinic consults)
- 6,967
Non-pharma sales
86,251 873,818
891,083 3,387,567
b) Finance income
Interest income calculated using the effective interest rate
method
1,929 240
1,929 240
c) Other operating income
Government grants
727,963 555,544
727,963 555,544
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
37
5. COST OF SALES AND EXPENSES
30-Jun-24 30-Jun-23
a) Cost of sales
Note
$ $
Cost of goods sold - Pharma
631,336 1,862,942
Cost of sales – Consulting services
- 6,296
Cost of goods sold – Non-pharma
56,050 68,139
687,386 1,937,377
b) Administrative expenses
Corporate costs
463,278 339,514
Professional and consultancy fees
3,177,544 1,218,177
Board fees
521,278 918,469
Staff costs
3,434,781 4,353,879
Employee shares and share based payment expense
3,643,996 2,656,885
IR/PR Expenses
2,145,956 968,226
Advertising and Marketing
269,262 862,713
Depreciation and amortisation
1,293,795 751,938
Office and administrative expenses
606,340 1,273,591
15,556,230 13,343,392
c) Other operating expenses
Inventory write-off
507,847 99,365
Laboratory operating expenses
568,573 779,849
Receivables write-off
19,347 -
1,095,767 879,214
d) Other expenses
Unrealised foreign exchange
- 16,253
Realised foreign exchange
(832,226) 1,200,398
Loss on disposal Panax
1,256,190 -
423,964 1,216,651
e) Reversal of (Impairment expense)
Impairment of goodwill
- 3,145,724
Reversal of (Impairment of equity investment)
(1,341,465) 1,231,245
Impairment of financial assets
- 155,971
(1,341,465) 4,532,940
f) Finance cost
Finance costs
482,474 262,257
482,474 262,257
g) Fair value movement on financial instruments
Fair value loss on financial liability – convertible notes
15
-
131,409
-
131,409
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
38
6. INCOME TAX
The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the
applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities
attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where
applicable.
Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied
when the assets are recovered or liabilities are settled, based on those tax rates that are enacted or substantively
enacted, except for:
● When the deferred income tax asset or liability arises from the inial recognion of goodwill or an asset or
liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither
the accounting nor taxable profits; or
● When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures,
and the timing of the reversal can be controlled, and it is probable that the temporary difference will not reverse
in the foreseeable future.
Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable
that future taxable amounts will be available to utilise those temporary differences and losses.
The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date.
Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits
will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are
recognised to the extent that it is probable that there are future taxable profits available to recover the asset.
Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax
assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the
same taxable authority on either the same taxable entity or different taxable entities which intend to settle
simultaneously.
Tax Consolidation
The Company and its wholly owned Australian subsidiaries have formed an income tax consolidated group under
the tax consolidated legislation. Each entity in the Group recognises its own current and deferred tax assets and
liabilities. Such taxes are measured using the ‘stand-alone taxpayer’ approach to allocation. The Group notified
the Australian Taxation Office that it had formed an income tax consolidated group to apply from 21 October 2005.
The tax consolidated group has entered a tax funding agreement whereby each company in the Group contributes
to the income tax payable by the Group in proportion to their contributions to the Group’s taxable income.
The Group has carried forward tax losses which have not been recognised as deferred tax assets as it is not
considered sufficiently probable that these losses will be recouped by means of future profits taxable in the
relevant jurisdictions.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
39
30-Jun-24
30-Jun-23
$
$
a) Major components of income tax expense for the periods
presented:
Current tax
- 2,018
Deferred tax
- -
Income tax expense
- 2,018
b) The prima facie tax on (loss) before income tax is reconciled to the
income tax as follows:
Prima facie tax payable on (loss) before income tax at 25%
(4,387,109) (5,282,879)
Adjustments due to permanent differences
1,245,412 1,860,385
Deferred tax assets not brought to account
3,278,861 3,422,494
DTA not recognised (temporary)
(137,163) 2,018
Income tax expense
- 2,018
c) Deferred Tax Assets Not Brought to Account in Australia, the
benefits of which will only be realised if the conditions for
deductibility set out above are met:
Tax losses
11,462,486 9,797,970
Temporary differences
441,429 363,744
Total
11,903,915 10,161,714
7. CASH AND CASH EQUIVALENTS
Cash and cash equivalents includes cash on hand, deposits held at call with financial institutions, other short-term,
highly liquid investments with original maturities of three months or less that are readily convertible to known
amounts of cash and which are subject to an insignificant risk of changes in value. For the statement of cash flows
presentation purposes, cash and cash equivalents also includes bank overdrafts, which are shown within
borrowings in current liabilities on the statement of financial position.
30-Jun-24 30-Jun-23
$ $
Cash at bank
702,870 239,821
702,870 239,821
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
40
8. INVENTORY
Raw materials and finished goods are stated at the lower of cost and net realisable value on a 'first in first out'
basis. Cost comprises of direct materials and delivery costs, direct labour, import duties and other taxes, an
appropriate proportion of variable and fixed overhead expenditure based on normal operating capacity, and,
where applicable, transfers from cash flow hedging reserves in equity. Costs of purchased inventory are
determined after deducting rebates and discounts received or receivable.
Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of
completion and the estimated costs necessary to make the sale.
30-Jun-24 30-Jun-23
$ $
Finished goods – at lower of cost and net realisable value
81,725 523,405
Raw materials – at cost
793,395 839,097
875,120 1,362,502
9. TRADE AND OTHER RECEIVABLES
Trade receivables are generally due for settlement between thirty (30) and ninety (90) days from the date of
recognition. They are presented as current assets unless collection is not expected for more than 12 months after
reporting date.
30-Jun-24 30-Jun-23
Current
$ $
Trade receivables
140,344 208,742
Other receivables 266,488 249,259
GST/VAT receivable
69,698 73,313
476,530 531,314
Other receivables are non-interest bearing and are generally on terms of 30 days.
10. PLANT AND EQUIPMENT
Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost
includes expenditure that is directly attributable to the acquisition of the items.
Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and
equipment (excluding land) over their expected useful lives as follows:
• Buildings 40 years
• Leasehold improvements 3-10 years
• Plant and equipment 3-7 years
The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each
reporting date.
Leasehold improvements are depreciated over the unexpired period of the lease or the estimated useful life of the
assets, whichever is shorter.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
41
An item of property, plant and equipment is derecognised upon disposal or when there is no future economic
benefit to the consolidated entity. Gains and losses between the carrying amount and the disposal proceeds are
taken to profit or loss. Any revaluation surplus reserve relating to the item disposed of is transferred directly to
retained profits.
30-Jun-24 30-Jun-23
$ $
Plant and equipment
- gross carrying amount at cost 9,786,051 10,043,479
- accumulated depreciation
(4,124,448) (3,179,067)
5,661,603 6,864,412
30-Jun-24 30-Jun-23
$ $
Property, plant and equipment movement
Opening balance at 1 July
6,864,412 6,664,798
Additions
140,123 189,871
Disposals
(19,784) -
Depreciation
(1,076,489) (539,498)
Foreign currency translation
(246,659) 549,241
5,661,603 6,864,412
Impairment testing
Slovenia
The Group did not identify any indicators of impairment in relation to the Slovenia CGU, primarily the GMP
laboratory.
