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Interim Report FY2018

Full Year Results22 November 2017AFTHealthcare

Interim Report 2018
AFT PHARMACEUTICALS LIMITED

Contents
01 Financial Calendar

02 Key Highlights

04 Interim Financial Results Summary

08 Financial Statements

21 NZX Waiver

22 Directory

Note: $ in this report are NZ$

unless otherwise stated.

Full report available online

at investors.aftpharm.com

Half-Year End30 September 2017
Interim Results Announcement23 November 2017

Financial Year End31 March 2018

Annual Results AnnouncementMay 2018

Annual MeetingAugust 2018

Financial

Calendar

This Interim Report is dated 23 November 2017.

Signed on behalf of the Board of

AFT Pharmaceuticals Limited by:

Hartley Atkinson

Managing Director and

Chief Executive Officer

David Flacks

Chairman

01

Key Highlights
Operating Revenues

Operating Revenues of $36.6m for the first half of FY2018

to 30 September 2017 (H1FY18) were up 23% over the

corresponding six month period ended 30 September 2016

(H1FY17) previous corresponding period (PCP).


Maxigesic

Maxigesic is now being sold in ten countries – Australia,

Brunei, Israel, Italy, Malta, New Zealand, Serbia, Singapore,

United Kingdom and United Arab Emirates. Further country

launches are in progress.

Maxigesic is licensed in 124 countries up from 110 in

F Y 2 0 1 7.


Clinical Studies

Product clinical studies on track with ten being conducted

in FY2018.


NasoSURF

NasoSURF development is on track with Class I Medical

Device completed in the key US market and the Class II

FDA development pathway now confirmed. Pilot production

batches are about to commence.


02AFT PHARMACEUTICALS LIMITED

Interim Report for the period ended 30 September 2017

Research and Development
Research and Development investment in our key global

products has increased to $5.6m

1

for the six months (PCP

$4.5m) and represents 15% of Operating Revenue (PCP

15%). We have successfully concluded our largest clinical

trial, the Phase 3 for the intravenous (IV) form of Maxigesic.

The completion of this study along with the Maxigesic Oral

Liquid study represents a significant amount of our

clinical trial expenditure planned at IPO.


Operating Loss

The Operating Loss of $6.7m

(PCP $8.4m) has reduced with

the growth in Operating Revenues

and an improved Gross profit

margin partially offset by the

increased investment in

Research and Development.


Cash Available

Cash available at 30 September

2017 of $7.2m following investment

in Research and Development.

In addition we have a US$10m

facility available with CRG.

1. Total Research and Development includes

the equity accounting for the joint venture

03

OPERATING REVENUE
Operating Revenue grew 23% to

$36.6m for the six month period ended

30 September 2017 (PCP $29.8m) due

primarily to the continued growth in

our primary Australian market and

the emerging Rest of World market.

Australia Operating Revenue

grew by 38% to $20.2m (PCP $14 .6m)

and this market now makes up 55% of

Group Operating Revenue. Strong

growth in its main over-the-counter

channel, with all products now available

following the previous supply issues.

Maxigesic continues to grow as the

market prepares for the re-scheduling

of codeine-based painkillers from

over-the-counter to prescription only

from 1 February 2018 (Maxigesic is

codeine-free and is therefore exempt

and remains available over-the-counter).

It is apparent that the shift away from

codeine is accelerating as the

rescheduling date approaches. The

speed of this shift and the relative

market share gained by Maxigesic will

contribute to the second half FY18 and

onwards. The Hospital channel also had

strong growth with successes in all of

the significant state and private tenders.

New Zealand Operating Revenue

grew by 5% to $14 .1m (PCP $13.5m)

and represents 39% of the Group

Operating Revenue. Good growth in the

over the counter market, which

included the launch of Crystawash and

Crystasoothe as extensions to the

market leading Crystaderm. The

Hospital channel also experienced good

growth with the addition of several new

products. Prescription declined as we

finish the transition away from the low

margin Metoprolol tender.


Rest of World Operating Revenue

grew by 38% to $1.6m (PCP $1.2m) and

now represents 4% of Group Operating

Revenue. Maxigesic sales were made to

Italy, United Arab Emirates and United

Kingdom together with sales to Israel

for the launch in that market. Additional

small markets have been added such as

Malta and Brunei.


Southeast Asia Operating Revenue

grew by 14% to $0.6m (PCP $0.5m)

and represents 2% of the Group

Operating Revenue. The main market

continues to be Singapore with

over-the-counter growth.

Interim Financial

Results Summary

AFT PHARMACEUTICALS LIMITED

Interim Report for the period ended 30 September 2017

04

GROUP OPERATING RESULTS
Six month period

ended 30 September

Change

($)

Change

(%)

$NZ000’s FY2018 FY2017

Revenue36,56129,787 +6,774+23

Cost of Sales(22,256) (19,018) +3,238+17

Gross Profit14,305 10,769 +3,536+33

Other income1,014 1,007 +7+1

Selling and distribution expenses(12,771)(12,575)+1 9 6+2

General and administrative expenses(3,618)(3,135)+483+1 5

Research and development expenses(4,9 8 2)(4, 276)+70 6+17

Equity accounted loss of joint venture entity(616)(210)+406+1 9 3

Operating loss(6,668)(8,420)-1,752-21

OPERATING REVENUE

Australia New Zealand Rest of the World Southeast Asia

FY2017 Interim

(NZ$m)

(NZ$000 and percentage)

FY2017 Annual

(NZ$m)

FY2018 Interim

(NZ$m)

