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Financial assets and liabilities (Tables)
6 Months Ended
Dec. 31, 2023
Disclosure Of Financial Assets And Liabilities [Abstract]  
Summary of Financial Instruments
The Group holds the following financial instruments:
Financial assets
(in U.S. dollars, in thousands)
Notes
Assets at
FVOCI(1)
Assets at
FVTPL(2)
Assets at
amortized cost
Total
As of December 31, 2023
Cash & cash equivalents5(a)— — 77,554 77,554 
Trade & other receivables5(b)— — 3,998 3,998 
Financial assets at fair value through other comprehensive income826 — — 826 
Other non-current assets— — 2,241 2,241 
826  83,793 84,619 
As of June 30, 2023
Cash & cash equivalents5(a)— — 71,318 71,318 
Trade & other receivables5(b)— — 6,998 6,998 
Financial assets at fair value through other comprehensive income1,757 — — 1,757 
Other non-current assets— — 2,326 2,326 
1,757  80,642 82,399 
(1)Fair value through other comprehensive income
(2)Fair value through profit or loss
Financial liabilities
(in U.S. dollars, in thousands)
Notes
Liabilities at
FVOCI(1)
Liabilities at
FVTPL(2)
Liabilities at
amortized cost
Total
As of December 31, 2023
Trade and other payables5(c)— — 10,760 10,760 
Borrowings5(d)— — 115,762 115,762 
Contingent consideration5(e)(iii)— 17,536 — 17,536 
Warrant liability5(e)(vi)— 992 — 992 
 18,528 126,522 145,050 
As of June 30, 2023
Trade and other payables5(c)— — 20,145 20,145 
Borrowings5(d)— — 108,763 108,763 
Contingent consideration5(e)(iii)— 17,199 — 17,199 
Warrant liability5(e)(vi) 5,426  5,426 
 22,625 128,908 151,533 
(1)Fair value through other comprehensive income
(2)Fair value through profit or loss
Summary of Cash and Cash Equivalents
a.    Cash and cash equivalents
(in U.S. dollars, in thousands)As of
December 31,
2023
As of
June 30,
2023
Cash at bank77,144 70,920 
Deposits at call(1)
410 398 
77,554 71,318 
(1)As of December 31, 2023 and June 30, 2023, interest-bearing deposits at call include amounts of $0.4 million and $0.4 million, respectively, held as security and restricted for use.
Summary of Trade and Other Receivables and Prepayments
b.    Trade and other receivables and prepayments
(i)    Trade and other receivables
(in U.S. dollars, in thousands)As of
December 31,
2023
As of
June 30,
2023
Trade debtors1,804 2,276 
Tax incentives recoverable (1)
1,271 2,363 
Foreign withholding tax recoverable471 471 
U.S. Tax credits— 1,473 
Net investment in sublease216 195 
Interest receivables11 18 
Other recoverable taxes (Goods and services tax and value-added tax)225 202 
Trade and other receivables3,998 6,998 
(1) Research and development tax incentive
The Group's research and development activities are eligible under the Australian government's Innovation
Australia Research and Development Tax Incentive program for research and development activities conducted in relation
to qualifying research that meets the regulatory criteria. Management has assessed these activities and expenditures to
determine which costs are likely to be eligible under the incentive scheme. The Group assesses, on an annual basis, the
quantum of previous research and development tax claims and on-going eligibility to claim this tax incentive in Australia. The tax incentives recoverable as of December 31, 2023 pertains to an estimate for the year ended June 30, 2023.
(ii)    Prepayments
(in U.S. dollars, in thousands)As of
December 31,
2023
As of
June 30,
2023
Clinical trial research and development expenditure23 950 
Prepaid insurance and subscriptions3,219 2,025 
Other360 367 
Prepayments3,602 3,342 
Summary of Trade and Other Payables
c.    Trade and other payables
(in U.S. dollars, in thousands)As of
December 31,
2023
As of
June 30,
2023
Trade payables and other payables10,760 20,145 
Trade and other payables10,760 20,145 
Summary of Borrowings
d.    Borrowings
(in U.S. dollars, in thousands)As of
December 31,
2023
As of
June 30,
2023
Borrowings
Secured liabilities:
Borrowing arrangements81,919 81,919 
Less: transaction costs(9,215)(8,740)
Amortization of carrying amount, net of payments made43,058 35,584 
115,762 108,763 
(in U.S. dollars, in thousands)As of
December 31,
2023
As of
June 30,
2023
Borrowings
Current
Borrowings - NovaQuest367 336 
Borrowings - Oaktree8,167 5,616 
8,534 5,952 
Non-current
Borrowings - NovaQuest60,878 55,739 
Borrowings - Oaktree46,350 47,072 
107,228 102,811 
115,762 108,763 
Summary of Net Debt
(iii)    Net Debt Reconciliation
(in U.S. dollars, in thousands)As of
December 31,
2023
As of
June 30,
2023
Cash and cash equivalents77,554 71,318 
Borrowings(115,762)(108,763)
Lease liabilities(6,237)(7,732)
Warrant liability(992)(5,426)
Net Debt(1)
(45,437)(50,603)
Cash and cash equivalents77,554 71,318 
Gross debt - fixed interest rates(121,999)(116,495)
Gross debt - variable interest rates— — 
Warrant liability(992)(5,426)
Net Debt(1)
(45,437)(50,603)
(1)Net debt amount includes leases and borrowing arrangements.
Summary of Net Debt Reconciliation
Liabilities from financing activities Other assets
(in U.S. dollars, in thousands)Borrowings LeasesWarrant liability Sub-totalCash and cash
equivalents
Total
Net Debt as at June 30, 2023(108,763)(7,732)(5,426)(121,921)71,318 (50,603)
Cash Flows(1)
3,163 2,337 — 5,500 4,940 10,440 
Remeasurement adjustments(120)— 4,434 4,314 — 4,314 
Other Changes(2)
(10,042)(782)— (10,824)— (10,824)
Foreign exchange adjustments— (60)— (60)1,296 1,236 
Net Debt as at December 31, 2023(115,762)(6,237)(992)(122,991)77,554 (45,437)
(1)Cash flows include the payments of borrowings, lease liabilities, interest and debt transaction costs which are presented as financing cash flows in the statement of cash flows.
(2)Other changes include modification of leases and accrued interest expenses for borrowings and leases.
Summary of Financial Assets and Liabilities Measured and Recognized at Fair Value
The following table presents the Group's financial assets and financial liabilities measured and recognized at fair value as of December 31, 2023 and June 30, 2023 on a recurring basis, categorized by level according to the significance of the inputs used in making the measurements:
As of December 31, 2023
(in U.S. dollars, in thousands)NotesLevel 1Level 2Level 3Total
Financial Assets
Financial assets at fair value through other comprehensive income:
Equity securities - biotech sector— — 826 826 
Total Financial Assets  826 826 
Financial Liabilities
Financial liabilities at fair value through profit or loss:
Contingent consideration5(e)(iii)— — 17,536 17,536 
Warrant liabilities5(e)(vi)  992 992 
Total Financial Liabilities  18,528 18,528 
As of June 30, 2023
(in U.S. dollars, in thousands)NotesLevel 1Level 2Level 3Total
Financial Assets
Financial assets at fair value through other comprehensive income:
Equity securities - biotech sector— — 1,757 1,757 
Total Financial Assets  1,757 1,757 
Financial Liabilities
Financial liabilities at fair value through profit or loss:
Contingent consideration5(e)(iii)— — 17,199 17,199 
Warrant liabilities5(e)(vi)—  5,426 5,426 
Total Financial Liabilities  22,625 22,625 
Summary of Changes in Fair Value of Level 3 Instruments
The following table presents the changes in level 3 instruments for the six months ended December 31, 2023 and the year ended June 30, 2023.
(in U.S. dollars, in thousands)Contingent
consideration
provision
Opening balance - July 1, 202223,284 
Reclassification during the period2,686 
Charged/(credited) to consolidated income statement: 
Remeasurement(1)
(8,771)
Closing balance - June 30, 202317,199 
 