Malta
The Group’s plant and equipment balance in Malta consisted of fully constructed manufacturing facility. This facility
was granted a GMP Licence in March 2023. The Group did not identify any indicators of impairment in relation to
the current facility.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
42
11. INTANGIBLE ASSETS AND GOODWILL
Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their
fair value at the date of the acquisition. Intangible assets acquired separately are initially recognised at cost.
Indefinite life intangible assets are not amortised and are subsequently measured at cost less any impairment.
Finite life intangible assets are subsequently measured at cost less amortisation and any impairment. The gains or
losses recognised in profit or loss arising from the derecognition of intangible assets are measured as the difference
between net disposal proceeds and the carrying amount of the intangible asset. The method and useful lives of
finite life intangible assets are reviewed annually. Changes in the expected pattern of consumption or useful life
are accounted for prospectively by changing the amortisation method or period.
Goodwill
Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for
impairment, or more frequently if events or changes in circumstances indicate that it might be impaired and is
carried at cost less accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and
are not subsequently reversed.
30-Jun-24 30-Jun-23
Goodwill
$ $
Opening balance at 1 July
-
3,145,724
- Impairment -
(3,145,724)
-
-
Impairment of MediCaNL Israel 2019 Ltd (MediCaNL)
On 21 April 2021, MGC Pharma completed the 100% acquisition of MediCaNL Israel 2019 Ltd (MediCaNL), an Israeli
company operating and providing specialist services to the pharmaceutical sector for development of new
medicines. Performance since acquisition has been lower than expected and the Group’s impairment testing
determined that the recoverable amount of the CGU was nil as at 30 June 2023 and recorded an impairment
expense of $3,145,724 in the profit and loss.
12. INVESTMENTS ACCOUNTED FOR USING THE EQUITY METHOD
On 5 August 2022 the Company acquired 40% of the issued capital of ZAM Software Ltd, a private entity that owns
a real-time data collection software with proprietary Artificial Intelligence (AI) algorithms.
The Company had recorded a full provision of impairment to the carrying value of ZAM Software Ltd due to the
investment had contributed nil results to the Group’s financial performance and uncertainty in providing funding
to the project in prior period.
In the current period, the Company:
• had undertaken an independent valuation of ZAM Software Ltd using combination of market and
income approach to determine the fair value less cost of disposal of the investment has exceeded
its carrying value.
• had successfully completed capital raising to execute the necessary workplan as required for the
investment.
The Company therefore concluded the impairment indicator is no longer present for ZAM Software Ltd and restate
the previous carrying value of investment. This resulted a reversal of impairment amounting A$1,341,465 being
recognised in the profit or loss for the year ended 30 June 2024.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
43
13. PAYABLES AND DEFERRED REVENUE
Trade and other payables
These amounts represent liabilities for goods and services provided to the consolidated entity prior to the end of
the financial year and which are unpaid. Due to their short-term nature, they are measured at amortised cost and
are not discounted. The amounts are unsecured and are usually paid within 60 days of recognition.
30-Jun-24 30-Jun-23
$ $
a) Current trade and other payables
Trade payables
956,802 2,185,662
Accruals
346,753 535,546
Other payables
1,415,608 582,618
2,719,163 3,303,826
30-Jun-24 30-Jun-23
$ $
b) Deferred revenue - Current
Deferred revenue – Malta grant*
553,606 658,133
553,606 658,133
c) Deferred revenue – Non-Current
Deferred revenue – Malta grant*
3,598,439 4,277,865
3,598,439 4,277,865
* During the year ending June 2021, the Group received approval for a grant from Malta Enterprises to cover 80% of the
construction costs of a production facility, to the value of €3,073,000 ($4,925,000). As at 30 June 2024, an amount of €2,908,000
had been received from Malta Enterprise.
In accordance with AASB 120, the grant is being recognised as income on a systematic basis over the useful life of the building
once completed. Under the conditions of the grant, the Group was to complete construction of the facility within 6 months of 10
December 2020 and, should the Group cease operations in Malta within five years from the start of operations, Malta Enterprise
retains the right to take possession of assets funded through the grant. In March 2021 the Group received approval from Malta
Enterprise to extend the period for completion of construction to October 2021. Construction was completed in October 2021
and the facility was issued a GMP licence in March 2023.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
44
14. LEASES
As of the reporting date, the Group holds a long-term lease for its Cimetra production facility in Malta.
Additionally, the Group has lease agreements for office and laboratory space in Slovenia.
Below are the carrying amounts of right-of-use assets recognised for the period:
30-Jun-24 30-Jun-23
Right-of-use assets $ $
Opening balance at 1 July
588,677 2,133,685
Additions of right-of-use assets in period 809,430 217,527
Depreciation of right-of-use assets
(217,306) (212,439)
Decrease on early termination of lease (116,012) (1,628,799)
Foreign exchange
(6,116) 78,703
Closing balance
1,058,673 588,677
Below are the carrying amounts of lease liabilities for the period:
30-Jun-24 30-Jun-23
Lease liabilities
$ $
Opening balance at 1 July
575,139 2,252,608
Additions to lease liabilities
809,430 217,527
Interest on lease liabilities
38,494 173,014
Lease payments
(238,679) (373,969)
Decrease on early termination of lease
(127,545) (1,790,155)
Foreign exchange
(12,115) 96,114
Closing balance
1,044,724 575,139
Current 223,813 190,570
Non-current
820,911 384,569
Total lease liability
1,044,724 575,139
The following amounts were recognised in the consolidated statement of profit or loss and comprehensive income
for the period:
30-Jun-24 30-Jun-23
$ $
Depreciation on right-of-use asset
217,306 212,439
Interest expense on lease liabilities
38,494 173,014
Expense related to short-term leases
23,707 38,844
Total amounts recognised in profit or loss
279,507 424,297
The following are amounts recognised in the consolidated statement of cash flows:
30-Jun-24 30-Jun-23
$ $
Total cash outflows for leases
238,679 200,955
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
45
15. FINANCIAL LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS
Convertible notes
Australian dollar denominator facility
In September 2020, the Company entered into a convertible note financing facility with Mercer Street Global
Opportunity Fund (Mercer), under which up to A$15,000,000 can be drawn down in exchange for the issue of a
number of convertible notes with a face value of A$1.00 each equal to 110% of the amount of funding received.
The facility expired on 8 March 2022 and can no longer be drawn on. The notes drawn under this facility were
repayable at face value 12 months from the date of the respective draw down, if not converted or repurchased
prior to maturity.
On 1 February 2023, the Company executed an agreement to extend the maturity date of the A$2,100,000
convertible notes on issue, which has extended the maturity date of these convertible notes to 1 February 2024
(2020 Extension Agreement).