Rest of

World

South

East Asia

New

Zealand

Australia

Rest of

World

South

East Asia

New

Zealand

Australia

0

5.0

10.0

20.0

15.0

Rest of

World

South

East Asia

New

Zealand

Australia

0

5.0

10.0

20.0

15.0

$ m

0

15.0

20.0

5.0

10.0

25.0

30.0

35.0

40.0

$ m

FY2016 H1FY2016 Annual

$ m

FY2017 H1

Rest of

World

South

East Asia

New

Zealand

Australia

Rest of

World

South

East Asia

New

Zealand

Australia

0

5.0

10.0

20.0

15.0

Rest of

World

South

East Asia

New

Zealand

Australia

0

5.0

10.0

20.0

15.0

$ m

0

15.0

20.0

5.0

10.0

25.0

30.0

35.0

40.0

$ m

FY2016 H1FY2016 Annual

$ m

FY2017 H1

Rest of

World

South

East Asia

New

Zealand

Australia

Rest of

World

South

East Asia

New

Zealand

Australia

0

5.0

10.0

20.0

15.0

Rest of

World

South

East Asia

New

Zealand

Australia

0

5.0

10.0

20.0

15.0

$ m

0

15.0

20.0

5.0

10.0

25.0

30.0

35.0

40.0

$ m

FY2016 H1FY2016 Annual

$ m

FY2017 H1

45.3%

1.8%

3.7%

49.2%

FY2017 H1

42.1%

1.5%

2.8%

53.6%

FY2017 ANNUAL

38.6%

1.7%

4.4%

55.3%

FY2018 H1

45.3%

1.8%

3.7%

49.2%

FY2017 H1

42.1%

1.5%

2.8%

53.6%

FY2017 ANNUAL

38.6%

1.7%

4.4%

55.3%

FY2018 H1

45.3%

1.8%

3.7%

49.2%

FY2017 H1

42.1%

1.5%

2.8%

53.6%

FY2017 ANNUAL

38.6%

1.7%

4.4%

55.3%

FY2018 H1

The following tables set out revenues from our four markets:

05

Gross Margin
Gross Profit grew 33% to $14 .3m

(PCP $10.8m) driven by the operating

revenue growth primarily in Australia

and supported by growth in Rest of

World and New Zealand.

The Gross Profit Margin improved to

39% (PCP 36%), driven by the growth of

the higher margin over-the-counter

products particularly in Australia and

Rest of World. New Zealand also

contributed with the growth in over-

the-counter products at higher margins

and the reduction in Prescription

revenues at lower margins.

We expect the Gross Profit Margin to

continue to improve as the strategy to

increase the sales of over-the-counter

products particularly in Australia and

Rest of World markets continue to grow.

The NZ$ has been relatively stable

on average over both the periods

against our primary purchasing

currencies of US$ at around 71.0 to

71.5 cents and Euro at around 62.0

to 62.5 cents and therefore has not

significantly influenced margins in

Australia, New Zealand or Southeast

Asia. Rest of World sales are

predominately in the purchasing

currency creating a natural hedge

to protect Gross Profit Margin.

This contribution will become more

significant as the additional launches

in the remaining 114 countries occur

over the next 2-3 years and drive

sales growth in Rest of the World.

Other Income

Licensing Income, which are the

milestone payments received from

the out-licensing agreements we have

in our Rest of World markets, are

classified in the Financial Statements

as Other Income. This was $0.8m

(PCP $0.7m) with a combination

of new out-licensing agreements

commencing and milestone payments

on existing agreements.

The balance of Other Income of $0.2m

(PCP $0.3m) is the Callaghan Innovation

growth grant that we receive on eligible

Research and Development expenditure.

Operating Overheads

• Research and Development

investment increased to $5.0m

(PCP $4.3m), and in addition our

50% of the spend on Pascomer

increased to $0.6m (PCP $0.2m).

This is reported under joint venture

equity accounting in the Financial

Statements as required by GAAP.


We are now well advanced in the

clinical trial programme we identified

at the time of IPO and, as recently

announced, we have successfully

concluded our most significant

clinical trial which was the Phase 3

for Maxigesic IV. The completion of

this study, along with the Maxigesic

Oral Liquid study, represents a

significant amount of our clinical

trial expenditure planned at IPO.

• Selling and Distribution expenses

increased marginally to $12.8m

(PCP $12.6m) in support of the strong

revenue growth we are seeing in the

over-the-counter channel in Australia.

• General and Administration

expenses increased to $3.6m

(PCP $3.1m) with increased

international travel and legal fees

primarily relating to out-licensing

discussions, together with some

additional increases in information

technology which drive efficiencies.

Cash Flow and Balance Sheet

Total Assets of $50.4m are down on

the March 2017 year end’s $58.2m.

This is mainly due to the investment

made into research and development

both directly and through the joint

venture reducing the cash balance.

Working Capital increased slightly

to $23.9m (PCP $23.1m) with the

$2.4m increase in inventory to $21.1m

(PCP $18.7m) for the stock build for

the larger sales volumes during the

summer months together, with the

$1.2m reduction in trade payables and

provisions to $13.8m (PCP $15.0m)

which was largely offset by the $2. 8m

reduction in receivables to $16.6m

(PCP $19.4m).

Cash holdings of $7.2m are down from

the $16m at the March 2017 year end,

primarily reflecting the investment

made into research and development.

The long term CRG loan of $23.2m has

a maturity date of 31 March 2020. There

is a further draw down available of

US$10m, with a mandatory US$5m to

be drawn down on or before 31 March

2018, and the balance available to be

drawn at the option of the company on

or before 30 September 2018.

Product Development


Maxigesic is now being sold in ten

countries – Australia, Brunei, Israel,

Italy, Malta, New Zealand, Serbia,

Singapore, United Kingdom and

United Arab Emirates. Further

country launches are in progress

with exact timings dependent upon

multiple factors around the finalising

of the regulatory processes at a

country and licensee level. These are

either completing registrations or

transfer of existing registrations to

local licensees in Europe. Getting to

launch requires a number of steps in

each country and these timings are

hard to forecast.


