Annual Report & Shareholder Letter
19
ANNUAL
REPORT
FOR THE
YEAR ENDED
31 MARCH 2019
FY20 KEY DATES
2019 Annual Meeting 31 July 2019
End of FY20 Half Year 30 September 2019
FY20 Interim Results Announced By 30 November 2019
End of FY20 Financial Year 31 March 2020
FY20 Results Announced By 30 May 2020
FY20 Annual Report By 30 June 2020
The Board of Directors of Pacific Edge Limited
is pleased to present the Annual Report for
the year ended 31 March 2019. This provides a
review of our performance in the last year and
our focus for the year ahead.
The Annual Report can also be viewed on our
website www.pacificedgedx.com
Chris Gallaher David Darling
Chairman Chief Executive Officer
CONTENTS
Progress in FY19 5
Key Metrics 7
Chairman’s Report 8
CEO’s Report 10
Case Study 13
FY19 Financial Review 14
Board of Directors 16
Executive Team 18
Advisory Boards 19
Consolidated Financial Statements 20
Notes to the Consolidated Financial Statements 25
Independent Auditors’ Report 53
Corporate Governance 57
Remuneration 64
Risk Analysis 67
Statutory Information 68
Glossary 73
Company Directory 74
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
3
CXBLADDER: A BETTER WAY
We now know there is a better and more effective way to diagnose and manage urothelial cancer.
Our Cxbladder tests are the result of years of research and data collection which allowed us to identify
five RNA biomarkers that are associated with urothelial cancer. Our complex algorithms are built on this
knowledge, to effectively enable physicians to rule out or detect the presence of bladder cancer in urine.
The effectiveness and clinical utility of our tests has been validated by multiple, peer reviewed, scientific and
clinical publications involving thousands of patients, with healthcare providers and medical academics from
around the world.
Compared to existing technologies, our tests are non-invasive, simple to use, more accurate and enable
better use of healthcare funds and resources.
Adoption and use of our products is growing in our target markets around the world. Our tests are being
included in clinical guidelines and in some cases, are replacing the current gold standards.
Pacific Edge is the only company in the world to offer a suite of four molecular diagnostic tests in a single cancer.
OUR OPPORTUNITY
As a key to rapid commercial growth, we are targeting large institutional healthcare organisations in all our
markets – New Zealand, Australia, Southeast Asia and the USA.
The USA is the world’s largest healthcare market and, with an estimated addressable market for Cxbladder
of $1.2 billion,* it remains our primary focus.
BLADDER CANCER AND HAEMATURIA IN THE USA
GROWTH IN TOTAL LABORATORY THROUGHPUT
Strong growth achieved, particularly in Q4 FY19.
GROWTH IN COMMERCIAL SALES
Continuing growth in product sales and adoption of Cxbladder by leading healthcare
organisations and urologists in Pacific Edge’s targeted markets of New Zealand, Australia,
Singapore and the United States.
HIGH LEVELS OF ADOPTION IN NZ
High levels of commercial adoption in New Zealand by the Government healthcare providers,
with current population coverage of approximately 62%. Counties Manukau, Hauora
Tairawhiti, Capital & Coast and Hawkes Bay District Health Boards have all signed commercial
agreements in the last year.
INCREASED FOCUS ON INSTITUTIONAL HEALTHCARE ORGANISATIONS IN ALL
MARKETS
Ongoing commercial negotiations and start up processes with a growing number of targeted
customers in the USA, including Kaiser Permanente. Commencement of commercial
evaluation with Johns Hopkins Medicine.
GROWING PRESENCE IN SOUTHEAST ASIA
User Programmes underway with five targeted hospitals in Singapore. Entry to Raffles Medical
Group offers the opportunity to expand our relationship into the four countries and 13 cities
across Southeast Asia where Raffles is represented.
ACHIEVEMENT OF USA REIMBURSEMENT MILESTONES
Two of the three milestones required for USA national reimbursement were completed during
FY19, being (1) receipt of product specific CPT codes for Cxbladder Detect and Cxbladder
Monitor and (2) the notification of a national price for each and every Cxbladder test (US$760
per test).
NEW SALES FOCUS IN AUSTRALIA
Pacific Edge has taken over the sales and distribution of Cxbladder in Australia, aiming to
build on the successful commercial processes in the New Zealand market and focusing on
institutional customers with limited resources and a burgeoning number of patients.
INCREASING INVESTOR SUPPORT
Investment of $2.6m by US private investment fund, Manchester Management Company,
which specialises in biotech and life sciences investments. Completion of successful $12m
capital raising, with a number of new and international investors welcomed to the register.
WE’RE ON A JOURNEY TO BENEFIT GLOBAL
COMMUNITIES THROUGH THE DELIVERY OF INNOVATIVE
SOLUTIONS FOR THE EARLY DIAGNOSIS AND BETTER
MANAGEMENT OF CANCER.
PROGRESS IN FY19
Approximately
7 Million
people presenting
with haematuria
(blood in urine)
every year
1.5M
new patients with
haematuria evaluated
annually at an average
cost of $4K per patient
evaluation
$240K
estimated average
total lifespan cost.
Unsurprisingly, bladder
cancer has the highest
cost-per-patient of
all cancers
81K
new cases
per year
6
TH
Bladder cancer
is the sixth
most common
cancer
4
TH
most prevalent
cancer in
men
$1.2B
annual
addressable
market for
Cxbladder
*
800K
US patients being
actively monitored for
bladder cancer 2-3
times per annum
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
4
*EY-Parthenon business review of the US annual market opportunity for Cxbladder
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
5
CONTRACT COVERAGE OF NEW ZEALAND PUBLIC
HEALTHCARE PROVIDERS (DHB
S) USING CXBLADDER
Approximately 62% of New Zealand’s
population – that’s over 3 million people –
have access to Cxbladder through Pacific
Edge’s contracts with their public
healthcare providers.
WAITEMATA
Triage, Monitor
COUNTIES MANUKAU
Triage
BAY OF PLENTY / LAKES
Triage, Monitor
HAUORA TAIRAWHITI
Triage, Monitor
HAWKE’S BAY
Triage, Monitor
MIDCENTRAL / WHANGANUI
Triage, Monitor, Detect
CAPITAL & COAST / HUTT VALLEY
Triage, Monitor, Detect
CANTERBURY
Triage
KEY METRICS
FY19 TOTAL LABORATORY TEST THROUGHPUT
(COMMERCIAL TESTS AND USER PROGRAMMES)
TOTAL LABORATORY TEST THROUGHPUT
+9% vs FY18
15,697 tests
BILLABLE TESTS
+7% vs FY18
12,744 tests
CMS TESTS COMPLETED: NO REVENUE
RECOGNISED
47% of total throughput in the USA
Cumulative total of 17,015 tests
STRONG GROWTH IN TOTAL THROUGHPUT
IN Q4 FY19
+26% vs Q4 FY18
+12% vs Q3 FY19
USA
80% of total throughput
REST OF WORLD
+83% increase in test throughput year on year
Primarily driven by strong demand from NZ
public healthcare providers
FY19 TOTAL LABORATORY TEST THROUGHPUT
FY19 LABORATORY THROUGHPUT BY REGION
FY19 LABORATORY THROUGHPUT BY TEST
FY17FY18
0
2000
4000
6000
8000
10000
12000
14000
FY15FY16FY17FY18
0
2000
4000
6000
8000
10000
12000
14000
16000
FY19
■ 1H ■ 2H
FY19 FINANCIAL SNAPSHOT
Test sales up 12% year on year to $3.8m
Total revenue $5.1m
Operating expenses $23.0m, down 7% on FY18
and a 16% reduction from two years ago
Operating cashflow reduced to $(17.5)m, in line
with expectations
Net loss reduced to $17.9m, a 9% improvement
on the prior year
Cash, cash equivalents and short term deposits
of $12.8m as at 31 March 2019
80+20
57+23+20
DETECT
57%
USA
80%
NUMBER OF TESTS
REST OF
WORLD
20%
TRIAGE
20%
MONITOR
23%
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
76
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
9
CHAIRMAN’S REPORT
Pacific Edge continues to progress in its
journey to commercialise its world leading
medical technology with FY19 being a year of
achievements, challenges and some frustrations.