The notes are convertible at the discretion of Mercer at any time prior to maturity, with a conversion price as
follows:
• The conversion price will be the lower of A$35.00
or 92% of the lowest daily VWAP of the Company’s
shares selected by Mercer over the 10 trading days on which the Company’s shares are traded on the
ASX immediately prior to the issue of the conversion notice, subject to the conversion price being no
less than A$10.00.
During the period, the Company executed a Deed of Variation with Mercer Street Global Opportunity Fund, LLC
(Mercer) in respect of the convertible securities agreement entered into between the Company and Mercer in
2020. This included the refinancing of 500,000 convertible notes from the 2020 convertible note facility, which
totalled $2,100,000. A commercial agreement was reached by which the minimum conversion price of 500,000 of
the convertible notes was reduced from not less than $10.00 to not less than $0.35.
US dollar denominated facility
In July 2021, the Company entered into a convertible note financing facility with Mercer Street Global Opportunity
Fund (Mercer), under which up to US$10,000,000 can be drawn down in exchange for the issue of a number of
convertible notes with a face value of US$1.00 each equal to 110% of the amount of funding received. The facility
expires on 18 January 2024. The notes are repayable at face value 18 months from the date of the respective draw
down, if not converted or repurchased prior to maturity (US$ Con Note Facility).
Between 19 July 2022 and 7 March 2023, the Company drew down US$4,733,120 (A$7,581,350) in funding from
the US$ Con Note Facility, issuing Mercer 4,733,120 US$1.00 convertible notes. The US$ convertible notes are
convertible at the discretion of Mercer at any time prior to maturity, with a conversion price as follows:
• The conversion price will be the lower of A$20.00 or 90% of the lowest daily VWAP of the Company’s shares
selected by Mercer over the 10 trading days on which the Company’s shares are traded on the ASX immediately
prior to the issue of the conversion notice, subject to the conversion price being no less than A$10.00.
The convertible notes are determined to be hybrid financial instruments and have been designated as at fair value
through profit or loss.
The Company still intends to reach additional agreements with Mercer to amend the terms of the remaining
2020 convertible note facility and the 2022 convertible note facility.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
46
30-Jun-24 30-Jun-23
Financial liabilities at fair value through profit or loss
$ $
Convertible notes
Opening balance – at 1 July 9,179,515 2,100,000
Issue of Convertible notes
- 6,948,106
Converted to ordinary shares
(500,000) -
Loss on remeasurement of financial liability
- 131,409
Closing balance – fair value at 30 June
8,679,515 9,179,515
The fair value (Level 3) of the hybrid contract was determined using valuation techniques including use of a Black-
Scholes option pricing model, with estimates of projected conversion prices and the following significant inputs to
the valuation at 30 June 2024:
Australian dollar
facility
US dollar
facility
Valuation date 30 June 2024 30 June 2024
Share price $0.26 $0.26
Exercise price
1
$10.00 to $35.00 $10.00 to $35.00
Expiry date Feb 24 Feb 24 - Sep 25
Expected future volatility 250% 250%
Risk free rate 3.00% 3.00%
Dividend yield nil nil
1
calculated using a weighted average of $0.030
16. CONTRIBUTED EQUITY AND RESERVES
a) Contributed equity
Ordinary shares are classified as equity.
Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction,
net of tax, from the proceeds.
30-Jun-24 30-Jun-23 30-Jun-24 30-Jun-23
NUMBER NUMBER $ $
Ordinary shares on issue, fully paid 45,280,202 3,350,692,950 123,288,573 103,690,800
45,280,202 3,350,692,950 123,288,573 103,690,800
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
47
Reconciliation of movement in share capital
No. of Shares Issue Price Amount
Opening balance of 1 July 2023
3,350,692,950 103,690,800
Shares issued per placement – 14 July 2023
541,666,667 0.0023
1,245,833
Shares issued per share purchase plan applications – 1
September 2023
362,608,570 0.0023 834,000
Shares issued per share purchase plan shortfall offer to
employees and consultants – 6 September 2023
173,000,000 0.0023 346,000
Total shares on issue before consolidation 4,427,968,187
Consolidation of capital 1000:1 basis – 2 November 2023
(4,423,537,696)
Share issued per placement – 7 November 2023 31,000,000 0.400 12,400,000
Issue of shares in lieu of cash – 30 November 2023 484,771 0.690 334,492
Issue of shares to Mercer – 30 November 2023 576,369 0.694 400,000
Issue of shares to Employees under ESS – 9 January 2024 3,880,000 0.5500 2,134,000
Issue of shares to Bioheka – 9 January 2024 2,000,000 0.5500 1,100,000
Issue of shares to December 23 Raise Participants – 09
January 2024
1,480,000 0.5000 740,000
Conversion of Mercer Convertible notes – 28 March 2024 1,428,571 0.3500 500,000
Less: Costs of issue
(436,552)
Closing balance at 30 June 2024
45,280,202
123,288,573
1
Consolidation reduction balance also includes effect of fractional entitlement issues resulting from the consolidation
Ordinary shares participate in dividends and the proceeds on winding up of the parent entity in proportion to the
number of shares held. At a shareholders’ meetings each ordinary share is entitled to one vote when a poll is called,
otherwise each shareholder has one vote on a show of hands. Ordinary shares have no par value.
Capital risk management
The Group’s objective when managing capital is to safeguard their ability to continue as a going concern, so that
they can continue to provide returns to shareholders and benefits to other stakeholders and to maintain an optimal
capital structure to reduce the cost of capital.
In order to maintain or adjust the capital structure the Group may adjust the amount of dividends paid to
shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.
Consistent with others in the industry, the Group manages its capital by assessing the Group’s financial risk and
adjusts its capital structure in response to changes in these risks and in the market. These responses include the
management of debt levels, distributions to shareholders and share issues.
There have been no changes in the strategy adopted by management to control the capital of the Group since the
prior year. The Group is not subject to any externally imposed capital requirements.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
48
b) Reserves
i. Share Based Payment Reserve
30-Jun-24 30-Jun-23
$ $
Opening balance at 1 July
8,142,037 7,924,264
Exercise of performance rights
- (8,000)
Transfer of expired share-based payments
(7,031,096) -
Share based payments
187,996 225,773
1,298,937 8,142,037
ii. Foreign currency translation reserve
30-Jun-24 30-Jun-23
$ $
Opening balance at 1 July
315,406 (610,591)
Currency translation differences arising during the year
(386,941) 925,997
(71,535) 315,406
The reserve is used to recognise exchange differences arising from the translation of the financial statements of
foreign operations to Australian dollars. The reserve is recognised in profit and loss when the net investment is
disposed of.
17. DIVIDENDS
Dividends are recognised when declared during the financial year and no longer at the discretion of the company.
No dividends have been paid or provided in 2024 and 2023 financial year.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
49
18. EARNINGS PER SHARE
Basic earnings per share
Basic earnings per share is calculated by dividing the profit attributable to the owners of Argent BioPharma Limited,
excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary
shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the
financial year.