Registration across almost all of

Europe has been confirmed following

referral procedure at the European

Medicines Agency (EMA). The

remaining EU countries (Cyprus,

Greece and Lithuania) will be finalised

within the next six months. This is a

significant achievement as it removes

a large amount of regulatory risk

from many of the remaining countries

which in turn primarily rely upon the

EU registration.


Maxigesic is now licensed in 124

countries up from 110 in FY2017.

Additional significant markets

such as France – the second largest

potential market in the world – have

been added. Further countries are

under negotiation which we anticipate

will increase this number further.


Although the sales of Maxigesic are

yet to make a significant contribution

to the sales revenue line, a significant

number of key regulatory and licensing

steps have been achieved over the

last six months. These steps represent

an essential precursor to sales.


Clinical studies have progressed

with successful completion of the key

Maxigesic IV (intravenous dose form)

study in USA and the Maxigesic Oral

AFT PHARMACEUTICALS LIMITED

Interim Report for the period ended 30 September 2017

06

Liquid study in Australia, Mexico and
New Zealand. Preliminary analysis of

the Maxigesic IV study has confirmed

that the study met the primary

endpoints with a high degree of

clinical and statistical significance.

This is a significant achievement and

has reduced the clinical trial risk for

this product, which is a key factor

for any pharmaceutical company

involved in drug development.

Dossier preparation is underway for

both of these dose forms to meet

filing targets.


Development of three new Maxigesic

formulations, in two cases utilising

additional in-licensed technology,

are currently well underway with

these additional filings targeted

within the FY19 year.



Product clinical studies are on track

with ten being conducted in FY2018.

Four studies have been completed,

one study is ongoing and five studies

planned to commence during the

second half of FY18. The majority

of the Research and Development

programme flagged in the original

IPO document has now been

completed, with the remainder

about to commence.


NasoSURF development is

proceeding with the US Food and

Drug Administration development

pathway recently confirmed. Last

year registration as a Class I Medical

Device was completed. However

the major market opportunities lie

in indications covered by a Class II

Medical Device registration pathway

which is consequently the targeted

opportunity.


Manufacturing development work

is also proceeding to plan.


This FY2018 year, the clinical study

programme is well underway with

one study completed in the US, one

study underway, and a further two

studies to start in the second half

FY2018. A further two clinical studies

will be required during FY2019 in

order to move towards completion

of the development programme.

Outlook

Sales have grown well in the home

market of Australia during the first half

of the year. We anticipate Australia will

continue to experience strong growth,

particularly with the re-scheduling of

codeine based painkillers from over-

the-counter to prescription only from

1 February 2018. We anticipate the

most significant changes to occur

around the transition date although

there is the potential for a degree of

patient stock piling of codeine, which

could delay the uptake of alternative

analgesic products such as Maxigesic.

Although growth has been lower in

New Zealand we have continued to

transition sales to products in the

over-the-counter market. We also

expect growth to continue in

New Zealand with some additional

over-the-counter launches such as

the newly registered Maxigesic PE

which is a dose form of Maxigesic

designed specifically to treat colds

and flu. The loss of Metoprolol tender

sales will, however, suppress this during

the second half of the year.

The timing of Rest of World sales

remains difficult to determine due

to the multitude of countries and

differing regulatory requirements

and related timelines. There will be

further launches prior to our March

2018 year end, although this number

will be lower than previously thought

due to slower regulatory transfers of

the EU licenses, meaning that the

revenue will be pushed into the FY2019

year. The estimates from licensees

continues to indicate that the sales

will increase significantly over the

next 2-4 years with new launches,

growth in already launched markets,

and new line extensions.

The out-licensing programme is

proceeding well with the key

parameters being to increase

registrations and launches in rest

of world territories. Negotiations

continue at term sheet and due

diligence stages and a number of

these are for more significant

markets than previous agreements.

Successful conclusion will generate

significant upfront and milestone

payments. It is not possible

to predict exact timing accurately,

but it is noted that AFT has a strong

record in closing licensing deals.

The clinical trial programmes are

progressing well and remain on track,

notably with the successful conclusion

of the significant Maxigesic IV trial.

The successful and timely completion

of the remaining significant trials

remains an important factor for the

company. However the major Maxigesic

tablet, IV and Oral Liquid studies have

all been successfully completed

lowering the associated clinical risk

as these products will make up the

bulk of the Maxigesic product sales

going forward.

Although a number of studies are

planned during the second half of

FY2018 the costs are relatively lower,

and again lower in FY2019 unless

additional programmes are pursued.

However the focus is on completing

already shadowed developments and

achieving commercialisation prior to

additional development programmes.

Market research has identified that the

NasoSURF project represents significant

commercial opportunity. The device

design and first manufacturing runs

have been successfully completed,

the development programme

confirmed with FDA, the first study

completed and others underway.

Completion of this programme in order

to file the registration in major territories

is now a major development focus

given that the majority of the Maxigesic

development has been completed.

We remain confident that we will

return to profitability during the FY2018

or FY2019 time period. Timing will be

dependent upon finalisation of a number

of significant out-licensing agreements

currently under negotiation.

