|
Name
of entity:
|
|
PSIVIDA
LIMITED
|
|
ABN
or equivalent company reference:
|
Reporting
period:
|
Previous
corresponding period:
|
||
|
78
009 232 026
|
Year
ended 30 June 2005
|
Year
ended 30 June 2004
|
|
$A
|
||||||
|
2.1 Revenues
from ordinary activities
|
up
|
117%
|
to
|
828,976
|
||
|
2.2 Loss
from ordinary activities after tax attributable to members
|
up
|
101%
|
to
|
(15,125,719)
|
||
|
2.3 Net
loss for the period attributable to members
|
up
|
300%
|
to
|
(14,726,523)
|
||
|
2.4 Dividends
|
Amount
per security
|
Franked
amount per security
|
||||
|
Final
dividend
|
Nil
|
N/A
|
||||
|
Interim
dividend
|
Nil
|
N/A
|
||||
|
2.5 Record
date for determining entitlements to the
dividends
|
N/A
|
|||||
|
2.6 Brief
explanation of any of the figures reported above to enable the figures
to
be understood:
N/A
|
||||||
|
Current
Year
|
Previous
Year
|
||||||
|
30
June 2005
|
30
June 2004
|
||||||
|
$
|
$
|
||||||
|
Revenues
from ordinary activities
|
828,976
|
381,679
|
|||||
|
Corporate
office expenses
|
(7,666,765
|
)
|
(888,961
|
)
|
|||
|
Research
and development
|
(8,287,930
|
)
|
(7,011,666
|
)
|
|||
|
Book
value / costs on sale of property, plant & equipment
|
-
|
(28
|
)
|
||||
|
Loss
from ordinary activities before income tax
|
(15,125,719
|
)
|
(7,518,976
|
)
|
|||
|
Income
tax expense relating to ordinary activities
|
-
|
-
|
|||||
|
Loss
from ordinary activities after income tax
|
(15,125,719
|
)
|
(7,518,976
|
)
|
|||
|
Loss
from extraordinary item after income tax benefit
|
-
|
-
|
|||||
|
Net
Loss
|
(15,125,719
|
)
|
(7,518,976
|
)
|
|||
|
Net
loss attributable to outside equity interest
|
399,196
|
3,835,771
|
|||||
|
Net
loss attributable to members of pSivida Limited
|
(14,726,523
|
)
|
(3,683,205
|
)
|
|||
|
Net
exchange difference on translation of financial report of foreign
controlled entity
|
(350,287
|
)
|
77,985
|
||||
|
Total
revenues, expenses and valuation adjustments attributable to members
of
pSivida Limited and recognised directly in equity
|
(350,287
|
)
|
77,985
|
||||
|
Total
changes in equity other than those resulting from transactions with
owners
as owners attributable to members of pSivida
Limited
|
(15,076,810
|
)
|
(3,605,220
|
)
|
|||
| Basic earnings per share (cents per share) | (7.09 | ) | (2.90 | ) | |||
| Diluted earnings per share (cents per share) | (7.09 | ) | (2.90 | ) | |||
|
Current
Year
|
Previous
Year
|
||||||
|
2005
|
2004
|
||||||
|
$
|
$
|
||||||
|
Current
Assets
|
|||||||
|
Cash
|
12,892,061
|
31,350,656
|
|||||
|
Receivables
|
709,418
|
340,482
|
|||||
|
Other
|
322,933
|
38,958
|
|||||
|
Total
Current Assets
|
13,924,412
|
31,730,096
|
|||||
|
Non-Current
Assets
|
|||||||
|
Other
financial assets
|
-
|
-
|
|||||
|
Property,
plant and equipment
|
3,273,663
|
669,699
|
|||||
|
Intangible
assets
|
64,837,238
|
7,934,622
|
|||||
|
Other
non-current assets
|
-
|
32,641
|
|||||
|
Total
Non-Current Assets
|
68,110,901
|
8,636,962
|
|||||
|
Total
Assets
|
82,035,313
|
40,367,058
|
|||||
|
Current
Liabilities
|