We continue to maintain our consistency of
purpose and strategy.
The USA healthcare market remains our biggest
opportunity and our biggest challenge and is the
destination of the majority of our investment and
resources. While it is taking longer than anticipated
to establish our company in this market, progress
continues to be made with a number of important
achievements in the FY19 year.
Key milestones in unlocking value in our business
are achieving the three national reimbursement
requirements in the USA. Two of these have
been achieved, being the grant of national
product specific codes (for Cxbladder Detect and
Cxbladder Monitor) and the issuance of a national
price. The third milestone is inclusion in the Local
Coverage Determination (LCD) for the Centers for
Medicare and Medicaid Services (CMS).
This is a non-prescribed process that is focussed
on the generation of clinical evidence through
publication of peer reviewed scientific and clinical
papers that support the clinical validation and
utility of our Cxbladder suite of products. If and
when obtained, inclusion in the LCD, combined
with the other two national reimbursement
milestones we have already achieved, will unlock a
significant stream of cash revenue for Pacific Edge.
For a cancer diagnostics company commercialising
new medical technology, such as ours, peer
reviewed publications are the lifeblood in
achieving clinical acceptance and reimbursement
for our products. The building of our portfolio
of user studies and peer reviewed publications
has been a 10 year process for our company and
has required a significant investment of time and
resources. This portfolio represents a significant
competitive advantage for the company.
In all our markets, including the USA, our sales
focus is on the large scale blue chip healthcare
organisations which can benefit from adopting
Cxbladder and also deliver greater scale and
volumes over the long term.
While we achieved growth in all markets during
FY19, the careful management of our cash
resources did constrain our growth in the USA.
Your Board took the view that until our LCD is
issued, a small scaling back of our USA sales force
investment was prudent.
As a harbinger of what can be achieved in the USA
market when the breakthrough is achieved, the
growth and acceptance of Cxbladder in our home
New Zealand market was a notable achievement
in 2019 and we now have approximately 62%
population coverage across our national public
healthcare network with further opportunities in
the pipeline. This has been a terrific achievement
by our NZ team.
The Board would like to acknowledge the
resilience, passion and commitment of all the
people at Pacific Edge, who are ably led by CEO
Dave Darling. Their loyalty and persistence over
such a long period is really commendable. While
our commercial progress has not been as rapid
as we all would have liked and indeed, has been
frustrating for all at times, their unyielding belief
and passion for Cxbladder and our company, is
admirable. We all share the strong belief that we
have a company of real value with world class
products and intellectual property; the job of both
Board and management is to realise that value for
the benefit of our shareholders.
We were pleased to welcome two new Directors to
the Board this year – Sarah Park and John Duncan.
They bring skills and expertise to the table, with
experience in corporate finance, investment
banking and equity markets and Asian markets and
add to the skills available to the Board.
I am really pleased with the way your Board has
operated over the last year, working well as a team
in discharging our governance duties.
Cash, cash management and getting to a cash
flow breakeven position are always at the front of
the Board’s mind. Our success in the New Zealand
market is a validation of our business model, and
highlights the prospects in the USA market.
The focus of your Board and management is on
realising the potential of our company.
While this is taking time, the long term benefits are
now beginning to be realised as we see Cxbladder
replacing the existing gold standards and being
included in guidelines. The USA offers an annual
market opportunity of US$1.2 billion and Southeast
Asia could easily be of a similar size over the long
term.
We look forward to providing a further update at
our annual meeting which will be held in Dunedin,
New Zealand on 31 July 2019.
Chris Gallaher
Chairman
Pacific Edge
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
8
CEO’S REPORT
A major highlight in FY19 has been the
commercial breakthrough seen in New Zealand,
with Cxbladder now in use by the majority of
the national public healthcare providers and,
in some cases, being incorporated into their
clinical guidelines, replacing the gold standard
cystoscopy.
FY19 saw our company take another stride towards
commercial viability, with the New Zealand market
reaching tipping point. More than 3 million
people (approximately 62% of New Zealand’s
population) are now covered under contract with
New Zealand’s national healthcare providers and
demand is exceeding our expectations, with
particularly strong growth achieved in the last
quarter of the 2019 financial year (Q4 FY19).
While small in terms of test numbers, the adoption
by the majority of the New Zealand national
healthcare providers and the compelling look-back
studies they have completed, are a significant
step in terms of global credibility. The actions
being taken in the New Zealand market and their
demonstrable benefits are being watched carefully
by large healthcare institutions and leading
urologists around the world, and are another step
towards gaining wider adoption for Cxbladder.
The publication of peer reviewed papers in
leading scientific and medical journals is the
trading currency for successful adoption and
reimbursement of medical technology such as
Cxbladder. Also of relevance are the presentations
now being made by leading international experts
on the benefits of Cxbladder, as heard recently
at USANZ NZ 2019 and Urofair 2019, the largest
urology conference in Southeast Asia.
Awareness of Cxbladder and its ability to provide
better diagnosis, reduce healthcare costs and
significantly reduce the need for invasive testing
is growing, and with growing clinical credibility,
will come increasing adoption, sales and
reimbursement.
has already started to have a positive impact on
cash collection rates in Q4 FY19 and this trend is
expected to continue.
Progress continues to be made with the third
significant national reimbursement milestone,
which is to have Cxbladder included in a Local
Coverage Determination (LCD). A successful
conclusion will allow for reimbursement of tests
used by patients covered by the CMS.
Gaining coverage in the LCD for CMS patients
is a long and unprescribed process. The industry
average is around five years to build the clinical
evidence and all companies must follow this path.
Whilst we had hoped to gain inclusion in the LCD
sooner, achieving this remains a priority for us.
The USA remains the biggest contributor to
commercial laboratory throughput (at 80%),
however, the success achieved in New Zealand
over the past year is reflected in the company’s
Rest of World (ROW) metrics, with ROW
laboratory throughput up 83% year on year in
FY19.
The key metrics we use to measure our progress
are commercial sales, laboratory throughput and
billable test volumes. These have all increased year
on year.
As can be seen on page 7, our total laboratory
throughput continues to grow. This includes all
commercial sales as well as User Programmes,
which remain an important part of our adoption
strategy, allowing physicians to gain a first-hand
experience of the value of Cxbladder in their
specific clinical settings.
The growing commercial adoption of Cxbladder
can be seen in the percentage of billable tests, up
to 81% of total laboratory tests compared to 74%
two years ago.
We are obligated to carry out tests for patients
covered by the CMS, and to date, have provided
and invoiced in excess of 17,000 tests to the CMS
(as at 31 March 2019). Once we gain inclusion
in the LCD, we can negotiate with the CMS for
reimbursement of these tests.
The USA is the world’s largest healthcare market
and remains our primary focus. We are pleased
to have achieved several significant milestones
in the last year, however, the complexity,
challenging reimbursement environment and
unique sector dynamics in the USA continue to
present challenges to the execution and timing of
our commercial strategy.
The USA market remains our priority. Given the
success in New Zealand with the commercial
contracting of public healthcare providers, we
have increased our focus on large institutional
healthcare organisations in all our markets,
including the USA. While these institutional
customers can take longer to bring to completion,
once commercial agreement is reached, they
provide significant volume, require lower sales
maintenance and deliver more sustainable, longer
term growth opportunities.
At present, the majority of our cash revenue in
the USA is generated from private insurance
companies paying out on individual patient claims.