07

Financial
Statements

08AFT PHARMACEUTICALS LIMITED

Interim Report for the period ended 30 September 2017

09 Consolidated Income Statement

09 Consolidated Statement

of Comprehensive Income

10 Consolidated Statement

of Changes in Equity

11 Consolidated Balance Sheet

12 Consolidated Statement

of Cash Flows

13 Notes to the Financial Statements

09

CONSOLIDATED INCOME STATEMENT

For the six months ended 30 September 2017

$NZ000’s Note

Unaudited

6 months

ended

30 Sep 2017

Unaudited

6 months

ended

30 Sep 2016

Revenue36,56129,787

Cost of sales(22,256)(19,018)

Gross profit14,30510,769

Other income1,0141,007

Selling and distribution expenses(12,771)(12,575)

General and administrative expenses(3,618)(3,135)

Research and development expenses(4,9 8 2)(4, 276)

Equity accounted loss of joint venture entity

8(616)(210)

Operating loss(6,668)(8,420)

Finance income96 291

Finance costs(1,590)(1,560)

Other gains/(losses) 1,589(1,260)

Loss before tax(6,573)(10,949)

Tax expense(300)(51)

Loss after tax attributable to owners of the parent(6,873)(11,000)

Basic and diluted earnings per share ($)(0.07)(0.40)

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the six months ended 30 September 2017

$NZ000’s

Unaudited

6 months

ended

30 Sep 2017

Unaudited

6 months

ended

30 Sep 2016

Loss after tax(6,873)(11,000)

Other comprehensive income/(loss)

May be subsequently reclassified to profit and loss:

Foreign currency translation reserve(10)707

Other comprehensive income/(loss) for the period, net of tax(10)707

Total comprehensive loss for the period

attributable to owners of the parent(6,883)(10,293)

10AFT PHARMACEUTICALS LIMITED
Interim Report for the period ended 30 September 2017

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the six months ended 30 September 2017

$NZ000’s Note

Share

capital

Share

options

reserve

Redeemable

preference

share reserve

Foreign

currency

translation

reserve

Retained

earnings

Total

equity

Balance as at 31 March 201653,90265–(100)(25,637)28,230

Unaudited

Loss after tax –– – –(11,000)(11,000)

Other comprehensive income –––707 –707

Movement in share options reserve –117– ––117

Balance as at 30 September 201653,902 182– 607(36,637)18,054

Audited

Loss after tax ––––( 7, 3 8 8 )( 7, 3 8 8 )

Other comprehensive income/(loss) –––(351) –(351)

Issue of redeemable

preference shares

5 9,124–– – – 9,124

Movement in share options reserve–113–––113

Capital raising expenses(82)–– – –(82)

Balance as at 31 March 201762,944 295–256 (4 4,025)19,470

Unaudited

Loss after tax –– – –(6,873)(6,873)

Other comprehensive income/(loss) –––(10)–(10)

Movement in share options reserve–104–––104

Movement in redeemable

preference shares reserve––291––291

Issue of ordinary shares

51,065 –– – –1,065

Capital raising expenses(266)–– – –(266)

Dividends paid and provided––––(451)(451)

Balance as at 30 September 201763,743399291246(51,349)13,330

11
CONSOLIDATED BALANCE SHEET

As at 30 September 2017

$NZ000’s Note


Unaudited

as at

30 Sep 2017

Audited

as at

31 Mar 2017


Unaudited

as at

30 Sep 2016

ASSETS

Current assets

Inventories21,137 18,718 21,451

Trade and other receivables16,640 19,3621 2,74 8

Cash and cash equivalents7, 1 9 7 15,980 16,054

Current income tax asset –– 19

Derivative assets

10127––

Total current assets

45,101 54,060 50,272

Non-current assets

Property, plant and equipment374 386 421

Intangible assets2,74 4 2,548 2,450

Deferred income tax assets342 610 490

Investment in joint venture entity

81,808 627177

Total non-current assets5,2684,171 3,538

Total assets

50,36958,231 53,810

LIABILITIES

Current liabilities

Trade and other payables10,685 11,069 11,131

Provisions3,110 3,950 1,841

Current income tax liability–112–

Derivative liabilities

10–204 745

Total current liabilities

13,79515,335 13,717

Non-current liabilities

Interest bearing liabilities

423,24423,426 22,039

Total liabilities

3 7,0 3 938,761 35,756

EQUITY

Share capital

563,743 62,944 53,902

Retained earnings/(losses)(51,349)(44,025)(36,637)

Share options reserve399295182

Redeemable preference share reserve291––

Foreign currency translation reserve246256 607

Total equity

13,33019,47018,054


Total liabilities and equity

50,36958,23153,810

Net tangible assets per ordinary share$0.11$0.17$0.16

For and on behalf of the Board who authorised these Financial Statements for issue on 23 November 2017.

Hartley Atkinson

Managing Director and

Chief Executive Officer

David Flacks

Chairman

12AFT PHARMACEUTICALS LIMITED
Interim Report for the period ended 30 September 2017

CONSOLIDATED STATEMENT OF CASH FLOWS

For the six months ended 30 September 2017

$NZ000’s Note

Unaudited

6 months

ended

30 Sep 2017

Unaudited

6 months

ended

30 Sep 2016

CASH FLOWS FROM OPERATING ACTIVITIES

Receipts from customers40,322 33,422

Interest received96 186

Payments to suppliers and employees(4 7, 2 8 2 )(42,0 51)

Tax paid(143)(4)

Interest and finance cost paid(671)(1,823)

Net cash used in operating activities

7(7,678)(10,270)

CASH FLOWS FROM INVESTING ACTIVITIES

Purchases of property, plant and equipment(4 6)(72)

Investment in joint venture

8(1,797)(201)

Purchases of intangible assets(301)(41 3 )

Net cash used in investing activities

(2,144)(686)

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from issue of share capital

51,065 –

Share issue costs(188)–

Dividends paid

6(132)–

Net cash generated from financing activities

745–

Net decrease in cash(9,077)(10,956)

Impact of foreign exchange on cash and cash equivalents294 (1,045)

Opening cash and cash equivalents15,980 28,055

Closing cash and cash equivalents

7,197 16,054

13
NOTES TO THE FINANCIAL STATEMENTS

For the six months ended 30 September 2017

1. GENERAL INFORMATION

AFT Pharmaceuticals Limited (the ‘Company’) is a company which is incorporated and domiciled in New Zealand.