Diluted earnings per share
Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into
account the after-income tax effect of interest and other financing costs associated with dilutive potential ordinary
shares and the weighted average number of shares assumed to have been issued for no consideration in relation
to dilutive potential ordinary shares.
30-Jun-24 30-Jun-23
Earning per share
Basic loss per share (cents)
(47.36) (0.71)
Diluted loss per share (cents)
(47.36) (0.71)
Reconciliation of earnings to profit or loss
$ $
(Loss) used in calculating basic and diluted EPS
(17,530,600) (20,823,584)
Earnings per share
Basic loss per share (cents)
(47.36) (0.71)
Diluted loss per share (cents)
(47.36) (0.71)
Reconciliation of earnings to profit or loss
$ $
(Loss) used in calculating basic and diluted EPS
(17,530,600) (20,823,584)
Number Number
Weighted average number of ordinary shares and potential
ordinary shares
Weighted average number of ordinary shares used in calculating
basic and diluted EPS
37,012,466 2,947,177,984
At 30 June 2024, the Company had the following convertible securities on issue: performance rights 306,500 (2023:
18,400,000), options 17,680,275 (2023: 284,028,101) and convertible notes face value of A$1,600,000 and
US$5,206,432. Given the Group made a loss during the current financial year, these potential shares are considered
non-dilutive and therefore not included in the diluted EPS calculation.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
50
19. FINANCIAL RISK MANAGEMENT
The Group's activities expose it to a variety of financial risks: market risk (including foreign currency risk, price risk
and interest rate risk), credit risk and liquidity risk. The consolidated entity's overall risk management program
focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial
performance of the consolidated entity.
The Group’s financial instruments consist mainly of cash at bank, payables, receivables and the convertible notes.
The Group has not formulated any specific management objectives and policies in respect to debt financing,
derivatives or hedging activity. As a result, the Group has not formulated any specific management objectives and
policies in respect to these types of financial instruments. Should the Group change its position in the future, a
considered summary of these policies will be disclosed at that time.
The Group’s current exposure to the risk of changes in the market is managed by the Board of Directors.
Market risks
The Group is exposed to a variety of financial risks through its financial instruments for example, interest rate risk,
liquidity risk and credit risk, equity price risk on the convertible notes, as well as foreign currency risk.
Interest rate risk
At reporting date, other than leases and the convertible notes carried at fair value, the Group does not have long
term borrowings and its exposure to interest rate risk is assessed as low. The group monitors its interest rate risk
through sensitivity analysis, as outlined below.
The consolidated group’s exposure to interest rate risk which is the risk that a financial instrument’s value will
fluctuate as a result of changes in market interest rates and the effective weighted average interest rates on classes
of financial assets of the Group are summarised in the following tables:
Floating
interest rate
1 Year or
less
Over 1 to
5 years
Over 5
Years
Non-
interest
bearing
Remaining
contractual
maturities
Weighted
average
interest
rate
30-Jun-24
$ $ $ $ $ $ %
Financial assets
Cash and cash
equivalents
702,870 702,870 - - - 702,870
0.10%
Trade and other
receivables
- - - - 476,530 476,530
702,870 702,870 - - 476,530 1,179,400
Financial liabilities
Trade and other
payables
- - - - 2,719,163 2,719,163
Convertible notes
- - - - 8,679,515 8,679,515
Lease liabilities
- 223,813 820,911 - - 1,044,724
- 223,813 820,911 - 11,398,678 12,443,402
30-Jun-23 $ $ $ $ $ $ %
Financial assets
Cash and cash
equivalents
239,821 239,821 - - - 239,821
0.10%
Trade and other
receivables
- - - - 531,314 531,314
239,821 239,821 - - 531,314 771,135
Trade and other
payables
- - - - 3,303,826 3,303,826
Convertible notes
- - - - 9,179,515 9,179,515
Lease liabilities
- 190,570 347,412 37,157 - 575,139
- 190,570 347,412 37,157 12,483,341 13,058,480
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
51
1
The initial investment amount for the convertible notes represented a 10% discount to their face value. As the notes are
accounted for at fair value through profit or loss, the Group would have exposure to fair value movements arising from changes
in market interest rates.
At 30 June 2024 and 2023, a reasonably possible change in interest rates would not have resulted in a material
change to the Group’s post-tax loss or net assets for the year.
Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group’s
approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient cash to meet its
liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking
damage to the Group’s reputation. The Group monitors forecast cash flows on regular basis to manage its liquidity
risk.
Credit risk
Management has assessed the credit risk exposure as minimal at reporting date. Credit risk arises from exposure
to trade receivables, deposits with banks and other receivables, the balances of which at 30 June 2024 represent
the Group’s maximum exposure to credit risk. Management monitors its exposure to ensure recovery and
repayment of outstanding amounts. Cash deposits are only made with reputable banking institutions.
Foreign currency risk
The Group operates internationally and is exposed to foreign exchange risk arising from various currency
exposures, primarily with respect to the USD ($), GBP (£), Euro (€), and ILS (₪).
Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities
denominated in a currency that is not the entity’s functional currency. The risk is measured using cash flow
forecasting.
The consolidated entity has not entered into any derivative financial instruments to hedge such transactions and
anticipated future receipts or payments that are denominated in a foreign currency. The board manages the
purchase of foreign currency to meet operational requirements.
The consolidated entity’s exposure to foreign currency risk at the reporting date was not material. A reasonably
possible change in the value of the Australian dollar against the above currencies at 30 June would not have had a
material effect on the Group’s post-tax loss or net assets.
20. FAIR VALUE MEASUREMENT OF FINANCIAL INSTRUMENTS
When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes,
the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly
transaction between market participants at the measurement date; and assumes that the transaction will take
place either: in the principal market; or in the absence of a principal market, in the most advantageous market.
Fair value is measured using the assumptions that market participants would use when pricing the asset or liability,
assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based
on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient
data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising
the use of unobservable inputs.
Assets and liabilities measured at fair value are classified into three levels, using a fair value hierarchy that reflects
the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting
date and transfers between levels are determined based on a reassessment of the lowest level of input that is
significant to the fair value measurement.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
52
For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is
either not available or when the valuation is deemed to be significant. External valuers are selected based on
market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one
period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest
valuation and a comparison, where applicable, with external sources of data.
The following table presents the Group’s financial assets and liabilities measured and recognised at fair value.
• Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities
• Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is directly or indirectly observable
• Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value
measurement is unobservable
30 June 2024
Level 1 Level 2 Level 3 Total
Financial assets $ $ $ $
Other financial assets (equity investments)
- - - -
Closing balance at 30 June 2024
- - - -
Financial liabilities
Other financial liabilities (convertible note)
- - 8,679,515 8,679,515
Closing balance at 30 June 2024
- -
8,679,515 8,679,515
30 June 2023 Level 1 Level 2 Level 3 Total
Financial assets
$ $ $ $
Other financial assets (equity investments)
- - - -
Closing balance at 30 June 2023
- - - -
Financial liabilities
Other financial liabilities (convertible note)
- - 9,179,515 9,179,515
Closing balance at 30 June 2023
- - 9,179,515 9,179,515
a) Valuation techniques used to derive Level 1 fair values
The fair value of financial instruments recognised under Level 1 are measured based on the active market value,
determined in this case by the value a third party is willing to pay for the assets.
b) Valuation techniques used to derive Level 3 fair values
The fair value of financial instruments that are not traded in an active market are determined using valuation
techniques. These valuation techniques maximise the use of observable market data where it is available and rely
as little as possible on entity specific estimates.
Refer to note 15 for additional disclosures on the other financial liabilities accounted for at fair value through profit
or loss.
c) Fair value of other financial instruments
The Group also has a number of financial instruments that are not measured at fair value in the balance sheet. The
carrying value of cash, trade receivables and payables is a reasonable approximation of their fair values due to
their short-term nature.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
53
21. CONTROLLED ENTITIES
The consolidated financial statements of the Group include:
Country of Percentage Owned (%)*
Parent Entity:
incorporation
30-Jun-24 30-Jun-23
Argent BioPharma Ltd
Australia
Subsidiaries of Argent BioPharma Ltd:
Argent BioPharma (UK) Limited
UK
100 100
Argent BioPharma Research (Aus) Pty Ltd
Australia
100 100
Medicinal Cannabis Clinics Pty Ltd
Australia
100 100
Subsidiaries of Argent BioPharma (UK) Limited:
Argent BioPharma d.o.o
Slovenia
100 100
Panax Pharma s.r.o.
Czech Republic
- 87
Meta- Medix d.o.o
Slovenia
100 100
MGC Pharmaceuticals (sro)
Czech Republic
54 54
MedicaNL Israel 2019 Ltd
Israel
- 100
MGC Pharma (Malta) Holdings Limited
Malta
100 100
MGC Pharma (Malta) R&D Limited
Malta
100 100
Subsidiaries of MGC Pharma (Malta) Holdings Limited
MGC Pharma (Malta) Property Limited
Malta
100 100
MGC Pharma (Malta) Operations Limited
Malta
100 100
Subsidiaries of MGC Pharmaceuticals (sro)
MGC Pharmaceuticals Ltd (Russia)
Russia
100 100
* Percentage of voting power in proportion to ownership
During the period, no new entities were incorporated or acquired. Due to an effort to improve our cost base, and
reduce overheads, it was decided that, as of October 5, 2023, Panax no longer aligns with the Company’s strategy
and is no longer part of the group, with shares transferred to the local partner. In January 2024, MedicaNL ceased
operations, and following the most recent audit, the entity has now been formally closed. Aside from these
changes, there have been no other adjustments to subsidiary holdings since the prior year.
22. SEGMENT REPORTING
The Group identifies operating segments on the basis of internal reports about components of the Group that are
regularly reviewed in order to allocate resources to the segments and to assess their performance.
Geographic information on the Group’s revenue by location of operations for the period and total assets at 30 June
2024 is as follows:
Malta Israel
Slovenia and
others Australia
30 June 2024
$ $
$ $
Sales revenue
13,212 - 440,443 437,428
Total assets 5,324,371 - 3,627,345 1,835,664
30 June 2023
Sales revenue
- 7,098 2,846,926 533,543
Total assets 6,412,025 28,170 2,228,708 1,314,748
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
54
23. CONTINGENCIES AND COMMITMENTS
There have been no significant changes to commitments and contingent liabilities as at 30 June 2024.
24. CASH FLOW INFORMATION
30-Jun-24 30-Jun-23
$ $
Reconciliation of Cash Flow from Operations with Loss after Income
Tax
(Loss) after income tax
(17,548,433) (21,133,535)
Cash flows excluded from loss attributable to operating activities
Non-cash flows in loss
Depreciation and amortisation
1,293,795 751,937
Gain on lease modifications
- (161,356)
Share based payment expense
3,643,996 2,656,885
Loss on financial liabilities at fair value
- 131,409
Impairment of intangible assets
- 3,145,724
(Reversal of) Impairment of equity investment
(1,341,465) 1,231,245
Impairment of unlisted investment - 155,971
Other non-cash operating Items
400,000 (216,338)
Other non-trading income - (528,213)
Exchange differences
276,336 (88,636)
Changes in assets and liabilities, net of the effects of purchase of
subsidiaries
Decrease / (increase) in inventory
487,382 475,301
Decrease / (increase) in trade and other receivables
(234,003) 1,405,800
Increase / (decrease) in trade payables and accruals
(1,640,099) 188,631
Cash flow used in operations
(14,662,491) (11,985,175)
25. AUDITOR’S REMUNERATION
30-Jun-24 30-Jun-23
$ $
Fees to Hall Chadwick
Fees for auditing the statutory financial report of the parent
covering the group and auditing the statutory financial reports
of any controlled entities
220,500 140,000
Fees for other services
- Tax compliance services
18,653 14,918
Total auditor’s remuneration
239,153 154,918
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
55
26. PARENT COMPANY DISCLOSURES
The financial information for the parent entity, Argent BioPharma Ltd, has been prepared on the same basis as the
consolidated financial statements.
i) Summary of financial information
The individual financial statements for the parent entity show the following aggregate amounts:
30-Jun-24 30-Jun-23
$ $
Current assets
737,725 227,872
Non-current assets 21,060,821 18,735,115
Total Assets
21,798,546 18,962,987
Current liabilities 10,108,276 10,570,460
Total Liabilities
10,108,276 10,570,460
Contributed equity 123,288,573 103,690,800
Share based payment reserve
1,298,937 8,142,037
Accumulated losses
(112,897,240) (103,440,310)
Total Equity
11,690,270 8,392,527
Loss for the year (16,488,026) (6,190,340)
Total comprehensive loss for the year
(16,488,026) (6,190,340)
ii) Commitments and contingent liabilities of the parent
The parent entity did not have any contingent liabilities or commitments as at 30 June 2024 (30 June 2023: nil)
other than as disclosed at note 23.
iii) Guarantees entered into the parent entity
There were no guarantees entered into by the parent entity.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
56
27. RELATED PARTY TRANSACTIONS
a) Key Management Personnel Remuneration
Compensation
The aggregate compensation made to directors and other members of key management personnel of the
consolidated entity is set out below:
30-Jun-24 30-Jun-23
$ $
Short-term employee benefits
541,518 918,469
Share-based payments 27,834 -
569,352 918,469
b) Transactions with Director related entities
Directors and officers, or their personally related entities, hold positions in other entities that result in them having
controls or significant influence over the financial or operating policies of those entities.
Refer to the remuneration report contained in the directors’ report for details of non-remuneration related
transactions including amounts receivable and payable at the end of the year.