However, the focus of our US sales team has
shifted and we are now extending our resources
into completing agreements and building sales
from the large institutional accounts and payers we
are targeting. These include Kaiser Permanente,
Johns Hopkins Medicine, the Veterans
Administration and Tricare, the CMS and other
blue chip institutions.
Two of the three milestones required for USA
national reimbursement were completed during
FY19, being (1) receipt of product specific CPT
codes for Cxbladder Detect and Cxbladder
Monitor and (2) the notification of a national price
for all Cxbladder tests (US$760 per test).
The successful achievement of these
reimbursement milestones has since allowed us
to initiate negotiations for contract terms with
private payers. On successful completion, these
will enable a shortening of the overall commercial
transaction time and an improvement in the time
to receipt of cash. The introduction of national
product specific CPT codes from 1 January 2019
Southeast Asia remains an exciting opportunity,
with commercial agreements expected to
follow the successful completion of the User
Programmes.
Southeast Asia remains an exciting opportunity for
us. User Programmes with the five largest hospitals
in Singapore are nearing completion and our focus
is on transitioning these hospitals to commercial
customers and growing the adoption of Cxbladder
with other large healthcare organisations in the
region.
In Australia, we have taken over the sales and
distribution of Cxbladder this year, building on
the successful practices developed in the New
Zealand market. Australia has many similarities to
New Zealand and we are referencing our success
with New Zealand’s national healthcare providers
to gain trial and adoption. One of our experienced
New Zealand sales managers has relocated to
Queensland and we are currently working with a
number of large institutional customers, primarily
in the eastern states of Australia.
OUTLOOK
Pacific Edge’s Cxbladder tests continue to
provide compelling value propositions for
healthcare providers, patients and physicians
alike. Test adoption, coverage and reimbursement
is expected to grow in FY20 as clinical evidence
continues to accumulate globally in favour of
Cxbladder.
Many of the foundations for commercial success
have now been established. We have a proven
business model and a growing list of compelling
clinical evidence published in top-tier international
journals.
Cxbladder now has in excess of 10 years
of accumulated evidence showing the
outperformance of Cxbladder in comparison to
existing procedures. This evidence portfolio is the
key to favourable reimbursement decisions. With
growing adoption will come inclusion into more
international clinical guidelines, underpinning the
expected growth in revenue for the company.
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
1110
Adoption of Cxbladder and commercial sales
are increasing. We remain focused on further
accelerating the adoption of Cxbladder by large
healthcare organisations in New Zealand and
internationally.
New Zealand public healthcare providers lead the
world in their adoption of Cxbladder into their
standard of care.
Demand from public healthcare providers in New
Zealand is expected to continue to grow strongly
and positively impact commercial test throughput
volumes.
Demand from the USA is expected to be positively
impacted from having national product specific
CPT codes for Cxbladder and a national CMS
reimbursement price (effective 1 January 2019)
in place. Gaining inclusion in the LCD remains a
priority focus for the company.
Our key strategic objectives remain:
• GLOBAL REACH: Grow the number of
large institutional healthcare customers
globally and build on initial sales to these
organisations.
• USA: Successfully achieve the third and
final USA reimbursement milestone to
gain inclusion in the LCD, sell additional
Cxbladder tests to contracted customers,
and build on initial sales to the VA and other
organisations.
• NEW ZEALAND: Further accelerate the
roll out of Cxbladder in New Zealand to
obtain widespread contract coverage with
public health care providers (DHBs), upsell
additional Cxbladder tests to each of the
contracted DHBs, and bringing Pacific
Edge’s New Zealand business to a cashflow
positive position.
• AUSTRALIA: Replicate the successful NZ
sales and marketing model in Australia to
drive sales.
• SE ASIA: Transition User Programmes in
Singapore into commercial customers, and
progress discussions with potential strategic
partners in Southeast Asia.
• TEST ADOPTION: Increase the commercial
adoption of Cxbladder in the USA, Australia
and Southeast Asia by leveraging the
clinical validation and commercial success of
Cxbladder in New Zealand.
• CLINICAL EVIDENCE: Continue to build
out the evidence portfolio to drive further
positive reimbursement decisions.
The benefits and value our Cxbladder tests offer
and the opportunities for our company are huge.
We are making positive commercial progress and
we continue to work hard to attain our goals and
realise our potential.
David Darling
Chief Executive Officer
0.00 0.12 0.23
Negative UC Detection
Test Result: Cxbladder Detect score 0.37 95% Cl (0.21 - 0.59)
NORMAL
Gene
Expression
Score
ELEVATED
Gene
Expression
Score
HIGH
Gene
Expression
Score
1.00
Positive UC Detection
0.37
REAL-LIFE CASE
STUDY
BETTER RESOLUTION, BETTER CARE
Cxbladder Detect has a high
sensitivity and specificity which
can be used to direct further
evaluation for cancer.
David* is a 70 year old former
smoker, who after noting blood
in his urine, visited his physician
concerned about cancer.
The results of an initial evaluation
using cystoscopy and CT urogram
came back negative, however
given his high risk, his urologist
also requested a Cxbladder Detect
test.
The high Cxbladder Detect
score prompted the urologist to
repeat the cystoscopy. On the
repeat cystoscopy he identified a
small tumor he was able to treat.
Pathologic examination confirmed
this to be a high-grade urothelial
carcinoma.
*Name changed / Adobe Stock image
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
1312
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
(NZ$M)FY19 FY18(% change)
Operating Revenue (test sales)3.83.412%
Other Revenue 1.31.6(18%)
Total Revenue5.15.03%
Operating Expenses23.024.6(7%)
Total Comprehensive Loss17.919.7(9%)
Net Operating Cash Outflow17.518.1(3%)
Cash on hand as at 31 March 2019
(cash, cash equivalents and short term deposits)
12.816.2(21%)
USA reimbursement process and revenue accounting for Business to Consumer (B2C) customers
The US reimbursement process is very complex with many integrated negotiations for coverage and price.
Many of these processes have now been completed and the LCD for the CMS is the final key to building
Pacific Edge’s cash revenue quickly.
In the US, the vast majority of Pacific Edge’s revenue is being generated from sales to individual patients
under the direction of their physician.
Under this B2C relationship, the patients retain the liability of paying for the tests, however their insurer
may pay some or all of the cost of the test, depending on the specifics of each patient’s coverage plan.
The patient is then responsible for paying any outstanding amount and as a result receipt of cash can
take anywhere from 1 to 24 months, with the bulk of cash receipts coming over 7 to 12 months from the
time of sales.
Agreements with private insurers and large healthcare institutions, and inclusion in the LCD, will improve
the payment timing and terms.
The CMS is seen by private insurers as a scale healthcare payer in the market. While private insurers make
their own determination of clinical evidence and negotiations can be done at any time, tactically, these are
nearly always done following inclusion under the CMS coverage.
OPERATING REVENUE – $3.8 MILLION
Revenue from test sales increased 12% to $3.8 million with total revenue for the year of $5.1 million,
reflecting lower grant income.
Operating revenue excludes US tests where cash payment has yet to be received, along with tests completed
for patients covered by the CMS, which account for approximately 50% of US laboratory throughput and for
which Pacific Edge will seek reimbursement when it is included in the LCD. These tests remain in the billing
and reimbursement process and revenue will be accounted for when the cash is received.
Reported revenue lags behind tests sold, due to the longer time for cash collectables under the US
reimbursement process.
As usual, a stronger second half of the year was reported. This is usually when patients’ medical costs have
exceeded their fixed deductible level, triggering the spend on medically recommended actions that are
reimbursed by their insurance company.
