Unaudited Financial Statements

Name of Listed Issuer:Promisia Integrative Limited PIL

FINANCIAL SUMMARY
For the year ended 31 December 2018

Full year% Up/(Down) Full year
31-Dec-18on year 31-Dec-17
Unaudited31-Dec-17Audited
$000 $000
Sales revenue727 -69%2,332

Operating loss before tax(2,213) 158%(859)
Net Loss(2,208) 152%(876)
Total Assets2,050 -11%2,295
Basic Earnings per share(0.003) (0.002)
Diluted Earnings per share(0.003) (0.002)
Tangible Asset backing per share0.001 0.004



REPORT OF THE CHAIRMAN
On behalf of your directors I present the Annual Report of the directors for Promisia Integrative
Limited and its subsidiaries (”the group”) for the year ended 31 December 2018.
Group Results
The loss for the year was significant at $2,208,000 compared with a loss of $876,000 in the previous
year, due largely to the Medsafe Alert which:
• caused an immediate collapse of Arthrem sales in New Zealand,
• overshadowed and reduced significantly the impact of the launch of Arthrem in Australia
• had a very negative impact on the launch of Artevite in New Zealand

Significant expenditure had been incurred, especially television advertising, for the launch of both
Arthrem in Australia and Artevite in New Zealand. It had been the Company’s expectation that this
expenditure would be recovered from product sales over the course of the year but that outcome
did not eventuate. Take up of both products was affected by adverse publicity surrounding the
Medsafe Alert.
Total sales for the year were $727,000 compared with $2,332,000 in the previous year. This was a
reduction of 69%.
The directors were unsure about the effect of the Medsafe Alert and adopted a policy of reducing
expenditure to save cash. This proved to be the correct course as the level of committed
expenditure did not allow sufficient leeway for error.

Medsafe Alert
As noted in the 2017 Annual Report and subsequent communications with shareholders, the
Medsafe Alert of February 2018 had a dramatic negative effect on the sale of Arthrem in New
Zealand. Initially sales fell by 90% and, while some recovery has been noted, the rise in sales has
been limited.
The directors have noted previously their concerns about the accuracy of the reports of adverse
reactions as reported to the Centre for Adverse Reaction Monitoring (CARM) and the lack of
investigation by both CARM and Medsafe to confirm the accuracy of the information reported to
CARM. It is clear that in a number of the reported adverse reactions the offending product was
unlikely to have been Arthrem due to the dose size and number of capsules taken daily. These are
likely to have been competing products that have subsequently been withdrawn from sale in
pharmacies.
We have pointed out these anomalies to Medsafe but there is has been little interest in ensuring
that the reports are accurate. This is, in our view, a major failing of the CARM reporting system and
its use as a basis for Medsafe to issue Alerts.
In December 2018 Medsafe issued an updated Alert. It is the company’s view that at least 15 of the
total 25 adverse reactions reported to date relate to the competitors’ products.
It is worth repeating that the recommended dose for Arthrem is one 150mg capsule twice daily,
usually morning and night. All competing products had a recommended dose of a single 300mg
capsule daily. It is the company’s view that the double dose in a single capsule is responsible for
most of the reported adverse reactions.
Medsafe Prosecution
In late January 2019 Medsafe commenced a prosecution of the company in the District Court
alleging 9 breaches of the Medicines Act 1981.
Two of the charges relate to the alleged sale of an unlicensed medicine, being Arthrem. The
company has always maintained that Arthrem is a dietary supplement, not a medicine. The
remaining charges relate to the promotion of Arthrem on the company’s websites and is based on
the assumption that Arthrem is an unlicensed medicine. The company notes that all its marketing
and advertising material was submitted for review to the Therapeutic Goods Advertising Pre-Vetting
Service (TAPS) before being published and it received a TAPS Approval Number that is displayed on
every item.
The directors are unable to comment in more detail as this matter is now before the Courts. The
directors have retained senior counsel and will defend the charges. The outcome of this action is
likely to have a significant impact on the natural products sector in New Zealand.
New Zealand
Arthrem has retained the support of most pharmacies and continues to sell, however consumer
confidence has been shaken by the Medsafe Alerts. Very little advertising and marketing support for
Arthrem was undertaken post the Medsafe Alert and sales have suffered accordingly.
In view of the Medsafe prosecution no additional expenditure will be incurred in New Zealand until
the matter has been resolved. In the meantime Arthrem remains available in pharmacies and
online.