It is registered under the Companies Act 1993. These financial statements comprise AFT Pharmaceuticals Limited

and its subsidiaries (together referred to as the Group). The Group is a pharmaceutical distributor and developer

of pharmaceutical intellectual property.

These consolidated interim financial statements were approved by the Directors on 23 November 2017, and are

not audited, but reviewed by PricewaterhouseCoopers in accordance with the New Zealand Standard on Review

Engagement 2410.

2. BASIS OF PREPARATION

These general purpose financial statements for the six months to 30 September 2017 have been prepared in accordance

with New Zealand Generally Accepted Accounting Practice (NZ GAAP). They comply with NZ IAS 34 and IAS 34, Interim

Financial Reporting. The Group is a for-profit entity for the purposes of complying with NZ GAAP.

These condensed consolidated interim financial statements do not include all the notes normally included in an annual

financial report. Accordingly, this report should be read in conjunction with the audited financial statements for the

year ended 31 March 2017, which have been prepared in accordance with the New Zealand equivalents to International

Financial Reporting Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).

All accounting policies have been applied on a basis consistent with those used in the audited financial statements for

the year ended 31 March 2017, as described in those annual financial statements.

3. GOING CONCERN ASSUMPTION

At 30 September 2017, the Group has drawn an interest bearing loan of $23.2m ($23.4m at 31 March 2017) and held

a cash balance of $7.2m ($16.0m as at 31 March 2017). During the period ended 30 September 2017 a new loan facility

of US$10m was entered into which is available for drawdown and $1m of additional share capital was raised (refer to notes

4 and 5). The Group incurred a net loss in the period of $6.9m (30 September 2016 net loss of $11.0m) and had

a net operating cash outflow for the period of $7.7m (30 September 2016 $10.3m).

The loan is due for repayment in full on 31 March 2020 (refer to note 4).

The Directors have a reasonable expectation that the Group will be in a position to repay this loan on or before

31 March 2020 from a combination of positive cash flow, issuance of new equity, if required, and refinancing from

debt market sources. Accordingly the Directors have adopted the going concern assumption for the purposes of

the preparation of these financial statements.

The Company’s listing on NZX and ASX, and resultant ready access to new capital support the Directors’ confidence.

The Directors have approved internal forecasts through to 31 March 2019, considered achievability of the assumptions

under these forecasts, reviewed the existing working capital against Group requirements and considered forecast

compliance with applicable debt covenants. The key revenue assumptions, which like all assumptions, are subject

to a degree of uncertainty are:

• the ability to execute further licensing agreements for the key innovative products, Maxigesic, Pascomer and

NasoSURF;

• the ability to generate future international revenues from the existing and potential licensing agreements for the key

innovative products, Maxigesic, Pascomer and NasoSURF; and

• the continued Australian sales growth for Maxigesic as the market prepares for the re-scheduling of codeine-based

painkillers from over-the-counter to prescription only from 1 February 2018 (Maxigesic is codeine-free and is therefore

exempt and remains available over-the-counter).

In respect of each matter identified above:

• The Directors are confident that with the successful clinical trial program for Maxigesic tablets, oral liquid and

Intravenous (IV) now completed and in place and with the state of current negotiations for licensing arrangements,

further and significant licensing agreements and income will be secured for further Maxigesic and Maxigesic IV

territories and potentially newer development projects such as Pascomer. Historically in the Pharmaceutical industry

significant upfront payments to the licensor are attained for prescription products such as Maxigesic IV. The timing,

structure and up front component for the completion of these licensing agreements is uncertain.

14AFT PHARMACEUTICALS LIMITED
Interim Report for the period ended 30 September 2017

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

For the six months ended 30 September 2017

3. GOING CONCERN ASSUMPTION (Continued)

• There are 124 countries licensed for Maxigesic and sales are currently being made in 10 countries. The timing and

amount of sales for the remaining licensed countries and potential countries is uncertain due to the regulatory

requirements and related timelines for each of the countries, and the ability to secure market share in each country.

Registrations of Maxigesic have been achieved in the challenging EU regulatory jurisdiction and most of the remaining

licensed countries rely upon the EU as a reference which has reduced regulatory risk.

• The analgesic market in Australia is currently in a significant transition with the re-scheduling of codeine-based

painkillers from over-the-counter to prescription only from 1 February 2018. The current codeine market is large

and there is potential to significantly increase Maxigesic sales. The number of patients that will, post 1 February 2018,

go to their Doctors for codeine-based painkiller prescriptions and the number that will switch to over-the-counter

codeine-free painkillers such as Maxigesic, cannot be predicted with any degree of certainty. There are also

uncertainties as to the market shares that will be achieved by Maxigesic with its unique and patented ratio of

Paracetamol: Ibuprofen and the other codeine-free Paracetamol and Ibuprofen combinations which are generic

and have a different Paracetamol: Ibuprofen ratio to Maxigesic.

The Directors actively monitor and manage these key revenue growth plans, together with their associated uncertainties,

and have also taken into account the ability of the Group to significantly reduce and or defer forecast development and

marketing spend should this be required, in order to preserve funds.

After considering the uncertainties and mitigations described above, the directors have a reasonable expectation that the

Company will be in a position to repay the loan on or before 31 March 2020 and to establish a replacement debt facility if

required. CRG have confirmed that they would be willing to provide an extension of the maturity date or refinancing of

the existing term loan arrangement with a similar or equivalent sized debt facility that would extend the maturity date at

least another year. This refinancing or extension would be subject to investment committee approval similar to all other

CRG financings. Should circumstances change and the directors expect that the Company will not be in a position to

repay the loan on or before 31 March 2020 nor to be able to re-negotiate the facility on the basis of a partial repayment or

establish a replacement debt facility then a further share capital raise would be considered by the directors.