FINANCIAL REVIEW
TOTAL OPERATING EXPENSES $23.0 MILLION
(NZ$M)FY19 FY18(% change)
Laboratory Operations4.64.6-
Research3.54.4(20%)
Sales and Marketing8.29.4(13%)
General and Administration6.76.28%
Total Operating Expenses23.024.6(7%)
Total operating expenses reduced to $23.0m for the year, a 7% improvement on FY18. Cash management
remains front of mind and the USA sales force has been scaled back as the focus has moved to targeting
large healthcare institutions.
NET OPERATING CASHFLOW $(17.5) MILLION
The focus on disciplined cash management saw net operating cash outflow reduce from $18.1m to $17.5m
for the year, a 3% improvement on FY18.
Cash receipts from customers increased 9% year on year to $3.7m, with a large portion of the cash received
in FY19 being for tests sold in FY18.
US payment terms currently average between 7 to 12 months from completion of test to payment by
relevant US payer (insurer). However, the introduction of national product specific CPT codes for Cxbladder
Detect and Cxbladder Monitor in the USA from 1 January 2019 has had a positive impact on cash collection
rates in Q4 FY19. This positive trend is expected to continue in the first half of FY20 and beyond.
New Zealand’s performance, particularly in Q4 FY19, has exceeded our expectations and we expect this to
continue into FY20.
NET LOSS AFTER TAX $17.9 MILLION
The company reported a net loss of $17.9m for the year, an improvement of 9% on FY18.
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
1514
BOARD OF DIRECTORS
1. Chris Gallaher, Chairman and Independent Director (Appointed 2016)
Chris joined the Board in 2016 and was appointed as Chairman in August 2016. A New Zealand citizen
resident in Melbourne, Chris has held senior positions in both CEO and CFO roles with a number of large
international companies and was a partner in Arthur Young, Chartered Accountants. Prior to retiring from
full time corporate life, he was CFO of Fulton Hogan, a large NZ resources based civil contractor. Chris
holds a BCom from Otago University and is a Chartered Accountant and a member of the Australian
Institute of Company Directors.
2. David Darling, Executive Director and CEO (Appointed 2014)
Dave has over 30 years’ business experience in life sciences and biotechnology and was appointed to
the Board as Executive Director in 2014. In his capacity as Chief Executive Officer he has led Pacific Edge
from its early inception, and has significant executive and leadership experience in the development and
international commercialisation of biomedical and biotechnology businesses and products. During his
career, Dave has held a number of positions in governance, executive and senior management, joining
Pacific Edge from Fletcher Challenge.
3. John Duncan, Independent Director (Appointed 2019)
John is experienced in investment banking and corporate finance, and had a 15 year career with
Macquarie Group including three years as Head of Investment Banking for Macquarie in Japan. He is
currently involved in providing strategy and capital markets advice to a number of private companies as
well as managing his own investment portfolio. He holds a Bachelor of Business Studies from Massey
University and is an Associate Chartered Accountant.
4. David Levison, Independent Director (Appointed 2016)
David has spent 25 years in the healthcare industry, working across a range of sectors from pharmaceuticals
to services to diagnostics. He has been the founder and CEO of a number of high growth medical and
medical technology businesses in the USA as well as working in private equity. David received his MBA
from Stanford University and BS from Williams College.
Pacific Edge is led by an experienced and knowledgeable Board of Directors who offer a range of
complementary skills and expertise.
234
5. Anatole Masfen, Independent Director (Appointed 2008)
Anatole is the co-founder of Artemis Capital, a private equity investment firm based in Auckland. He
graduated from the University of Auckland with an MCom (Hons) in Finance and Economics. Following
that he spent eight years with Air New Zealand / Ansett, holding senior positions in Pricing, Revenue
Management and Systems implementation. He holds directorships in numerous private companies and
and has significant knowledge of financial capital markets.
6. Sarah Park, Independent Director (Appointed 2018)
Sarah brings international corporate finance experience to Pacific Edge after a professional career with
PricewaterhouseCoopers in New Zealand and HSBC Investment Bank in London. During her executive
career, Sarah has worked in mergers and acquisitions, equity capital markets and equity research. She also
had a lead role in investor relations and venture capital raisings in Asia, the Middle East and Europe for US
based biopharmaceutical companies. Sarah has a degree in Economics from the University of Edinburgh.
7. Bryan Williams, Independent Director (Appointed 2013)
Bryan is an internationally recognised cancer researcher and research administrator, with significant
business experience. He has held a number of governance roles, including with a NASDAQ listed biotech
company. Bryan was a Director of Cancer Trials Australia, Director of the Monash Institute of Medical
Research, and Director and CEO of the Hudson Institute of Medical Research. He is currently Emeritus
Director and Distinguished Scientist at the Hudson Institute in Melbourne. He has a BSc (Hons) and PhD in
Microbiology from the University of Otago.
5671
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
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PACIFIC EDGE LIMITED ANNUAL REPORT 2019
EXECUTIVE TEAM
Parry Guilford, Chief Scientific Officer, Pacific Edge
Parry has led the science, research and development at Pacific Edge from its early days. As one of the
founding scientists and a member of the Scientific Advisory Board of the Company, Parry is the architect of
many of the Company’s product prototypes. Parry’s focus today and going forward is to bring his world class
skills and experience on the step change in biotechnology for the Company’s next generation of products.
Jimmy Suttie, Senior Vice President Global Operations, Pacific Edge
Jimmy has vast experience, as an executive, with the management of science and technology in New
Zealand’s primary industry sector, particularly the development and application of science and technology
for commercialisation. Jimmy manages the Pacific Edge Operations Group with responsibilities for clinical
testing, product improvement, product support and new product development.
Kate Rankin, Chief Financial Officer, Pacific Edge
Kate joined Pacific Edge in 2014 and brings international business experience, finance and leadership skills
to the senior management team. She was previously at Spark New Zealand as Senior Finance Performance
Manager and was a member of the Telecom New Zealand International Leadership Team. Prior to that she
was Team Leader and Legal Entity Controller at Deutsche Bank in London.
Brent Pownall, Vice President Commercial & Franchise, Pacific Edge
Brent brings significant strategic marketing, business development and commercialisation experience,
including sales and marketing of biologics and biomedical products in New Zealand, Australia, Asia and
the United States. Brent joined Pacific Edge in 2013 to lead the commercial and business development
activities of the Pacific Edge franchise and its commercial arm, Pacific Edge Diagnostics New Zealand,
serving the New Zealand, Singapore and Australian markets.
Tony Lough, Vice President Clinical Science & Product Performance, Pacific Edge
Tony joined Pacific Edge in 2016 and brings research management experience to the senior management
team. His most recent role was chief executive of a government-university funded project to provide a
national genomics infrastructure to the research sector. Prior to that he was a team leader at the Auckland-
based biotechnology company, Genesis Research and Development Corporation, leading projects in the
commercialisation of macromolecular signaling.
Jackie Walker, Chief Executive Officer, Pacific Edge Diagnostics USA
Jackie brings to the company over 25 years of extensive leadership experience in commercialising medical
technologies in the US and a strong general management background. Prior to joining Pacific Edge
Diagnostics USA, Jackie held senior executive positions at OSspray Ltd, Ondine Biomedical, Dentsply
Sirona, a NASDAQ-100 company, and Ohmeda Medical. Jackie has led the establishment and growth of
the USA subsidiary since 2012.
Jack Atchason, Senior Vice President of Sales & Customer Service, Pacific Edge Diagnostics USA
Jack brings over 25 years of successful experience in sales, sales leadership, and commercial operations,
with large and small pharmaceutical organisations in the US. A proven leader in start-up organisations and
product launches, Jack held roles of increasing responsibility for Abbott Laboratories, Amgen, Cytogen,
Idenix, Millenium, and Targanta. Jack has led the growth of US sales and customer acquisition since 2013.