The release of two new products has been deferred until the Medsafe issues have been resolved.
Australia
The launch of Arthrem in New South Wales in February 2018 coincided with the Medsafe Alert.
Sales were affected as pharmacies were reluctant to recommend Arthrem. The combination of a
lack of revenue from the New Zealand market and the need to conserve cash meant that there was
little additional marketing expenditure following the launch publicity.
Nevertheless, Arthrem is now stocked throughout Australia in approximately 600 pharmacies,
mainly in most of the major pharmacy groups, and is also available online. Sales have been lower
than expected due to the lack of marketing and advertising support. The situation will be reviewed
in 2019.
The company has ensured that pharmacy staff in Australia are aware of the need to question
potential Arthrem customers prior to selling them Arthrem to ensure that those customers do not
have any liver related conditions or are not taking medicines that may have an adverse impact on
the liver. Arthrem has a different legal status in Australia that is not available in New Zealand and
allows more definite advertising claims to be used. Medsafe has the view that Promisia may be in
breach of the Medicines Act to refer to this status by name in New Zealand.
Artevite
The launch of Artevite in New Zealand in early 2018 was also affected by the Medsafe Alert. Sales
have been considerably lower than expected and have suffered from the lack of advertising after the
initial launch.
The product has a shelf life and creative measures are being taken to get the product into the hands
of dog owners to build market share without incurring significant expenditure.
Capital Raising
The capital raising in January 2018 provided the cash to fund the launch of Arthrem in Australia and
Artevite in New Zealand and enabled the company to survive following the Medsafe Alert. Despite a
severe reduction in expenditure, particularly in marketing and advertising costs, the company
required financial support in order to remain in business.
The company was fortunate to receive the significant financial support from Brankin Trust, an entity
associated with Tom Brankin, one of the company’s directors. Total advances from Brankin Trust
were $800,000 by year end and these advances were converted into equity in the rights issue held in
December 2018. On behalf of the directors and all shareholders I wish to thank Brankin Trust and
Mr Tom Brankin for their ongoing support of the company. Without this support the company
would have had to stop trading.
The December rights issue was supported by a number of shareholders and the directors thank them
for their support.
The compliance requirements, and associated costs, for smaller capital raisings are high and make
raising capital an expensive exercise for smaller companies.

Current Priorities
The outcome of the Medsafe prosecution will have a significant influence on the direction of the
company in 2019 and beyond. The future of Arthrem and the proposed new products, particularly in

New Zealand, is dependent on an acceptable outcome to the prosecution. As noted previously, it
will also have a significant effect on the non-medicine sector of the health market, particularly
natural products. The directors are not prepared to commit any significant expenditure in New
Zealand until the position is clarified.
A revised strategy is being developed for Australia. Other markets for Artemisia products are also
being investigated.
The company will not need to grow an Artemisia crop in Tanzania this year as it has sufficient extract
and dried leaf on hand to satisfy foreseeable requirements.
The last year has been one of the most trying in the company’s recent history. Directors and
shareholders look forward to a more productive 2019. Shareholders will be kept informed of
progress as it occurs over the next few months.

Stephen Underwood
Chairman

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Promisia Integrative Limited

Unaudited Interim Financial Statements

For the Year ended 31 December 2018

Page 2

Promisia Integrative Limited
Consolidated Interim Statement of Profit or Loss and Other Comprehensive Income
For the year ended 31 December 2018

UnauditedAudited
YearYear
Dec 2018Dec 2017
$000$000

Revenue727 2,332
Cost of goods sold(381) (642)
346 1,690
Other income14 76
Expenses
Administration (799) (923)
Operating (1,588) (1,379)
Research (116) (258)
Amortisation and depreciation(28) (23)
(2,532) (2,583)
Loss before taxation and interest(2,172) (817)


Finance cost - interest paid(42) (64)
Finance income - interest received 1 22
Net Loss for period before income tax (2,213) (859)
Income tax expense - -

Net Loss for period (2,213) (859)
Other comprehensive income
Currency translation differences 5 (17)
Total comprehensive loss for period(2,208) (876)
attributable to shareholders
Basic Earnings per share (0.003) (0.002)
Diluted Earnings per share(0.003) (0.002)