4. INTEREST BEARING LIABILITIES

$NZ000’s

Unaudited

as at

30 Sep 2017

Audited

as at

31 Mar 2017

Unaudited

as at

30 Sep 2016

CRG (Capital Royalty Group) loans23,24423,426 22,039

The term loan agreement with CRG commenced in May 2014 and had a facility draw down of up to USD$30 million by

October 2016. USD$15 million was drawn down. Initially this facility was for a six year term with the first four years being

interest only, and the principal to be repaid in equal quarterly instalments in years five and six.

In September 2017, a new loan facility of USD$10 million was entered into, which includes a minimum mandatory

drawdown of USD$5 million on or before 31 March 2018. A second drawdown for the balance is available at the

Company’s option on or before 30 September 2018.

The repayment terms for all facilities were amended in September 2017 to interest only until maturity, and the principal

to be repaid in full on 31 March 2020.

The loans have a general security over the assets of the Group together with a Group guarantee. Interest is fixed at

13.5% p.a. The loans are denominated in United States dollars (USD) and during the period NZD$699,000 was recognised

as unrealised foreign exchange gains. The carrying amount of the CRG loans are substantially in line with the fair market

value as at balance sheet date.

5. SHARE CAPITAL

FY 2017:

On 24 March 2017, the Company issued 3,330,000 redeemable preference shares at $2.74 each. These shares attract

a dividend of 9.4% accruing quarterly which may be satisfied in cash or with additional redeemable preference shares

at the Company’s option.

15
They do not carry any right to vote except at meetings of an “interest group” of holders of redeemable shares.

They may be redeemed at the option of the Company at any time two years or more after issue. On redemption,

the Company would pay the issue price plus dividends accrued to the date of redemption.

After three years from issue, they may be converted to ordinary shares at the option of the holder in multiples of 100,000.

The holder would receive one ordinary share for every redeemable share held and a number of ordinary shares calculated

by dividing the amount of any accumulated dividends by the issue price.

Optional conversion events arise if one of a number of conditions occur. These conditions were notified to NZX and ASX

at the time of issue of the redeemable preferences shares, and are available on the Company website.

FY 2018:

On 16 June 2017, the Company issued 473,181 ordinary shares at $2.25 (AUD$2.11) each pursuant to the share purchasing

plan offered to existing shareholders. This share issue raised $1.06 million of additional ordinary share equity.

6. DIVIDENDS PAID

Ordinary shares

No dividends have been paid or declared for the ordinary shares.

Redeemable preference shares

The redeemable preference shares issued on 24 March 2017 attract a dividend rate of 9.4% per annum, or 25.8 cents per

share per annum. For the 31 March 2017 and 30 June 2017 quarter ends, 50% of the dividend was paid in cash, a total of

$132k. For the 30 September quarter end no dividends were paid. The remaining 50% of dividends net of withholding

taxes for the 31 March 2017 and 30 June 2017 quarter ends together with all of the dividends net of withholding taxes for

the 30 September 2017 quarter end have been accumulated in the redeemable preference share reserve.

7. RECONCILIATION OF LOSS AFTER TAX WITH NET CASH FLOW

FROM OPERATING ACTIVITIES

$NZ000’s

Unaudited

as at

30 Sep 2017

Unaudited

as at

30 Sep 2016

Loss after tax(6,873)(11,000)

Non-cash items:

Depreciation6066

Amortisation10574

Unrealised foreign exchange(909)87

Share options expense104117

Interest costs capitalized to loan532–

Share of JV loss616210

Movement in working capital:

Decrease/(increase) in inventories(2,419)(3,765)

Decrease/(increase) in trade and other receivables2,4604,212

Increase/(decrease) in trade and other payables(1,511)(350)

Increase/(decrease) in income tax15779

Net cash used in operating activities(7,678)(10,270)

Note – there have been some classification changes to the H1 FY 2017 comparatives above to align with the current

period disclosures.

16AFT PHARMACEUTICALS LIMITED
Interim Report for the period ended 30 September 2017

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

For the six months ended 30 September 2017

8. INVESTMENT IN JOINT VENTURE PARTNERSHIP

$NZ000’s

Unaudited

as at

30 Sep 2017

Unaudited

as at

30 Sep 2016

Interest in joint venture company at cost3,140 387

Equity accounted earnings of joint venture partnership(1,332) (210)

Net equity investment in joint venture partnership1,808 177

The joint venture partnership of the Group and its activies are as follows:

% interest held

Dermatology Specialties LP50%50%

Principal activities: Development and distribution of pharmaceuticals

Dermatology Specialties LP was incorporated on 22 June 2015. Movements in investment in the

joint venture partnership during the year comprise:

$NZ000’s

Balance at start of period627 186

Investment during the period1,797 201

Share of current period loss(616) (210)

Dividend received– –

Balance at end of period1,808 177

The following table summarises the financial information relating to the Group's joint venture

partnership, and represents 100% of the joint venture partnership net assets, revenues and net profits.

$NZ000’s

Extracts from joint venture partnership balance sheet (unaudited)

Current assets– –

Non-current assets2,1782,175

Current liabilities(181)(340)

Non-current liabilities– –

Net assets1,997 1,835

$NZ000’s

Extracts from joint venture partnership income statement (unaudited)

Revenue – –

Net loss after taxation(1,232) (420)

The joint venture did not have any contingent liabilities or capital commitments at balance date (H1 2017: nil).