SCIENTIFIC ADVISORY BOARD
NamePositionOrganisationCountry
M. Brennan
Oncologic Surgeon Scientist
Senior Vice President for
International Programs
Professor
Chair in Clinical Oncology
Memorial Sloan Kettering Cancer CenterUSA
P. Guilford
Chief Scientific OfficerPacific Edge LimitedNew Zealand
ProfessorUniversity of OtagoNew Zealand
N. Kasabov
DirectorKnowledge Engineering & Discovery
Research Institute (KEDRI)
New Zealand
Professor
Computer Science
Auckland University of TechnologyNew Zealand
O. Ogawa
Professor and
Chairman
Department of Urology, Kyoto School
of Medicine
Japan
P. Spence
Managing DirectorPaul Spence ConsultantsUnited Kingdom
M. Sullivan
Professor
Consultant
Paediatric Oncologist
The University of Melbourne Royal
Children’s Hospital
Australia
B. Williams
Emeritus Director and
Distinguished Scientist
Hudson Institute of Medical ResearchAustralia
DirectorPacific Edge LimitedNew Zealand
CINICAL ADVISORY BOARD
NamePositionOrganisationCountry
P. Cozzi
Associate Professor University of Notre DameAustralia
UrologistVMO at St George Public and Private,
Mater Private, Sutherland, Kareena, Prince
of Wales and Hurstville Private Hospitals
Australia
M. Fraundorfer
Consultant UrologistTauranga Hospital
Urology BOP Ltd
New Zealand
R. Getzenberg
Executive Associate Dean of
Research, Professor/Medicine
Nova Southeastern University – College of
Allopathic Medicine (NSU – MD)
USA
P. Gilling
Consultant Urologist Tauranga HospitalNew Zealand
Head of Urology DepartmentUrology BOP Ltd New Zealand
Professor of SurgeryUniversity of Auckland School of MedicineNew Zealand
J. Masters
UrologistAuckland City Hospital
Manukau Superclinic
New Zealand
J. Raman
Professor and Chief of
Urology
Penn State Hershey Surgical Specialties,
Milton S. Hershey Medical Center,
Hershey, Pennsylvania
USA
S. Shariat
Professor and ChairmanMedical University of Vienna, Vienna
General Hospital
Austria
Adjunct ProfessorWeill Cornell Medical Center, New YorkUSA
Adjunct ProfessorUniversity of Texas Southwestern Medical
Center
USA
ADVISORY BOARDS
1819
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
CONSOLIDATED
FINANCIAL
STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2019
19
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
2120
Notes
2019
($000)
2018
($000)
REVENUE
Operating Revenue5 3,817 3,400
Total Operating Revenue 3,817 3,400
Other Income5 990 1,242
Interest Income9 323 231
Foreign Exchange Gain (Loss) (1) 129
Total Revenue and Other Income 5,129 5,002
OPERATING EXPENSES
Laboratory Operations 4,594 4,619
Research6 3,532 4,384
Sales and Marketing 8,236 9,436
General & Administration7 6,676 6,207
Total Operating Expenses 23,038 24,646
NET (LOSS) BEFORE TAX (17,909) (19,644)
Income Tax Expense169-
(LOSS) FOR THE YEAR AFTER TAX (17,918) (19,644)
Other Comprehensive Income that may be
reclassified to profit or loss
Translation of Foreign Operations (3) (83)
TOTAL COMPREHENSIVE (LOSS) attributable to
equity holders of the Company
(17,921) (19,727)
Earnings per share for profit attributable to the equity
holders of the Company during the year
Basic and Diluted Earnings Per Share3 (0.037)(0.045)
Statement of Comprehensive Income
For the year ended 31 March 2019
These Consolidated Financial Statements are to be read in conjunction with the Notes to the Consolidated Financial Statements
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
2322
Statement of Changes in Equity
For the year ended 31 March 2019
Share
Capital
Accumulated
Losses
Share
Based
Payments
Reserve
Foreign
Currency
Translation
Reserve
Total Equity
Notes($000)($000)($000)($000)($000)
Balance as at 31 March 2017 111,596 (100,475) 2,889 963 14,973
(Loss) After Tax- (19,644)-- (19,644)
Other Comprehensive Income- -- (83) (83)
TOTAL COMPREHENSIVE (LOSS)
attributable to equity holders of the
Company
- (19,644)- (83) (19,727)
Transactions with owners in their capacity
as owners:
Issue of Share Capital (net of expenses)1820,020--- 20,020
Exercise of Employee Share Options112-(18)-94
Share Based Payments - Employee
Remuneration
896---96
Share Based Payment - Employee Share
Options
8- - 1,184- 1,184
Balance as at 31 March 2018 131,824 (120,119)4,055880 16,640
Balance as at 31 March 2018 131,824 (120,119) 4,055 880 16,640
(Loss) After Tax-(17,918)-- (17,918)
Other Comprehensive Income--- (3) (3)
TOTAL COMPREHENSIVE (LOSS)
attributable to equity holders of the
Company
-(17,918)- (3) (17,921)
Transactions with owners in their capacity
as owners:
Issue of Share Capital (net of expenses)18 14,391 --- 14,391
Share Based Payments - Employee
Remuneration
8188---188
Share Based Payment - Employee Share
Options
8-- 612 - 612
Share Based Payment - Employee Share
Options Expired
8-160(160)--
Balance as at 31 March 2019 146,403 (137,877) 4,507 877 13,910
These Consolidated Financial Statements are to be read in conjunction with the Notes to the Consolidated Financial Statements
Balance Sheet
As at 31 March 2019
Notes
2019
($000)
2018
($000)
CURRENT ASSETS
Cash and Cash Equivalents9 4,847 5,242
Short Term Deposits9 8,000 11,000
Receivables10 1,265 1,064
Inventory11 842 752
Other Assets12 610 472
Total Current Assets 15,564 18,530
NON-CURRENT ASSETS
Property, Plant and Equipment13 769 854
Intangible Assets14 233 281
Total Non-Current Assets 1,002 1,135
TOTAL ASSETS 16,566 19,665
CURRENT LIABILITIES
Payables and Accruals17 2,572 2,926
Finance Leases23 52 73
Total Current Liabilities 2,624 2,999
NON-CURRENT LIABILITIES
Finance Leases23 32 26
Total Non-Current Liabilities 32 26
TOTAL LIABILITIES 2,656 3,025
NET ASSETS 13,910 16,640
Represented by:
EQUITY
Share Capital18 146,403 131,824
Accumulated Losses (137,877) (120,119)
Share Based Payments Reserve 4,507 4,055
Foreign Currency Translation Reserve 877 880
TOTAL EQUITY 13,910 16,640
Net Tangible Assets Per Share ($)0.0270.035
For and on behalf of the Board of Directors
Chris Gallaher, Chairman Sarah Park, Director
Dated the 29th day of May 2019
These Consolidated Financial Statements are to be read in conjunction with the Notes to the Consolidated Financial Statements
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
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Statement of Cash Flows
For the year ended 31 March 2019
Notes
2019
($000)
2018
($000)
CASH FLOWS TO OPERATING ACTIVITIES
Cash was provided from:
Receipts from Customers 3,734 3,420
Receipts from Grant Providers 755 944
Interest Received 376 115
4,865 4,479
Cash was disbursed to:
Payments to Suppliers and Employees 22,431 22,575
Net GST Cash (Inflow) Outflow (59) 4
22,372 22,579
Net Cash Flows To Operating Activities20 (17,507) (18,100)
CASH FLOWS FROM (TO) INVESTING ACTIVITIES:
Cash was provided from:
Proceeds from Short Term Deposits 11,000 8,000
11,000 8,000
Cash was disbursed to:
Purchase of Short Term Deposits 8,000 11,000
Capital Expenditure on Plant and Equipment 50 195
Capital Expenditure on Intangible Assets 106 140
8,156 11,335
Net Cash Flows From (To) Investing Activities 2,844 (3,335)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash was received from:
Ordinary Shares Issued18 14,569 21,318
Exercising of Share Options-96
14,569 21,414
Cash was disbursed to:
Repayment of Finance Leases 97 59
Issue Expenses18 178 1,298
275 1,357
Net Cash Flows From Financing Activities 14,294 20,057
Net (decrease) in Cash Held (369) (1,378)
Add Opening Cash Brought Forward 5,242 6,564
Effect of exchange rate changes on net cash (26) 56
Ending Cash Carried Forward9 4,847 5,242
These Consolidated Financial Statements are to be read in conjunction with the Notes to the Consolidated Financial Statements
1. SUMMARY OF ACCOUNTING POLICIES
Reporting Entity
The consolidated financial statements (hereafter referred to as the ‘financial statements’) presented for the year
ended 31 March 2019 are for Pacific Edge Limited (the ‘Company’) and its subsidiaries (collectively referred to as
the ‘Group’). The Group’s purpose is to research, develop and commercialise new diagnostic and prognostic tools
for the early detection and management of cancers.