|||||||
|
Payables
|
2,017,820
|
1,938,115
|
|||||
|
Provisions
|
29,879
|
-
|
|||||
|
Total
Current Liabilities
|
2,047,699
|
1,938,115
|
|||||
|
Total
Liabilities
|
2,047,699
|
1,938,115
|
|||||
|
Net
Assets
|
79,987,614
|
38,428,943
|
|||||
|
Equity
|
|||||||
|
Parent
entity interest
|
|||||||
|
Contributed
equity
|
107,883,835
|
49,957,982
|
|||||
|
Reserves
|
20,671
|
78,220
|
|||||
|
Accumulated
losses
|
(27,916,982
|
)
|
(13,190,459
|
)
|
|||
|
Total
parent entity interest in equity
|
79,987,614
|
36,845,743
|
|||||
|
Total
outside equity interest
|
-
|
1,583,200
|
|||||
|
Total
Equity
|
79,987,614
|
38,428,943
|
|||||
|
Current
Year
|
Previous
Year
|
||||||
|
2005
|
2004
|
||||||
|
$
|
$
|
||||||
|
Cash
flows from operating activities
|
|||||||
|
Payments
to all suppliers, employees and consultants
|
(4,815,520
|
)
|
(2,044,430
|
)
|
|||
|
Interest
received
|
667,310
|
326,576
|
|||||
|
Research
and development expenditure
|
(8,318,054
|
)
|
(6,124,304
|
)
|
|||
|
Other
income
|
161,666
|
27,474
|
|||||
|
Interest
expense
|
-
|
(6,872
|
)
|
||||
|
Net
cash flows used in operating activities
|
(12,304,598
|
)
|
(7,821,466
|
)
|
|||
|
Cash
flows from investing activities
|
|||||||
|
Purchase
of property, plant and equipment
|
(3,410,218
|
)
|
(527,168
|
)
|
|||
|
Cash
paid for equity increase in controlled entity
|
(4,644,964
|
)
|
-
|
||||
|
Net
cash flows used in investing activities
|
(8,055,182
|
)
|
(527,168
|
)
|
|||
|
Cash
flows from financing activities
|
|||||||
|
Proceeds
from issues of ordinary shares
|
3,666,500
|
36,506,617
|
|||||
|
Payment
of share issue costs
|
(27,422
|
)
|
(2,150,819
|
)
|
|||
|
Additional
equity contributions received by subsidiary
|
-
|
2,597,649
|
|||||
|
Net
cash flows provided by financing activities
|
3,639,078
|
36,953,447
|
|||||
|
Net
increase / (decrease) in cash held
|
(16,720,702
|
)
|
28,604,813
|
||||
|
Cash
at the beginning of the financial year
|
31,350,656
|
1,180,134
|
|||||
|
Effects
of exchange rate changes on cash
|
(1,737,893
|
)
|
1,565,709
|
||||
|
Cash
at the end of the financial year
|
12,892,061
|
31,350,656
|
|||||
|
Date
the dividend (distribution) is payable
|
N/A
|
|
|
+Record
date to determine entitlements to the dividend (distribution) (ie,
on the
basis of proper instruments of transfer received by 5.00 pm if
+securities
are not +CHESS
approved, or security holding balances established by 5.00 pm or
such
later time permitted by SCH Business Rules if +securities
are +CHESS
approved)
|
N/A
|
|
|
If
it is a final dividend, has it been declared?
|
N/A
|
|
Amount
per security
|
Franked
amount per security at % tax (see note 4)
|
Amount
per security of foreign source dividend
|
||||||
| Final dividend: |
Current
year
|
Nil
|
N/A
|
N/A
|
||||
|
Previous
year
|
Nil
|
N/A
|
N/A
|
|||||
| Interim dividend: |
Current
year
|
Nil
|
N/A
|
N/A
|
||||
|
Previous
year
|
Nil
|
N/A
|
N/A
|
|
Current
year
|
Previous
year
|
||||
|
Ordinary
securities
|
N/A
|
N/A
|
|||
|
Preference
securities
|
N/A
|
N/A
|
|||
|
7.