28. SHARE BASED PAYMENTS
Equity-settled and cash-settled share-based compensation benefits are provided to employees.
Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in
exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services,
where the amount of cash is determined by reference to the share price.
The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently
determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise
price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of
the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together
with non-vesting conditions that do not determine whether the consolidated entity receives the services that
entitle the employees to receive payment. No account is taken of any other vesting conditions.
The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over
the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the
award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting
period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting
date less amounts already recognised in previous periods.
The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying
either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on
which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated
as follows:
• during the vesting period, the liability at each reporting date is the fair value of the award at that date
multiplied by the expired portion of the vesting period.
• from the end of the vesting period until settlement of the award, the liability is the full fair value of the
liability at the reporting date.
All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash
paid to settle the liability.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
57
Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to market
conditions are considered to vest irrespective of whether or not that market condition has been met, provided all
other conditions are satisfied.
If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been
made. An additional expense is recognised, over the remaining vesting period, for any modification that increases
the total fair value of the share-based compensation benefit as at the date of modification.
If the non-vesting condition is within the control of the consolidated entity or employee, the failure to satisfy the
condition is treated as a cancellation. If the condition is not within the control of the consolidated entity or
employee and is not satisfied during the vesting period, any remaining expense for the award is recognised over
the remaining vesting period, unless the award is forfeited.
If equity-settled awards are cancelled, it is treated as if it has vested on the date of cancellation, and any remaining
expense is recognised immediately. If a new replacement award is substituted for the cancelled award, the
cancelled and new award is treated as if they were a modification.
a) Performance Rights
2024
On 19 January 2024, the Company rewarded key employees via the issuance of 306,000 Performance Rights.
2023
No performance rights were issued during the year.
Reconciliation of Performance Rights
Opening
Balance
Granted as
compensation
i
Exercised Lapsed and
other changes
1
Outstanding at
30 June
Outstanding and
Exercisable at 30
June
2024
18,400,000 306,000 - (18,399,500)
306,500 306,500
2023
68,875,000
- 1,800,000 (48,475,000) 18,400,000 18,400,000
1
Share consolidation 1000:1
b) Options
2024
A total of 240,000 incentive options were granted to directors Daniel Robinson and Layton Mills as part of the
board's incentive plan.
2023
No options have been issued.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
58
Table of share-based payment options
Description Opening
Balance
Granted Exercised Lapsed and
other
changes
1
Closing
Balance
Unlisted options exercisable at $0.05
expiring 31 Aug 2023
16,300,000 - - 16,300,000 -
Unlisted options exercisable at $0.06
expiring 31 Aug 2023
17,500,000 - - 17,500,000 -
Unlisted options exercisable at $0.07
expiring 31 Aug 2023
17,500,000 - - 17,500,000 -
Unlisted options exercisable at £0.02
expiring 1 Dec 2024
9,000,000 - - 8,991,000
1
9,000
Unlisted options exercisable at $0.013
expiring 30 Jun 2025
50,000,000 - - 49,950,000
1
50,000
Unlisted options exercisable at £1.20
expiring 14 July 2026
- 540,668 - - 540,668
Unlisted options exercisable at $0.013
expiring 31 July 2026
- 181,422 - - 181,422
Unlisted option exercisable at $1.00
expiring 10 January 2027
- 740,000 - - 740,000
Unlisted option exercisable at $0.42
expiring 28 March 2027
- 240,000 - - 240,000
Unlisted options exercisable at US$0.32
expiring 7 November 2028
- 15,500,000 - - 15,500,000
Unlisted options exercisable at $0.86
expiring 1 December 2028
- 288,185 - - 288,185
Unlisted options exercisable at $0.70
expiring 1 March 2029
- 131,000 - - 131,000
TOTAL 110,300,000 17,621,275 - (110,241,000) 17,680,275
1
Share consolidation 1000:1
Share-based payment expense
For the year ended 30 June 2024, the Group has recognised $3,643,996 of share-based payment expenses in the
statement of profit or loss (30 June 2023: $1,339,385) relating to share-based payments and issuance of shares to
directors and employees.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
59
29. EVENTS AFTER THE REPORTING DATE
Subsequent to year end, the Company had the following events for disclosure:
• The Company advised shareholders that the Australian Securities Exchange (ASX) had provided its formal
approval for the Company to delist from the official list of the ASX. A lack of liquidity, difficulties fundraising
and listing costs all contributed to the decision and conjunctionally, the Company believes it is better suited
to an LSE listing. The Company will provide updates to shareholders as the delisting date eventuates.
• Argent BioPharma announced a strategic collaboration with SINTEF, one of Europe’s largest independent
research organisations, to address the critical and unmet clinical challenge of chronic wound management,
through nano-formulations as part of the Company’s ongoing expansion into new therapeutic areas.
• During July 2024, Argent BioPharma raised US$2,500,000 through the issue of 3,125,000 fully paid ordinary
shares at US$0.80 (~A$1.20) per share (Placement Shares). The placement participants will also be issued one
(1) free attaching warrant for every two (2) Placement Shares subscribed for which is exercisable at US$1.20
(~A$1.80) each.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
60
Consolidated Entity Disclosure Statement
As at
30 June 2024
Entity name Entity Type
Place formed/
Country of
incorporation
Ownership
interest %
Tax
residency
Argent BioPharma Ltd
Body corporate
Australia
-
Australia
Subsidiaries of Argent BioPharma Ltd:
Argent BioPharma (UK) Limited
Body corporate UK
100
UK
Argent BioPharma Research (Aus) Pty
Ltd
Body corporate Australia
100
Australia *
Medicinal Cannabis Clinics Pty Ltd
Body corporate Australia
100
Australia *
Subsidiaries of Argent BioPharma (UK)
Limited:
Argent BioPharma d.o.o
Body corporate Slovenia
100
Slovenia
Panax Pharma s.r.o.
Body corporate Czech Republic
-
Czech
Republic
Meta- Medix d.o.o
Body corporate Slovenia
100
Slovenia
MGC Pharmaceuticals (sro)
Body corporate Czech Republic
54
Czech
Republic
MedicaNL Israel 2019 Ltd
Body corporate Israel
-
Israel
MGC Pharma (Malta) Holdings Limited
Body corporate Malta
100
Malta
MGC Pharma (Malta) R&D Limited
Body corporate Malta
100
Malta
Subsidiaries of MGC Pharma (Malta)
Holdings Limited
MGC Pharma (Malta) Property Limited
Body corporate
Malta
100 Malta
MGC Pharma (Malta) Operations Limited
Body corporate
Malta
100 Malta
Subsidiaries of MGC Pharmaceuticals
(sro)
MGC Pharmaceuticals Ltd (Russia)
Body corporate
Russia
100 Russia
* Argent BioPharma Ltd (the ‘head entity’) and its wholly-owned Australian subsidiaries have formed an income
tax consolidated group under the tax consolidation regime.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Notes to the Financial Statements
61
Directors’ Declaration
The Directors of the Company declare that in their opinion:
1. The financial statements and notes, as set out in pages 22 to 60, are in accordance with the Corporations Act
2001 and:
a) comply with Accounting Standards and the Corporations Regulations 2001;
b) are in accordance with International Financial Reporting Standards, as stated in note 2a to the financial
statements;
c) give a true and fair view of the consolidated group’s financial position as at 30 June 2024 and its
performance for the year ended on that date; and
d) representations made throughout the Directors report are fair and reasonable.