Pacific Edge Limited is registered in New Zealand under the Companies Act 1993 and is a Financial Markets
Conduct (FMC) reporting entity under Part 7 of the Financial Markets Conduct Act 2013. The financial statements
of the Group have been prepared in accordance with the requirements of the Financial Markets Conduct Act 2013
and the NZX Main Board Listing Rules. The financial statements presented are those of the Group, consisting of
the Parent entity, Pacific Edge Limited and its subsidiaries. The reporting entity is listed on the New Zealand Stock
Exchange (NZX).
These financial statements have been approved for issue by the Board of Directors on 29 May 2019.
Basis of Preparation
These financial statements of the Group have been prepared in accordance with Generally Accepted Accounting
Practice in New Zealand (NZ GAAP). The Group is a for-profit entity for the purposes of complying with NZ GAAP.
The financial statements comply with New Zealand equivalents to International Financial Reporting Standards (NZ
IFRS), other New Zealand accounting standards and authoritative notices that are applicable to entities that apply
NZ IFRS. The financial statements also comply with International Financial Reporting Standards.
The financial statements are presented in New Zealand Dollars, which is the Company’s functional currency and
Group’s presentation currency, and all values are rounded to the nearest thousand dollars ($000). The accounting
principles recognised as appropriate for the measurement and reporting of earnings, cash flows and financial
position on a historical cost basis have been used.
The Statement of Comprehensive Income and Statement of Cash Flows have been prepared so that all
components are stated net of GST. All items in the Balance Sheet are stated net of GST, with the exception of
receivables and payables.
Mangement of Capital
The capital structure of the Group consists of equity raised by the issue of ordinary shares in the Company. The
Company’s objectives when managing capital are to safeguard the Company’s ability to continue as a going
concern in order to provide returns for shareholders and benefit for other stakeholders and to maintain an optimal
capital structure to support the development of its business. The Company meets these objectives through
managing its liquidity position with available funds by reducing expenditure or issuing new shares. As part of
meeting these objectives, the Company completed a Share Placement in November 2018 and a Share Purchase
Plan in January 2019, issuing a further 43,988,000 shares at an average of $0.34 per share. Refer to Note 18 for
further details on the capital raising activity during FY19.
Going Concern
The 2019 financial statements have been prepared on the going concern basis which assumes that the Company
will have sufficient cash to pay its debts as they fall due for a minimum of 12 months from the date of signing the
Financial Statements.
As at 31 March 2019, the Company has $12.847m of cash, cash equivalents and short term deposits (2018: $16.242m)
and net assets of $13.910m (2018: $16.640m). Operating cash receipts totalling $4.865m were received in the 12
month period to 31 March 2019 (2018: $4.479m) along with additional capital of $14.569m (2018: $21.414m) prior to
issue expenses. Net cash out flows from operating activities for the 12 month period to 31 March 2019 were $17.507m
(2018: $18.100m).
While the Company continues to incur operating losses, the Company remains solvent and continues to meet its
debts as they fall due. The Company continues to progress commercial negotiations with targeted large scale
health organisations in the USA. These contracts are taking longer than expected to complete, but progress is
being made. The new contracts that will result from these commercial negotiations will have a significant positive
impact on the Company’s financial position when concluded.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
2726
The Company has prepared cash flow forecasts which indicate that if these commercial negotiations continue
to be delayed, the Company may not have sufficient cash to meet its minimum expenditure commitments and
support its current levels of activity. The Company may need to raise additional funds to continue as a going
concern. These matters indicate a material uncertainty that may cast significant doubt on the Company’s ability to
continue as a going concern and, therefore, that the Company may be unable to realise its assets and discharge its
liabilities in the normal course of business.
To address the future additional funding requirements of the Group, there are a number of options available to the
Directors, including:
• Seeking additional funding from current or new shareholders,
• Continuing to monitor the Company’s ongoing working capital requirements and minimum expenditure
commitments, and
• Continuing to focus on maintaining an appropriate level of expenditure in line with the Company’s
available cash resources.
Basis of Consolidation
The following entities and the basis of their inclusion for consolidation in these financial statements are as follows:
Name of Subsidiary
Place of
Incorporation
(or registration)
& Operation
Principal Activity
Ownership Interests
& Voting Rights
2019
%
2018
%
Pacific Edge Diagnostics New Zealand
Limited
New Zealand
Commercial Laboratory
Operation
100100
Pacific Edge Pty LtdAustralia
Biotechnology Research
& Development
100100
Pacific Edge Diagnostics USA LtdUSA
Commercial Laboratory
Operation
100100
Pacific Edge Diagnostics Singapore
Pte Ltd
Singapore
Biotechnology Research
& Development
100100
Pacific Edge Analytical Services
Limited
New Zealand
Diagnostic
Biocomputational Services
100100
The financial statements incorporate the assets, liabilities and results of all subsidiaries of Pacific Edge Limited as
at 31 March 2019 and for the year then ended. All subsidiaries have the same balance date as the Company of 31
March.
Pacific Edge Limited consolidates all entities over which Pacific Edge Limited has control. Control is achieved when
the Group:
• has power to direct the activities of the entity;
• is exposed, or has rights, to variable returns from involvement with the entity; and
• has the ability to use its power to affect its returns.
Subsidiaries which form part of the Group are consolidated from the date on which control is transferred to the
Group. They are de-consolidated from the date that control ceases.
The acquisition method of accounting is used to account for business combinations by the Group. The
consideration transferred for the acquisition of a subsidiary is the fair value of the assets transferred, the liabilities
incurred and the equity interest issued by the Group.
The consideration transferred includes the fair value of any asset or liability resulting from a contingent
consideration arrangement. Acquisition-related costs are expensed as incurred. Identifiable assets acquired and
liabilities and contingent liabilities assumed in a business combination are measured initially at their fair values at
the acquisition date. On an acquisition-by-acquisition basis, the Group recognises any non-controlling interest in
the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
Inter-company transactions, balances and unrealised gains on transactions between Group companies are
eliminated. Unrealised losses are also eliminated. Accounting policies of subsidiaries have been changed where
necessary to ensure consistency with the policies adopted by the Group.
Critical Accounting Estimates and Assumptions
In preparing these financial statements, the Group made estimates and assumptions concerning the future.
These estimates and assumptions may differ from the subsequent actual results. Estimates and assumptions are
continually evaluated and are based on historical experience and other factors including expectations or future
events that are believed to be reasonable under the circumstances.
The main estimates and assumptions used are in relation to revenue from Cxbladder tests in the US detailed in
Note 5, and the going concern assumption which is further assessed in Note 1 above.