The dividend or distribution plans shown below are in
operation.
|
|||||
|
N/A
|
|||||
|
The
last date(s) for receipt of election notices for the +dividend
or distribution plans
|
N/A
|
||||
|
Current
Year
|
Previous
Year
|
||||||
|
2005
|
2004
|
||||||
|
$
|
$
|
||||||
|
Accumulated
losses at the beginning of the financial period
|
(13,190,459
|
)
|
(9,507,254
|
)
|
|||
|
Net
loss attributable to members
|
(14,726,523
|
)
|
(3,683,205
|
)
|
|||
|
Accumulated
losses at end of financial period
|
(27,916,982
|
)
|
(13,190,459
|
)
|
|||
|
Current
Year
|
Previous
Year
|
||||||
|
2005
|
2004
|
||||||
|
Net
tangible asset backing per ordinary security
|
6.91
cents
|
19.81
cents
|
|||||
|
Net
asset backing per ordinary security
|
36.47
cents
|
24.96
cents
|
|||||
|
Name
of entity (or group of entities)
|
N/A
|
|
|
Consolidated
loss from ordinary activities and extraordinary items after tax of
the
controlled entity (or group of entities) since the date in the current
period on which control was +acquired
|
$
|
|
|
Date
from which such profit has been calculated
|
||
|
Profit
(loss) from ordinary activities and extraordinary items after tax
of the
controlled entity (or group of entities) for the whole of the previous
corresponding period
|
$
|
|
|
Name
of entity (or group of entities)
|
N/A
|
|
|
Consolidated
profit (loss) from ordinary activities and extraordinary items after
tax
of the controlled entity (or group of entities) for the current period
to
the date of loss of control
|
$
|
|
|
Date
to which the profit (loss) has been calculated
|
||
|
Consolidated
profit (loss) from ordinary activities and extraordinary items after
tax
of the controlled entity (or group of entities) while controlled
during
the whole of the previous corresponding period
|
$
|
|
|
Contribution
to consolidated profit (loss) from ordinary activities and extraordinary
items from sale of interest leading to loss of control
|
$
|
|
|
Name
of entity
|
Percentage
of ownership interest held at end of period or date of
disposal
|
Contribution
to net profit (loss)
|
||
|
Equity
accounted associates and joint venture entities
|
Current
period
|
Previous
corresponding period
|
Current
period
$A
|
Previous
corresponding period - $A
|
|
N/A
|
||||
|
Total
|
||||
|
Other
material interests
|
||||
|
N/A
|
||||
|
Total
|
||||
|
For
the financial year ending 30 June 2005, after deducting the outside
equity
interest, the loss attributable to members of pSivida is $14,726,523
(2004: $3,683,205). The operating loss includes $8,287,930 (2004:
$7,011,666) (an average of $690,661 per month) of research and development
costs expended by pSiMedica and administrative expenses, including
unrealised foreign exchange losses, NASDAQ listing costs, goodwill
amortisation and salaries and costs relating to the head office totalling
$7,666,765 (2004: $888,961) (an average of $638,897 per
month).
The
ratio of Research and Development expenditure to total costs is 68.8%
(2004: 88.7%) after the deduction of unrealised foreign exchange
losses,
pSiMedica acquisition costs, direct NASDAQ listing costs and goodwill
amortisation from total costs.
The
research and development costs expended by pSiMedica are minimised
by the
use of QinetiQ facilities in Malvern on a contract basis under a
facilities agreement with QinetiQ.
On
4 August 2004 the Company completed the $58 million acquisition of
the
pSiMedica shares that it did not already own with pSiMedica becoming
a
wholly owned subsidiary of the Company. Immediately following the
acquisition, QinetiQ held 35,699,629 ordinary shares in pSivida Limited,
which constituted approximately 17.5% of the issued shares of the
Company.
On
24 August 2004, the Company incorporated AION Diagnostics Limited,
an
Australian resident wholly owned subsidiary of the Company to focus
on
developing the diagnostic applications of BioSiliconTM.
A
total of 15,570,000 options with exercise prices ranging between
20 cents
and 65 cents, were exercised during the financial year, raising a
total of
$3,666,500.
In
January 2005 the Company announced that its American Depositary Receipts
(ADRs) had commenced trading on the NASDAQ National Market under
the
ticker symbol PSDV. The ADRs trade on a 10:1 ratio to the Company’s
ordinary shares.