2. The Directors have been given the declaration required by section 295A of the Corporations Act 2001.
3. The remuneration disclosures contained in the Remuneration Report comply with s300A of the Corporations
Act 2001.
4. The information disclosed in the attached consolidated entity disclosure statement is true and correct.
5. In the Directors opinion, subject to the matters set out in note 2(a) to the financial statements, there are
reasonable grounds to believe that the Company will be able to pay its debts as and when they become due
and payable.
This declaration is made in accordance with a resolution of the Board of Directors.
Roby Zomer
Managing Director
Dated 30 September 2024
ARGENT BIOPHARMA LTD
ABN 30 116 800 269
AND ITS CONTROLLED ENTITIES
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
ARGENT BIOPHARMA LTD
Report on the Financial Report
Opinion
We have audited the financial report of Argent Biopharma Ltd (the company) and its controlled entities (the
group), which comprises the consolidated statement of financial position as at 30 June 2024, 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 year then ended, and notes to the financial statements, including
a summary of material accounting policy information, consolidated entity disclosure statement and the
director's declaration.
In our opinion, the accompanying financial report of the group is in accordance with the Corporations Act
2001, including:
(i)
giving a true and fair view of the group’s financial position as at 30 June 2024 and of its financial
performance for the year then ended; and
(ii)
complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for Opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those
standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section
of our report. We are independent of the group in accordance with the auditor independence requirements of
the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards
Board’s APES 110: Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of
the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the
Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given
to the directors of the company, would be in the same terms if given to the directors as at the time of this
auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our
opinion.
Material Uncertainty Related to Going Concern
We draw attention to Note 2 in the financial statements which indicates that the group incurred a loss after
tax of $17,548,433 during the year ended 30 June 2024 and as of that date, the group’s total liabilities
exceeded its total assets by $9,435,864. As stated in Note 2, these events or conditions, along with other
matters as set forth in Note 2, indicate the existence of a material uncertainty that may cast significant doubt
on the group’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.
ARGENT BIOPHARMA LTD
ABN 30 116 800 269
AND ITS CONTROLLED ENTITIES
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
ARGENT BIOPHARMA LTD
Key Audit Matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit
of the financial report for the year ended 30 June 2024. These matters were addressed in the context of our
audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate
opinion on these matters.
Key Audit Matter
How Our Audit Addressed
the Key Audit Matter
Carrying value of non-current assets
Refer to note 10 plant and equipment, note 12 investments accounted for using the equity method and note
3 critical accounting estimates and judgements
As required by Australian Accounting Standards, the
group is required to perform impairment testing on
the carrying value of non-current assets when there
is objective evidence indicate the asset is impaired.
The group performed impairment testing on its
carrying value of plant and equipment and identified
no impairment as at 30 June 2024.
The group performed impairment testing on its
equity-accounted investment in ZAM Software Ltd
and concluded the previous impairment indicator is
no longer present, resulting in a reversal of
$1,341,465 impairment recognised in the current
period.
We considered this to be a key audit matter because
of the significant judgment and estimates involved in
determining the recoverable amount of these assets,
including assumptions relating to future revenues,
operating and capital costs, the discount rate use to
reflect the risk associated with the forecast cash
flows which are affected by future events and
economic conditions.
Our audit procedures included, amongst others:
• Ensured the group’s impairment methodology
was in accordance with the requirements of the
applicable Australian Accounting Standards.
• Attended various sites and inspected the physical
condition of the assets held at the laboratory and
manufacturing facility on a sample basis.
• Evaluated management’s key assumptions used
in the cash flows forecasts to determine the
recoverable amount of these assets, including
the involvement of our valuation experts to review
the mathematical accuracy of the cash flows
forecasts, discount rates and terminal value
growth rates where applicable.
• Concurred with management’s assessment to
the reversal of the impairment relating to
investment in ZAM Software Ltd and recalculated
the accuracy of amount is recognised correctly in
the current year.
• Assessed the adequacy of the group’s
disclosures in relation to the impairment of non-
current assets and investments accounted for
using the equity method.
Information Other than the Financial Report and Auditor’s Report Thereon
The directors are responsible for the other information. The other information comprises the information
included in the group’s annual report for the year ended 30 June 2024, but does not include the financial
report and our auditor’s report thereon.
Our opinion on the financial report does not cover the other information and accordingly we do not express
any form of assurance conclusion thereon.
ARGENT BIOPHARMA LTD
ABN 30 116 800 269
AND ITS CONTROLLED ENTITIES
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
ARGENT BIOPHARMA LTD
In connection with our audit of the financial report, our responsibility is to read the other information and, in
doing so, consider whether the other information is materially inconsistent with the financial report or our
knowledge obtained in the audit or otherwise appears to be materially misstated.
If, based on the work we have performed, we conclude that there is a material misstatement of this other
information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of the Directors for the Financial Report
The directors of the group are responsible for the preparation of the financial report that gives a true and fair
view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal
control as the directors determine is necessary to enable the preparation of the financial report that gives a
true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the financial report, the directors are responsible for assessing the ability of the group to continue
as a going concern, disclosing, as applicable, matters related to going concern and using the going concern
basis of accounting unless the directors either intend to liquidate the group or to cease operations, or have
no realistic alternative but to do so.
Auditor’s Responsibilities for the Audit of the Financial Report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from
material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in
accordance with the Australian Auditing Standards will always detect a material misstatement when it exists.
Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate,
they could reasonably be expected to influence the economic decisions of users taken on the basis of this
financial report.
As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement
and maintain professional scepticism throughout the audit. We also:
− Identify and assess the risks of material misstatement of the financial report, whether due to fraud or
error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is
sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material
misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
− Obtain an understanding of internal control relevant to the audit in order to design audit procedures that
are appropriate in the circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the group’s internal control.
− Evaluate the appropriateness of accounting policies used and the reasonableness of accounting
estimates and related disclosures made by the directors.
− Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and,
based on the audit evidence obtained, whether a material uncertainty exists related to events or
conditions that may cast significant doubt on the group’s ability to continue as a going concern. If we
conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the
related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion.
Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However,
future events or conditions may cause the group to cease to continue as a going concern.
ARGENT BIOPHARMA LTD
ABN 30 116 800 269
AND ITS CONTROLLED ENTITIES
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF
ARGENT BIOPHARMA LTD
− Evaluate the overall presentation, structure and content of the financial report, including the disclosures,
and whether the financial report represents the underlying transactions and events in a manner that
achieves fair presentation.