17
9. SEGMENT REPORTING

Operating Segments

Unaudited

September 2017

$NZ000’s AustraliaNew ZealandAsiaRest of WorldTotal

Revenue20,206 14,113 618 1,624 36,561

Other income–– –1,014 1,014

Depreciation and amortisation(10) (152) (3) –(165)

Loss before tax(171)(2,294)(371)(3,737)(6,573)

Finance income294 – –96

Finance costs–(1,590)– -(1,590)

Other (gains)/losses(66)1,63718–1,589

Total assets22,836 2 7, 2 2 3 310 –50,369

Property, plant and equipment45309 20 –374

Intangible assets– 2,74 4 – – 2,74 4

Capital expenditure23369–347

Unaudited

September 2016

$NZ000’s AustraliaNew ZealandAsiaRest of WorldTotal

Revenue14,569 13,498 543 1,177 29,787

Other income – – –1,007 1,007

Depreciation and amortisation(12)(125) (3) –(140)

Loss before tax(2,831)(4,493)(664)(2,961)(10,949)

Finance income –291 – –291

Finance costs(2)(1,558)– –(1,560)

Other (gains)/losses(357)(801)(102)–(1,260)

Total assets10,143 44,560 (893) –53,810

Property, plant and equipment57 349 15 –421

Intangible assets –2,450 – –2,450

Capital expenditure24785 –485

18AFT PHARMACEUTICALS LIMITED
Interim Report for the period ended 30 September 2017

NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)

For the six months ended 30 September 2017

10. FOREIGN EXCHANGE RISK

The Group purchases goods and services from overseas suppliers in a number of currencies, primarily NZD, AUD,

USD, EUR and GBP and has borrowings which are denominated in US Dollar amounts. This exposes the Group to

foreign currency risk. The Group manages foreign currency risk through use of forward exchange contracts (derivative

arrangements). The exposure is monitored on a regular basis based on Group foreign exchange policies. Future revenues

from markets outside Australasia will be denominated primarily in USD and EUR which will provide a natural hedge

against these costs.

Forward foreign exchange contracts are entered into to reduce exposure to risk associated with foreign exchange

volatility:

Forward Foreign Exchange Contracts

Buy currency

Buy currency

amount (’000)

Sell amount

NZD (’000)

30 Sep 2017

value

NZD (’000)

Fair value

NZD (’000)

EUR3,3165,3025,454152

GBP524 94998031

USD5,0807, 1 1 87, 0 6 2(56)

Total as at 30 September 2017:127

All contracts mature within one year from 30 September 2017.

Forward Foreign Exchange Contracts

Buy currency

Buy currency

amount (’000)

Sell amount

NZD (’000)

31 Mar 2017

value

NZD (’000)

Fair value

NZD (’000)

EUR3,0124,8064,656(150)

GBP5441,027979(4 8)

USD2,7303,9023,9097

AUD(750)(807)(794)(13)

Total as at 31 March 2017:(204)

All contracts mature within one year from 31 March 2017.

Forward Foreign Exchange Contracts

Buy currency

Buy currency

amount (’000)

Sell amount

NZD (’000)

30 Sep 2016

value

NZD (’000)

Fair value

NZD (’000)

EUR3,136 5,212 4,902 (310)

GBP556 1,163 1,003 (160)

USD3,280 4,8254,550 (275)

Total as at 30 September 2016:(745)

All contracts mature within one year from 30 September 2016.

19
11. RELATED PARTIES

The Group had related party relationships with the following entities:

Related party Nature of relationship

CRG (Capital Royalty Group) Shareholder

The following transactions were carried out with these related parties:

(i) Loans

$NZ000’s Note

Unaudited

as at

30 Sep 2017

Audited

as at

31 Mar 2017

Unaudited

as at

30 Sep 2016

CRG (Capital Royalty Group)423,24423,426 22,039

Total loan balances23,24423,426 22,039

(ii) Key management compensation

$NZ000’s

Unaudited

as at

30 Sep 2017

Audited

as at

31 Mar 2017

Unaudited

as at

30 Sep 2016

Directors' fees143289138

Executive salaries5271,092 827

Short term benefits13423840

Key management compensation8041,619 1,005

Key management includes external Directors, the Chief Executive Officer, the Chief of Staff, the Chief Financial Officer and the Director of International Business

Development. These positions are mainly responsible for the planning, controlling and directing the activities of the business. The Chief of Staff is the spouse of the

Chief Executive Officer.

12. CONTINGENT LIABILITIES

In May 2015, AFT Pharmaceuticals Ltd signed as guarantor of AFT Pharmaceuticals Pty Ltd for its 5-year lease contract

for the premises occupied in Sydney, Australia. AFT Pharmaceuticals Pty Ltd has placed AUD$71,939 on term deposit with

NAB in favour of the landlord of the business premises to support this guarantee. The Company has placed NZD$75 ,000

on term deposit with the BNZ. This sum is security for a guarantee issued by the BNZ in favour of the NZX, should the

Company ever default on any of its payment obligations to NZX.

13. CAPITAL COMMITMENTS

The Group has no capital commitments at 30 September 2017 (31 March 2017: nil; 30 September 2016: nil).

14. SUBSEQUENT EVENTS

There were no material events occurring after balance date and before the date of approval of the financial statements

requiring recognition or disclosure.

20AFT PHARMACEUTICALS LIMITED
Interim Report for the period ended 30 September 2017

INDEPENDENT REVIEW REPORT

to the shareholders of AFT Pharmaceuticals Limited

REPORT ON THE CONSOLIDATED INTERIM FINANCIAL STATEMENTS

We have reviewed the accompanying condensed consolidated interim financial statements (“financial statements”)

of AFT Pharmaceuticals limited (“the Company”) and its subsidiaries (“the Group”) on pages 9 to 19, which comprise

the consolidated balance sheet as at 30 September 2017, and the consolidated income statement, the consolidated

statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of

cash flows for the period ended on that date, and selected explanatory notes.

DIRECTORS’ RESPONSIBILITY FOR THE FINANCIAL STATEMENTS

The Directors are responsible on behalf of the Company for the preparation and presentation of these financial

statements in accordance with New Zealand Equivalent to International Accounting Standard 34 Interim Financial

Reporting (NZ IAS 34) and for such internal controls as the Directors determine are necessary to enable the preparation

of financial statements that are free from material misstatement, whether due to fraud or error.