2. NEW AND AMENDED STANDARDS ADOPTED BY THE GROUP
New Standards
NZ IFRS 9: Financial Instruments (Effective date: periods beginning on or after 1 January 2018):
NZ IFRS 9 establishes the principles for hedge accounting and impairment of financial assets. Under NZ IFRS 9,
greater flexibility has been introduced to the types of transactions eligible for hedge accounting. In addition, the
effectiveness test has been overhauled and replaced with the principle of an ‘economic relationship’. Retrospective
assessment of hedge effectiveness is also no longer required. Enhanced disclosure requirements about an entity’s
risk management activities have also been introduced. In relation to the impairment of financial assets NZ IFRS
9 requires an expected credit loss model, as opposed to an incurred credit loss model under NZ IAS 39. The
expected credit loss model requires an entity to account for expected credit losses and changes in those expected
credit losses at each reporting date. The impact is immaterial to the Group.
The Group has adopted NZ IFRS 9 Financial Instruments in the 2019 financial year.
The Group does not have significant accounts receivable balances and the Group have minimal credit losses since
adopting NZ IFRS 15. After applying the expected credit loss model, the Group have determined the expected
credit loss model is immaterial.
In applying the standard, no changes to the classification of financial instruments have been identified.
Standards and Interpretations issued but not yet effective and relevant to the Group
NZ IFRS 16: Leases (Effective date: periods beginning on or after 1 January 2019):
NZ IFRS 16, ‘Leases’, replaces the current guidance in NZ IAS 17. Under NZ IFRS 16, a contract is, or contains, a
lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange for
consideration. Under NZ IAS 17, a lessee was required to make a distinction between a finance lease (on balance
sheet) and an operating lease (off balance sheet). NZ IFRS 16 now requires a lessee to recognise a lease liability
reflecting future lease payments and a ‘right-of-use asset’ for virtually all lease contracts.
This new accounting standard eliminates the distinction between operating and finance leases and will result in
lessees bringing most leases on to their balance sheets. The expense previously recorded in relation to operating
leases will move from being included in rental and lease expenses to within depreciation and finance expenses.
Extensive disclosures are also required by NZ IFRS 16.
The Group, in the process of evaluating the impact of adopting this standard has determined that at this point
in time, NZ IFRS 16 is not expected to have a significant impact on the Group key performance indicators. The
standard will primarily affect the accounting for the Group’s rental and operating leases as a lessee.
As at 31 March 2019, the Group had non-cancellable rental and operating lease commitments of $1,923,000
which are currently treated as operating expenses. Under NZ IFRS 16 Leases, these rental and operating leases
will be recognised on the balance sheet as a right-of-use asset and a corresponding lease liability. Based on the
preliminary calculations the right to use asset and lease liability are expected to range between $1,600,000 and
$1,900,000 at 31 March 2019. The recognition exemption under NZ IFRS 16 – Leases, for short term or low value
assets of less than US$5,000 or leases terminating within one year, will be applied and these expenses will be
continued to be recognised on a straight-line basis in the Statement of Comprehensive Income. Of the amount in
the operating lease commitments $12,000 would fall under this exemption.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
2928
Rental and operating lease expenses previously recognised on a straight-line basis within other expenses will
be recognised as amortisation for right-of-use assets and finance costs for lease liabilities in the Statement of
Financial Performance. The impact on the Statement of Comprehensive Income for the year ended 31 March 2020
is expected to be approximately an increase of $30,000 in expenses. These estimates may differ materially to the
actual impact on adoption in the year ended 31 March 2020.
The Group will adopt this standard on its effective date and apply this standard to the 2020 financial statements,
using the modified retrospective approach. The modified retrospective approach under NZ IFRS 16 – Leases means
that on transition, the Group is not required to restate comparative information, instead opening equity is adjusted
Right-of-use assets will be measured using the retrospective calculation, using a discount rate based on the
Group’s incremental borrowing rate at the date of adoption.
There are no other NZ IFRS or NZ IFRIC interpretations that are not yet effective that would be expected to have a
material impact on the Group.
3. EARNINGS PER SHARE
(a) Basic
Basic earnings per share is calculated by dividing the profit attributable to equity holders of the Company by the
weighted average number of ordinary shares on issue during the year excluding ordinary shares purchased by the
Company (Note 18).
GROUP
2019
($000)
2018
($000)
Loss attributable to equity holders of the Company (17,918) (19,644)
Weighted average number of ordinary shares on issue 481,164 434,256
Earnings per share (0.037) (0.045)
(b) Diluted
Diluted earnings per share is calculated by adjusting the weighted average number of shares outstanding to
assume conversion of all dilutive potential ordinary shares. The Group’s dilutive potential ordinary shares are in the
form of share options. As the Group made a loss during the current year and losses cannot be diluted, basic and
diluted earnings per share are the same.
4. LABORATORY THROUGHPUT AND BILLABLE TESTS
Laboratory Throughput is a key metric for the Group: Laboratory Throughput provides evidence of the increasing
usage of Cxbladder products globally and the rates of adoption between different customer segments. Total
laboratory throughput includes billable tests, which are invoiced to customers (including tests for patients covered
by the US government’s medical program through the Centers for Medicare and Medicaid Services (CMS)), and
tests which are not considered to be billable as these tests relate to user programs (research tests) or other non-
chargeable activities.
Billable test numbers are also a key metric for the Group: Billable tests are those tests for which the Company is
actively seeking reimbursement and cash receipts. Given the time lag in the US between processing a Cxbladder
test and receiving the associated cash receipts, reported revenue based on the application of our accounting
policy and billable tests do not typically arise in the same reporting period as each other. Billable test numbers also
include CMS tests which are all invoiced to CMS but for which revenue is not being recognised. Further detail on
the accounting policy for revenue recognition is included in Note 5.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
Laboratory throughput and billable tests per financial year are shown below.
FY16FY17FY18FY19
Total Laboratory Throughput (tests) 8,348 11,246 14,448 15,697
Increase in Total Laboratory Throughput (%)114%35%28%9%
Increase in Throughput from previous year (tests) (+) 4,438 (+) 2,898 (+) 3,202 (+) 1,249
Total Billable Tests (tests) 5,578 8,297 11,866 12,744
Billable Tests as a percentage of Total
Laboratory Throughput (%)
67%74%82%81%
Increase in Billable Tests from previous year (%)99%49%43%7%
5. REVENUE
Background information on US customers and the payment process
A physician will order a Cxbladder test if a patient presents to them with symptoms that may indicate the
possibility of bladder cancer. One of the main symptoms is haematuria or blood in their urine. A urine sample is
taken from the patient and sent to the Group’s laboratory in the United States in the Cxbladder Urine Sampling
System. The Group receives and processes the urine sample and returns the results of the test back to the
physician who originally ordered the test. The individual patient is the Group’s customer, however typically in the
US market, the patient’s insurer would pay the Group for the cost of the test.
When a physician orders a Cxbladder test, the Group has an obligation to perform the test and report the results to
the physician irrespective of the patient’s insurance circumstances. A patient may have private insurance cover, be
covered by the US government’s medical program through CMS or have no insurance cover.
Once the Cxbladder test has been completed, all information required for insurance purposes is sent to the Group’s
billing and reimbursement company to begin the process to collect reimbursement from the applicable insurance
company/ies for the Cxbladder test performed.
For patients with private insurance cover, the relevant test information will be sent to their insurance provider.
When the Group does not have an individual agreement with that insurance provider to pay for Cxbladder tests
(“out of network”), the insurance provider will assess that individual patient’s test for medical necessity and the
level of insurance cover (if any) available to cover the cost of the test. This process of assessment can take many
months to work through before the Group receives payments from the insurance company. The Group does have
agreements with some insurance providers but these currently cover a small population of the Group’s customers.
For patients covered by CMS, invoices are sent to CMS to demonstrate the validity of the Cxbladder test and support
the process for obtaining inclusion in the Local Coverage Determination (LCD). However, CMS will not normally pay
any amounts to the Group, nor permit the patient to be invoiced, until the LCD inclusion has been obtained.