The accompanying notes form part of these financial statements

Page 3
Promisia Integrative Limited
Consolidated Interim Statement of Changes in Equity
For the year ended 31 December 2018
ShareForeignShareAccumulatedTotal
CapitalCurrencyOptionLosses
ReserveReserve
$000$000$000$000$000
Audited
At 1 January 201755,799 194 83 (54,391) 1,685
Total comprehensive loss for period- - - (859) (859)
Other comprehensive income (loss)- (17) - - (17)
Share Issue 167 - - - 167
Expired/Retired options75 - (75) - -
Share based payment- - 43 - 43
At 31 December 201756,041 177 51 (55,250) 1,019

Unaudited
At 1 January 201856,041 177 51 (55,250) 1,019
Total comprehensive loss for period- - - (2,213) (2,213)
Other comprehensive income (loss)- 5 - - 5
Share Issue 2,169 - - - 2,169
Expired/Retired options68 - (68) - -
Share based payment- - 17 - 17
At 31 December 201858,278 182 0 (57,463) 997























The accompanying notes form part of these financial statements

Page 4
Promisia Integrative Limited
Consolidated Interim Balance Sheet
As at 31 December 2018

UnauditedAudited
NotesYearYear
Dec 2018Dec 2017
$000$000
EQUITY
Share Capital3.358,278 56,041
Accumulated Losses(57,463) (55,250)
Other Equity Reserves182 228

TOTAL EQUITY997 1,019
Represented by:
CURRENT ASSETS
Bank512 324
Receivables58 244
Prepayments4 137
Inventory1,306 1,383
1,880 2,088
NON-CURRENT ASSETS
Investments75 75
Intangible Assets60 125
Property, plant & equipment35 7
170 207
TOTAL ASSETS2,050 2,295
less
CURRENT LIABILITIES
Payables and Accruals261 316
Employee benefits8 41
Loan3.4 (iii)188 480
456 837
NON-CURRENT LIABILITIES
Loan3.4(iii)596 439

TOTAL LIABILITIES1,053 1,276
NET ASSETS 997 1,019

















The accompanying notes form part of these financial statements

Page 5
Promisia Integrative Limited
Consolidated Interim Statement of Cash flows
For the year ended 31 December 2018
UnauditedAudited
YearYear
Dec 2018Dec 2017
$000$000
Operating activities
Receipts from customers 741 2,926
Payments to suppliers and employees(2,502) (4,410)
Interest (net)(40) (42)
Net cash flows from (used in) operating activities(1,801) (1,526)

Investing Activities
Purchase intangible assets(7) (19)
Purchase property, plant & equipment (38) (5)
Net cash flows from (used in) investing activities(45) (24)
Financing activities
-
New share capital 2,169 167
Repayment of loans(135) (120)
Net cash flows from financing activities2,034 47

Net change in cash 188 (1,503)

Cash at Start of Period324 1,827

Cash at End of Period512 324

















The accompanying notes form part of these financial statements

Page 6

Promisia Integrative Limited
Notes to the Consolidated Interim Financial Statements
For the year ended 31 December 2018
_________________________________________________________________________

1. Nature of operations
Promisia Integrative Limited (Company) and its subsidiaries (the Group) principal activities are
focused on developing and marketing unique therapeutic natural products with proven safety
and efficacy based on robust research.

2 General information and statement of compliance

The company is registered under the Companies Act 1993 and is a Financial Markets Conduct
2013 reporting entity in terms of the Financial Reporting Act 2013. The group is profit –
orientated.
Promisia Integrative Limited is a company domiciled in New Zealand. The registered office of
the company is level 4, 22 Panama Street, Wellington 6011.
Basis of Preparation
The unaudited interim financial statements have been prepared in accordance with Generally
Accepted Accounting Practice in New Zealand, which is the New Zealand equivalent to
International Financial Reporting Standards (NZ IFRS). They comply with NZ IAS 34 Interim
Financial Reporting and should be read in conjunction with the full financial statements of the
Group for the year ended 31 December 2017.
The financial statements are presented in New Zealand dollars which is the group’s functional
and presentation currency and rounded to the nearest thousand dollars unless otherwise
stated.
These financial statements do not include all the information required for full financial statements
and consequently should be read in conjunction with the full financial statements of the Group for
the year ended 31 December 2017.

The accounting policies adopted are consistent with those of the previous financial year. All new
standards and amended standards issued during 2018 and applicable after 1 January 2019
have not been adopted. The impact in the initial period of application is expected to be minimal
at this stage.

3. Disclosures
3.1 Operating segments
The Group’s reportable segments are based on the geographic location of its activities which
reflect the type of activities undertaken and have been determined based on internal reporting
used by management and the Board of Directors to assist strategic decision making.