Opening balance - July 1, 202317,199 
Charged/(credited) to consolidated income statement: 
Remeasurement(2)
337 
Closing balance - December 31, 202317,536 
(1)In the year ended June 30, 2023 a gain of $8.8 million was recognized on the remeasurement of contingent consideration pertaining to the acquisition of the MSC assets. This remeasurement was a net result of changing the key assumptions of the contingent consideration valuation such as probability of payment, developmental timelines and the increase in valuation as the time period shortens between the valuation date and the potential settlement dates of contingent consideration, including the impact from the complete response from the FDA on the Group's BLA for remestemcel-L for the treatment of pediatric SR-aGVHD in August 2023. The assumptions relating to development timelines were updated to reflect expectations as a result of the complete response.
(2)In the six months ended December 31, 2023 a minimal gain was recognized on the remeasurement of contingent consideration pertaining to the acquisition of the MSC assets. This remeasurement was a net result of changing key assumptions of the contingent consideration valuation such as development timelines and the increase in valuation as the time period shortens between the valuation date and the potential settlement dates of contingent consideration.
Summary of Quantitative Information About the Significant Unobservable Inputs Used in Level 3 Fair Value Measurements
The following table summarizes the quantitative information about the significant unobservable inputs used in level 3 fair value measurements:
(in U.S. dollars, in thousands, except percent data)Range of inputs
(weighted average)
DescriptionFair value
as of
December 31,
2023
Fair value
as of
June 30,
2023
Valuation
technique
Unobservable
inputs(1)
Six Months Ended
December 31,
2023
Year Ended
June 30,
2023
Relationship of
unobservable inputs to
fair value
Contingent consideration provision17,536 17,199 Discounted cash flowsRisk adjusted discount rate
11%-13%
(12.5%)
11%-13%
(12.5%)
Six months ended December 31, 2023: A change in the discount rate by 0.5% would increase/decrease the fair value by an insignificant amount.