As
at 30 June 2005 the consolidated cash position was $12,892,061 (2004:
$31,350,656) and the Company had 219,312,166 (2004: 153,937,785)
shares on
issue.
|
|
N/A
|
|
14.1
Earnings per security (EPS)
|
Current
Year
|
Previous
Year
|
|||||
|
2005
|
2004
|
||||||
|
Basic
EPS (cents per share)
|
(7.09
cents
|
)
|
(2.90
cents
|
)
|
|||
|
Diluted
EPS (cents per share)
|
(7.09
cents
|
)
|
(2.90
cents
|
)
|
|||
|
Current
period $A
|
Previous
corresponding
period
- $A
|
||||||
|
Ordinary
securities
|
N/A
|
N/A
|
|||||
|
Preference
securities
|
N/A
|
N/A
|
|||||
|
Other
equity instruments
|
N/A
|
N/A
|
|||||
|
Total
|
N/A
|
N/A
|
|||||
|
The
+dividend
or distribution plans shown below are in operation.
|
||
|
N/A
|
||
|
The
last date(s) for receipt of election notices for the dividend or
distribution plans
|
N/A
|
|
| Any other disclosures in relation to dividends (distributions). |
N/A
|
|
|
Refer
to Item 12.
|
|
Segment
revenues
|
Segment
assets
|
Acquisition
of segment assets
|
|||||||||||||||||
|
2005
|
2004
|
2005
|
2004
|
2005
|
2004
|
||||||||||||||
|
$
|
$
|
$
|
$
|
$
|
$
|
||||||||||||||
|
Australia
|
-
|
888
|
11,429,117
|
29,733,723
|
56,920
|
4,901,489
|
|||||||||||||
|
United
Kingdom
|
161,666
|
55,312
|
68,693,088
|
8,145,493
|
61,390,641
|
3,696,463
|
|||||||||||||
|
Singapore
|
-
|
-
|
1,934,243
|
3,299,932
|
20,836
|
-
|
|||||||||||||
|
Unallocated
|
667,310
|
325,479
|
-
|
-
|
-
|
||||||||||||||
|
Eliminations
|
-
|
-
|
(21,135
|
)
|
(812,090
|
)
|
-
|
(5,501,723
|
)
|
||||||||||
|
Consolidated
|
828,976
|
381,679
|
82,035,313
|
40,367,058
|
61,468,397
|
3,096,229
|
|||||||||||||
|
None
|
|
Impacts
of adopting Australian equivalents to International Financial Reporting
Standards
(a) Management
of the transition to AIFRS
pSivida
Limited will be required to prepare financial statements that comply
with
Australian equivalents to International Financial Reporting Standards
(“AIFRS”) for annual reporting periods beginning on or after 1 January
2005. Accordingly, pSivida’s first half-year report prepared under AIFRS
will be for the half-year reporting period ended 31 December 2005,
and its
first annual financial report prepared under AIFRS will be for the
year
ended 30 June 2006.
In
2004 the Company commenced a review of accounting policies in preparation
for managing the transition to AIFRS. Priority has been given to
considering the preparation of an opening balance sheet in accordance
with
AIFRS as at 1 July 2004, the Company’s transition date to AIFRS. This will
form the basis of accounting for AIFRS in the future and is required
when
the Company prepares its first fully AIFRS compliant financial report
for
the year ended 30 June 2006.
(b) The
likely impacts of AIFRS on the results and financial position of
the
Company and the consolidated entity
Set
out below are the key areas where accounting policies are expected
to
change on adoption of AIFRS and the likely impacts on the current
year
result and financial position of the Company and consolidated entity
had
the financial statements been prepared using AIFRS, based on the
directors’ accounting policy decisions current at the date of this
financial report. Readers of the financial report should note that
the
disclosures below represent the Company’s best estimates of the
quantitative impact of the AIFRS implementation at the date of this
report. The actual effects of AIFRS transition may differ from these
estimates due to further developments in AIFRS and interpretations
thereof
issued by the standard setters and IFRIC or emerging accepted practice
in
the interpretation and application of AIFRS and UIG Interpretations,
which
may result in changes to the accounting policy decisions made by
the
directors and, consequently, the likely impacts outlined
below.
|
|
The
directors may, at any time until the completion of the consolidated
entity’s first AIFRS compliant financial report, elect to revisit, and
where considered necessary, revise the accounting policies applied
in
preparing the disclosures below.
(c) Adjustments
to balance sheet items under AIFRS (net of tax)
(i) Intangibles
Under
AASB
3 Business Combinations,
goodwill would not be permitted to be amortised but instead is
subject to
impairment testing on an annual basis or upon triggers which may
indicate
a potential impairment. As a result accumulated amortisation of
$973,923
(Company: Nil) (all expensed during the 2005 year) would be added
back to
the value of intangibles.