3.2 Financial risk management
The Group's activities are exposed to a variety of financial risks: market risk, credit risk, liquidity risk,
cash flow risk and fair value interest-rate risk. The condensed interim financial statements do not
include all financial risk management information and disclosures required in the annual financial
statements; they should be read in conjunction with the Group's annual financial statements as at
31 December 2017. There have been no changes in the management of risk or in any risk
management policies in the current period. The Group does not have any derivative financial
instruments or any other financial assets or liabilities that are classified as instruments at fair
value through profit and loss under NZ IFRS.

The fair value of assets and liabilities approximates their carrying value.

Page 7

Promisia Integrative Limited
Notes to the Consolidated Interim Financial Statements
For the year ended 31 December 2018
_________________________________________________________________________________

3.3 Share Capital
The Group’s share capital includes fully paid, subscribed and treasury shares.
Issued and paid capital
There were 1,901,797,451(31 December 2017: 508,958,971) ordinary shares on issue at
balance date.

At 31 December 2018 issued and paid capital comprised:
UnauditedAudited
YearYear
Dec 2018Dec 2017
$000$000
Opening balance56,041 55,799
Shares issued2,300 167
Expired options68 75
Issue costs(131) -
58,278 56,041
Total new capital of $ 2,300,063 was raised as follows:
During January 2018, the Group completed private placements of 47,750,000 shares to
wholesale and eligible investors at an issue price of $0.02 per share and raised the sum of
$955,000.
During December 2018, the Group completed a renounceable rights issue offering three new
shares in the Company for every one existing share held in the Company to all eligible
shareholders of the Company at an issue price of $0.001 per share. This raised share proceeds
of $1,345,063.
The new share capital has been raised to support the launch of the Arthrem product into the
Australian market, fund ongoing and future product development in New Zealand.
Unpaid ordinary shares – Treasury shares
At 31 December 2018, 16,595,856 shares (2017: 16,595,856) still remain unallocated and are
held by a nominee company Promisia Trustee Limited.

3.4. Related party information
During the year to 31 December 2018:
(i) Director fees of $100,000 (2017: $92,917) were paid to the directors.
(ii) Consulting fees of $60,250 (2017 $31,422) were paid to Helen Down, a director and
shareholder of the Company.

Page 8
Promisia Integrative Limited
Notes to The Consolidated Interim Financial Statements
For the year ended 31 December 2018
_________________________________________________________________________________

(iii) The Brankin Family Interest Trust of which T.D Brankin is a related party and a director
of the Group, entered into a loan agreement with Wells Investments Limited on 1
October 2018 to refinance the loan of $ 783,810 to the Company and take effect on 30
January 2019.
Prior to this date, the loan was to be repaid according to a fixed monthly repayment
schedule and was to be fully repaid by December 2021 or earlier, with monthly
repayments in the range of $12,500 to $30,000 commencing in April 2018. Interest was
charged and fixed at 6.5% per annum until 31 December 2021.
All transactions were conducted on normal trading terms.

3.5. Contingent liabilities
There were no contingent liabilities at 31 December 2018 (31 December 2017:$Nil).

3.6 Capital commitments
There were no capital commitments at 31 December 2018 (December 2017:$Nil).

3.7 Unaudited Financial Statements
The interim financial statements to 31 December 2018 have not been audited.

3.8 Events subsequent to balance date

New share capital
On 22 January 2019 the company’s major shareholder, Brankin Trust, advised that it wishes to
exercise its right to subscribe for an additional 250 million shares at a price of $0.001 per share.
This issue of additional shares was approved by a special meeting of shareholders on 4
December 2018. The 250 million shares represent shortfall shares not taken up by eligible
shareholders in the rights issue that closed on 24 December 2018.

Change of loan terms
The refinancing of the Wells Investment loan of $783,810 went unconditional on 30 January
2019. There are no current loan repayment terms and no interest is being charged on the loan.

Ministry of Health Prosecution
On 7 February 2019 the company was served with a notice of prosecution by the New Zealand
Ministry of Health for alleged breaches of the Medicines Act 1981. In these charges the
Ministry alleges that the company has sold an unlicensed medicine and that certain advertising
by the company is in breach of the Medicines Act.

The company is to appear in the District Court on 8 March 2019 and intends to defend these
charges.
There have been no other matters or circumstances since the end of the financial year, not
otherwise dealt with in these financial statements that have significantly or may significantly
affect the Group’s operations.