Year ended 30 June, 2023: A change in the discount rate by 0.5% would increase/decrease the fair value by 0.01%.
Expected unit sales priceVariousVarious
Six months ended December 31, 2023: A change in the price assumptions by 10% would increase/decrease the fair value by 0.1%.

Year ended 30 June, 2023: A change in the price assumptions by 10% would increase/decrease the fair value by 0.1%.
Expected sales volumesVarious Various
Six months ended December 31, 2023: A change in the volume assumptions by 10% would increase/decrease the fair value by 0.1%.

Year ended 30 June, 2023: A change in the volume assumptions by 10% would increase/decrease the fair value by 0.1%.
Probability of success and paymentVariousVarious
Six months ended December 31, 2023: A change in the probability of success and payment assumptions by 10% and 20% would increase/decrease the fair value by 10.0% and 20.0%, respectively.

Year ended 30 June, 2023: A change in the probability of success and payment assumptions by 10% and 20% would increase/decrease the fair value by 8% and 16%, respectively.
(1)There were no significant inter-relationships between unobservable inputs that materially affect fair values.
Disclosure of Detailed Information About Valuation Processes of Contingent Consideration at Fair Value Explanatory
As of
December 31,
As of
June 30,
The fair value of contingent consideration
(in U.S. dollars, in thousands)
20232023
Fair value of cash or stock payable, dependent on achievement of future late-stage clinical or regulatory targets16,924 16,606 
Fair value of royalty payments from commercialization of the intellectual property acquired612 593 
17,536 17,199 
Summary of Warrant Liability
(in U.S. dollars, in thousands)As of
December 31,
As of
June 30,
Warrant liability20232023
Opening balance5,426 2,185 
Warrants fair value at grant date - December 22, 2022— 1,036 
Remeasurement of warrant liability(4,434)2,205 
Closing Balance992 5,426 
Summary of Fair Value of Warrants The following assumptions were based on observable market conditions that existed at the issue date and as of December 31, 2023.
(in U.S. dollars, except percent data and as otherwise noted)
Assumption
As of
December 31,
2023
As of June 30, 2023Rationale
Share Price$1.10$3.91Closing share price on valuation date from external market source
Exercise Price
$3.70 to $7.26
$3.70 to $7.26
As per subscription agreement
Expected Term
5 to 7 years
6 to 7 years
As per subscription agreement
Dividend Yield0%0%Based on Company’s nil dividend history
Expected Volatility86.71%81.26%Based on historical volatility data for the Company
Risk Free Interest Rate3.88%4.01%
Based on the closing U.S treasury issued 7 year bonds on valuation date
Fair value per warrant
$0.4000 to $0.6248
$2.3103 to $2.9401
Determined using Black-Scholes valuation model with the inputs above
Fair value$992,233$5,426,212
Fair value of 2,224,669 warrants of $992,233 and $5,426,212 as of December 31, 2023 and June 30, 2023, respectively.