(ii) Share-based
payments
Under
AASB
2 Share-Based Payment,
equity-settled share-based payments in respect of equity instruments
issued after 7 November 2002 that were unvested as at 1 January
2005 are
measured at fair value at grant date. The fair value determined
at grant
date of equity-settled share-based payments is expensed on a straight-line
basis over the vesting period, based on the estimated number of
equity
instruments that will vest. As a consequence, contributed equity
will
increase by $396,677 (Company: $396,677) for the financial year
ended 30
June 2005.
(iii) Foreign
currency translation reserve
The
directors have elected to set the translation reserve to zero as
at AIFRS
transition as permitted under AASB
1 First-Time Adoption of Australian Equivalents to International
Financial
Reporting Standards.
This results in the transfer of $78,220 (Company: Nil) from the
foreign
currency translation reserve to retained earnings as at AIFRS
transition.
(iv) Accumulated
losses
With
limited exceptions, adjustments required on first-time adoption
of AIFRS
are recognised directly in accumulated losses at the date of transition
to
AIFRS. The cumulative effect of these adjustments for the consolidated
entity will be an increase in opening accumulated losses of $78,220
(Company: Nil).
(d) Adjustments
to current year loss under AIFRS (net of tax)
(i) Intangibles
Under
AASB
3 Business Combinations,
goodwill would not be permitted to be amortised but instead is
subject to
impairment testing on an annual basis or upon triggers which may
indicate
a potential impairment. As a result amortisation expense of $973,923
(Company: Nil) would be added back to the net loss for the
year.
(ii) Share-based
payments
Under
AASB
2 Share-Based Payment,
equity-settled share-based payments in respect of equity instruments
issued after 7 November 2002 that were unvested as at 1 January
2005 are
measured at fair value at grant date. The fair value determined
at grant
date of equity-settled share-based payments is expensed on a straight-line
basis over the vesting period, based on the estimated number of
equity
instruments that will vest. As a consequence, an additional employee
benefit expense of $309,642 (Company: $309,642) and consultancy
fees
expense of $87,035 (Company $87,035) will be recognised in the
profit and
loss for the financial year ended 30 June 2005.
(e) Other
impacts
Management
has decided to apply the exemption provided in AASB
1 First-Time Adoption of Australian Equivalents to International
Financial
Reporting Standards
which permits entities not to restate business combinations under
that
occurred prior to the date of transition to AIFRS. Business combinations
occurring after the date of transition will be subject to the provisions
of AASB
3 Business Combinations.
Management
has decided to apply the exemption provided in AASB
1 First-Time Adoption of Australian Equivalents to International
Financial
Reporting Standards
which permits entities not to apply the requirements of AASB
132 Financial Instruments: Presentation and Disclosures
and AASB
139 Financial Instruments: Recognition and Measurement
for the financial year ended 30 June 2005. The standards will be
applied
from 1 July 2005. Management is in the process of determining the
impact
that adopting the standards would have on the financial statements
of the
consolidated entity.
Under
AASB
136 Impairment of Assets,
the consolidated entity’s assets, including goodwill would be tested for
impairment as part of the cash generating unit to which they belong,
and
any impairment losses recognised in the income statement. At this
stage in
the Company’s review process the Company is not aware of any impairment
issues that would result in a material adjustment to the financial
statements.
No
material impacts are expected to the cash flows presented under
current
AGAAP on adoption of AIFRS.
|
|
(f) Acquisition
of minority interest
During
the year the Company purchased minority interests in controlled
entity
pSiMedica Limited. Under current AGAAP this acquisition has been
accounted
for separately from other acquisitions (that is, as a step acquisition,
which involved the separate determination and recognition of the
fair
values of the net assets of the subsidiary and any goodwill arising
on the
acquisition).
AASB
127 Consolidated and Separate Financial Statements
requires minority interests to be classified as equity. Consequently
the
acquisition by the Company of additional ownership interests in
pSiMedica
Limited represents an equity transaction. As such, accounting for
the
transaction as a step acquisition is inappropriate. The financial
effect
of the adjustment required on the restatement of the 30 June 2005
accounts
is yet to be determined.
|
|
N/A
|
|
þ
|
The
accounts have been audited.
|
o
|
The
accounts have been subject to review.
|
|
o
|
The
accounts are in the process of being audited or subject to
review.
|
o
|
The
accounts have not yet been
audited or reviewed.
|
|
N/A
|
|
N/A
|
| Sign here: | ............................................................ | Date: 13 September 2005 |
| (Company Secretary) | ||
| Print name: | Aaron Finlay |