− Obtain sufficient appropriate audit evidence regarding the financial information of the entities or
business activities within the group to express an opinion on the financial report. We are responsible
for the direction, supervision and performance of the group audit. We remain solely responsible for our
audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the
audit and significant audit findings, including any significant deficiencies in internal control that we identify
during our audit.
We also provide the directors with a statement that we have compiled with relevant ethical requirements
regarding independence, and to communicate with them all relationships and other matters that may
reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the communication with the directors, we determined those matters that were of most significant in
the audit of the financial report for the current period and are therefore the key audit matters. We have
described these matters in our auditor’s report unless laws or regulations precludes public disclosure about
the matter, or when in extremely rare circumstances, we determined that a matter should not be
communicated in our report because the adverse consequences of doing so would reasonably be expected
to outweigh the public interest benefits of such communication.
Report on the Remuneration Report
We have audited the remuneration report included in the directors’ report for the year ended 30 June 2024.
In our opinion, the remuneration report of Argent Biopharma Ltd for the year ended 30 June 2024 complies
with s 300A of the Corporations Act 2001.
Responsibilities
The directors of the company are responsible for the preparation and presentation of the remuneration report
in accordance with s 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the
remuneration report based on our audit conducted in accordance with Australian Auditing Standards.
HALL CHADWICK (NSW)
Level 40, 2 Park Street
Sydney NSW 2000
ANTHONY TRAVERS
Partner
Dated: 30 September 2024
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Additional ASX Information
66
Additional ASX Information
EXCHANGE LISTING
Argent BioPharma Ltd shares are listed on the Australian Securities Exchange under ASX code RGT. The Company
is also listed on the London Stock Exchange via the trading of depositary interests and the OTCQB, under code RGT
and RTGLF respectively.
SUBSTANTIAL SHAREHOLDERS (HOLDING MORE THAN 5%)
Name
Number of Fully Paid
Ordinary Shares
Voting Power
Oak Capital Partners LLC
8,370,718
17.29%
Group Capital LLC
3,913,812 8.09%
David Safren
3,405,016 7.03%
CLASS OF SHARES AND VOTING RIGHTS
At 6 September 2024, there were 9,140 holders of 48,405,602 ordinary fully paid shares of the Company. The
voting rights attaching to the ordinary shares are in accordance with the Company’s Constitution being that:
a. each Shareholder entitled to vote may vote in person or by proxy, attorney or Representative;
b. on a show of hands, every person present who is a Shareholder or a proxy, attorney or Representative of
a shareholder has one vote; and
c. on a poll, every person present who is a shareholder or a proxy, attorney or Representative of a
shareholder shall, in respect of each fully paid Share held by him, or in respect of which he is appointed a
proxy, attorney or Representative, have one vote for the Share, but in respect of partly paid Shares, shall,
have such number of votes as bears the proportion which the paid amount (not credited) is of the total
amounts paid and payable (excluding amounts credited).
ESCROWED SECURITIES
There are currently no escrowed securities on issue.
CASH USAGE
Since the time of listing on ASX, the entity has used its cash and assets in a form readily converted to cash that it
had at the time of admission to the official list of ASX in a manner which is consistent with its business objectives.
RANGE OF ORDINARY SHARES AS AT 6 SEPTEMBER 2024
Range Total Holders Shares %
1 - 1,000
8,695 824,038 1.70
1,001 - 5,000 305 645,065 1.33
5,001 – 10,000 49 345,462 0.71
10,001 – 100,000 52 1,609,685 3.33
100,001 and Over 39 44,981,352 92.93
Total 9,140 48,405,602 100.00
The number of shareholders holding less than a marketable parcel is 8,822.
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Additional ASX Information
67
UNLISTED SECURITIES AS AT 6 SEPTEMBER 2024
Securities
Number of
Securities
on issue
Number
of
Holders
Name of Holders holding more than
20%
Number
Held
Unlisted options exercisable at
£20.00 expiring 1 Dec 2024
9,000
1 Jim Nominees Limited 9,000
Unlisted options exercisable at
$13.00 expiring 30 Jun 2025
50,000
1 Mercer Street Global Opportunity Fund LLC 50,000
Unlisted options exercisable at £1.20
expiring 14 July 2026
540,668
11 Orca Capital GMBH 166,668
Unlisted options exercisable at
$0.013 expiring 31 July 2026
181,422
241 -
Unlisted option exercisable at $1.00
expiring 10 January 2027
740,000
3
Jacob Goldstein
Shayeh Greenfield
518,000
148,000
Unlisted option exercisable at $0.42
expiring 28 March 2027
240,000 2
Layton Mills
Daniel Robinson
120,000
120,000
Unlisted warrant exercisable at
US$1.20 expiring 3 July 2027
312,500 1 A1 Invest LLC
Unlisted warrant exercisable at
US$1.20 expiring 17 July 2027
1,250,000
1 Oak Capital Partners LLC 1,250,000
Unlisted options exercisable at
US$0.32 expiring 7 November 2028
15,500000
32 -
Unlisted options exercisable at $0.86
expiring 1 December 2028
288,185
1 Mercer Street Global Opportunity Fund LLC 288,185
Unlisted options exercisable at $0.70
expiring 1 March 2029
131,000
17 -
Convertible Notes 6,806,432 1 Mercer Street Global Opportunity Fund LLC 6,806,432
Performance Rights 324,400 15 -
TOP 20 SHAREHOLDERS AS AT 6 SEPTEMBER 2024
Rank Name
Number of
Shares
% of
Shares
1
OAK CAPITAL PARTNERS LLC 8,370,718 17.29
2
GROUP CAPITAL LLC 3,913,812 8.09
3
DAVID SAFREN 3,405,016 7.03
4
CITICORP NOMINEES PTY LIMITED 2,301,084 4.75
5
SHLOMIE BIERMAN 2,230,874 4.61
6
COMPUTERSHARE CLEARING PTY LTD <CCNL DI A/C> 2,099,936 4.34
7
ISAMAR MARGARETEN 1,956,906 4.04
8
MR SHACHAR SHIMONY 1,933,000 3.99
9
YAAKOV SAFREN 1,643,802 3.40
10
JACOB GOLDSTEIN 1,623,072 3.35
11
YORAM DRUCKER 1,604,664 3.32
12
YOSEF SAFREN 1,565,526 3.23
13
SHALOM SAFREN 1,448,112 2.99
14
BIOHEKA LIMITED 1,258,500 2.60
15
MRS YIFAT STEUER 1,117,194 2.31
16
ELIRON YARON 750,000 1.55
17
A1 INVEST LLC 625,000 1.29
ARGENT BIOPHARMA LTD
Annual Report for the year ended 30 June 2024
Additional ASX Information
68
18
MR ITAY DAVID NISSIM 600,000 1.24
19
MR AMIR POLAK 592,626 1.22
20
JOSEPH SCHWARTZ 547,934 1.13
Total
39,587,776
81.78
Total issued capital – selected security class(es) 8,817,826 18.22
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