OUR RESPONSIBILITY

Our responsibility is to express a conclusion on the accompanying financial statements based on our review. We

conducted our review in accordance with the New Zealand Standard on Review Engagements 2410 Review of Financial

Statements Performed by the Independent Auditor of the Entity (NZ SRE 2410). NZ SRE 2410 requires us to conclude

whether anything has come to our attention that causes us to believe that the financial statements, taken as a whole, are

not prepared in all material respects, in accordance with NZ IAS 34. As the auditor of the Group, NZ SRE 2410 requires

that we comply with the ethical requirements relevant to the audit of the annual financial statements.

A review of financial statements in accordance with NZ SRE 2410 is a limited assurance engagement. The auditor

performs procedures, primarily consisting of making enquiries, primarily of persons responsible for financial and

accounting matters, and applying analytical and other review procedures. The procedures performed in a review are

substantially less than those performed in an audit conducted in accordance with International Standards on Auditing

(New Zealand) and International Standards on Auditing. Accordingly, we do not express an audit opinion on these

financial statements.

We are independent of the Group. Other than in our capacity as auditors and providers of other assurance services

relating to Callaghan grants, we have no relationship with, or interests in, the Group.

CONCLUSION

Based on our review, nothing has come to our attention that causes us to believe that these financial statements of the

Group are not prepared, in all material respects, in accordance with NZ IAS 34.

WHO WE REPORT TO

This report is made solely to the Company’s shareholders, as a body. Our review work has been undertaken so that we

might state to the Company’s shareholders those matters which we are required to state to them in our review report and

for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other

than the shareholders, as a body, for our review procedures, for this report, or for the conclusion we have formed.

For and on behalf of:

Chartered Accountants Auckland

23 November 2017

21
On 21 December 2015, NZX granted the Company a waiver (Original Waiver) from NZX Main Board Listing Rule 5.2.3

in respect of its quoted shares (“Shares”) for a period of 12 months to the extent the Rule required the Company to have

at least 25% of Shares held by Members of the Public holding at least a Minimum Holding (as that term is defined in the

NZX Main Board Listing Rules). The Original Waiver has subsequently expired. On 21 December 2016, a further waiver

from NZX Main Board Listing Rule 5.2.3 was granted to AFT for a further 12 month period.

The waiver was granted on the following conditions:

• NZX receives an undertaking from the Atkinson Family Trust (“AF Trust”) that it will not increase its holding in AFT

during the term of the waiver, otherwise than as a result of an allotment pursuant to an offer or issue of shares that

is made pro-rata to all AFT shareholders;

• at least 10% of shares are held by more than 500 Members of the Public, with each Member of the Public holding

at least a Minimum Holding;

• AFT clearly and prominently discloses this waiver, its conditions, and its implications in AFT’s half year and annual

reports, and in any Offer Documents relating to any offer of shares undertaken by AFT, during the period of the waiver;

• AFT consistently monitors the total number of Members of the Public holding shares and the percentage of shares held

by Members of the Public holding at least a Minimum Holding;

• AFT notifies NZX as soon as practicable if there is any material reduction to the total number of Members of the Public

holding at least a Minimum Holding of shares, and/or the percentage of shares held by Members of the Public holding

at least a Minimum Holding; and

• AFT provides NZX with a written quarterly update of the total number of Members of the Public holding shares holding

at least a Minimum Holding and the percentage of shares held by Members of the Public holding at least a Minimum

Holding. The quarterly updates are from the date the waiver is granted, for the period of the waiver. The updates are

to be provided to NZX within ten business days of the end of each quarter.

• AFT provides NZX, with the second quarterly update, an update on:

o the proposed initiatives AFT intends to undertake to materially increase the percentage of shares held by Members

of the Public before the expiry of the waiver; and

o the intentions of the parties under the Escrow Arrangements in respect of their ongoing holding or sale of any of

the shares released from escrow during the waiver period (following engagement by AFT with such parties).

The implication of the waiver is that the Shares may not be widely held and that there may be reduced liquidity

in the Shares following quotation. A copy of the waiver can be viewed at www.aftpharm.com.

NZX WAIVERS

AFT is a company incorporated with limited liability under the New Zealand Companies Act 1993
(Companies Office registration number 873005).

Registered OfficeLevel 1, 129 Hurstmere Road, Takapuna, Auckland 0622, New Zealand

+64 9 488 0232

www.aftpharm.com


Mertons, Level 7, 330 Collins Street, Melbourne, Victoria 3000, Australia

+61 3 8689 9997

Principal

Administration

Office

Level 1, 129 Hurstmere Road, Takapuna, Auckland 0622, New Zealand

+64 9 488 0232

www.aftpharm.com

113 Wicks Road, North Ryde NSW 2113, Australia

+61 2 9420 0420

ARBN: 609 017 969

Directors

(as at date of this

Interim Report)

Dr Hartley Atkinson

Marree Atkinson

Dr James (Jim) Burns

David Flacks

Nathan (Nate) Hukill

Jon Lamb

Dr Douglas (Doug) Wilson

Share RegistrarComputershare Investor Services Limited

Level 2, 159 Hurstmere Road, Takapuna, Auckland 0622, New Zealand

+64 9 488 8777

enquiry@computershare.co.nz


Computershare Investor Services Pty Limited

Yarra Falls, 452 Johnston Street, Abbotsford VIC 3067, Australia

+61 3 9415 4083

enquiry@computershare.co.nz

AuditorPricewaterhouseCoopers

Level 22, PwC Tower, 188 Quay Street, Auckland 1010, New Zealand

+64 9 355 8000

DIRECTORY

22AFT PHARMACEUTICALS LIMITED

Interim Report for the period ended 30 September 2017

AFT PHARMACEUTICALS LIMITED
Interim Report for the period ended 30 September 2017

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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