For uninsured patients, the Group has no certainty of when or if the patient will pay.
Rest of World Customers
Revenue from Rest of World customers is primarily from the District Health Boards (DHBs) in New Zealand. In all
rest of world locations, there is a clearly defined contract with the customer meeting the requirements of NZ IFRS 15.
Pacific Edge Diagnostics New Zealand Limited has individual contracts with DHBs across New Zealand and revenue
is recognised as described on the following pages.
Critical Accounting Estimate
The application of NZ IFRS 15: Revenue from contracts with customers (NZ IFRS 15) requires the Directors to apply
significant judgement in determining whether revenue can be recognised in advance of the receipt of cash.
The significant judgements adopted by the Group in applying NZ IFRS 15 criteria include:
• Determining if a contract with the customer exists;
• Determining if the entity can identify the payment terms for the services; and
• Determining whether it is probable that the entity will collect the consideration to which it is entitled.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
3130
ACCOUNTING POLICIES
Revenue from Cxbladder tests
NZ IFRS 15 provides five criteria which must be met before an entity accounts for a contract with a customer under
the revenue standard:
• the contract has been approved
• the rights of each party are identified
• payment terms are identified
• the contract has commercial substance, and
• it is probable that consideration will be collected for the goods or services transferred.
The Group performs Cxbladder tests when requested by a patient’s physician. At the point the test results are
returned to the physician, the Group has satisfied its performance obligation and has the right to issue an invoice.
US customers – patients covered by CMS
The Group has judged it is not probable that any consideration will be received from CMS as inclusion in the Local
Coverage Determination (LCD) with the CMS has not yet been obtained. Therefore, no revenue is recognised for
any patients covered by CMS.
US customers – patients covered by private insurance/no insurance cover
The Group performs Cxbladder tests when requested by a patient’s physician. At the point the tests results are
returned to the physician, the Group has satisfied its performance obligation and has the right to issue an invoice.
The Group is out of network with almost all private insurers in the US market and so the Test Requisition Form
(TRF) signed by the patient is the key contract in this revenue stream. In assessing the information contained in the
TRF, the Group has concluded that the payment terms are unclear. This means that Cxbladder sales in the US do
not meet the required criteria under NZ IFRS 15 to enable revenue to be recognised when the test is undertaken
and the results are delivered to the ordering physician. The Group currently has a number of agreements signed
with private insurers, covering only a small percentage of the patient population which is currently deemed to be
immaterial for accounting purposes.
Revenue is recognised only when cash is received, and it is non-refundable. As new agreements are entered into
with private insurers, the Group will revisit this judgement, to determine if the criteria to account for a contract in
accordance with NZ IFRS 15 are met.
Rest of World customers
The Group performs Cxbladder tests when requested by a patient’s physician in New Zealand, Australia and
Singapore. At the point the test results are returned to the physician, the Group has satisfied its performance
obligation and an invoice is issued to the customer, therefore revenue is recognised when the invoice is issued.
OTHER INCOME
Grant Income
Government Grants are not recognised until there is reasonable assurance that the Group will comply with the
conditions attached to them and that the grants will be received. Government grants are recognised in Other
Income in the Statement of Comprehensive Income, on a systematic basis over the periods in which the Group
recognises as expenses the related costs for which the grants are intended to compensate.
Callaghan Innovation has awarded the Company a Growth Grant, which commenced on 1 January 2014 and
ended on 31 March 2019. Callaghan Innovation reimburses the Company for 20 percent of eligible expenditure
on the Company’s R&D programme. The eligible expenditure complies with NZ IAS 38: Intangible Assets and the
Ministerial Direction / New Zealand Gazette, No. 146.
For the year ended 31 March 2019, the total eligible expenditure under this Growth Grant was $2,862,000
(2018: $3,766,000). The Company also receives grants from Callaghan Innovation for postgraduate internships and
summer students.
New Zealand Trade and Enterprise has awarded the Company an International Growth Fund grant, to support the
startup of the Group’s operations in Singapore. The grant commenced on 14 May 2015 and runs until 30 April 2019.
New Zealand Trade and Enterprise reimburses the Company for 50 percent of eligible expenditure relating to the
Singapore operations.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
All conditions of the grants have been complied with.
Cxbladder Research Rebate
A Cxbladder research programme is administered by Pacific Edge Pty Ltd and tax rebates are received as a result
of this programme.
The Cxbladder research rebate is recognised at its fair value where there is a reasonable assurance that the rebate
will be received and the Group will comply with all attached conditions.
All conditions of the research rebate have been complied with. Payment will be received after submission of each
annual research and development tax claim.
REVENUE AND OTHER INCOME
GROUP
2019
($000)
2018
($000)
Cxbladder Sales
- US 3,296 3,188
- Rest of World 521 212
Total Operating Revenue 3,817 3,400
Other Income
Grant Revenue 773 853
Research Rebate Received 217 389
Total Other Income 990 1,242
UNRECOGNISED REVENUE
Approximately 50% of all Cxbladder tests performed by the Group in the US relate to patients covered by CMS.
The Group presently invoices CMS tests performed for all US Medicare patients with CMS coverage, however no
revenue from these tests is recognised. Upon issuance of the LCD, the Group expects to be reimbursed at the
agreed rate for all US Medicare patients for tests performed after that date. The Group may also be reimbursed for
some tests completed prior to the issuance of the LCD. No contingent asset has been disclosed at 31 March 2019 as
it is not certain when the LCD process will be completed, nor whether any backpayment will be received.
To date, a total of 17,015 tests have been performed that relate to patients covered by CMS, for which no payments
have been received and no revenue recognised.
For patients with private insurance cover or no insurance cover, revenue has only been recognised when and
to the extent payment has been received, leaving a significant portion of invoiced amounts unrecognised. The
level of unrecognised revenue is expected to gradually decrease as the Group concludes firm agreements for
reimbursement with individual payers, principally the insurance companies. A contingent asset of $7,200,000
(2018: $5,108,000) has been estimated at 31 March 2019 for private insurance receivables as an inflow of economic
benefits is considered probable.
To date, a total of 5,330 tests which have not been written off have been performed that relate to patients covered
by private insurance, for which no payments have been received, but are actively being chased for payment.
6. RESEARCH AND DEVELOPMENT COSTS
ACCOUNTING POLICY
Research is the original and planned investigation undertaken with the prospect of gaining new scientific
knowledge and understanding. This includes: direct and overhead expenses for diagnostic and prognostic
biomarker discovery and research; pre-clinical trials; and costs associated with clinical trial activities. All research
costs are expensed when incurred.
Development is the application of research findings to a plan or design for the production of new or substantially
improved processes or products prior to the commencement of commercial production.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
3332
When a project reaches the stage where it is probable that future expenditure can be recovered through the
process or products produced, expenditure that is directly attributed or reasonably allocated to that project is
recognised as a development asset within intangible assets. If the expenditure also benefits processes or products
for which it cannot be recovered, it will be expensed. The asset will be amortised from the date of commencement
of commercial production of the product to which it relates on a straight-line basis over the period of expected
benefit. Development assets are reviewed annually for any impairment in their carrying value.
GROUP
Notes
2019
($000)
2018
($000)
Research Expenses 3,532 4,384
Includes:
Employee Benefits8 1,734 1,831
7. GENERAL AND ADMINISTRATION EXPENSES
GROUP
Notes
2019
($000)
2018
($000)
Amortisation14 77 138
Auditors Remuneration: PricewaterhouseCoopers New Zealand
- Group Year End Financial Statements
- Half Year Review of Financial Statements
- R&D Review for Callaghan Innovation
- Agreed Upon Procedures
167
21
3
-
94
19
2
6
Auditors Remuneration: PricewaterhouseCoopers Singapore
- Statutory Financial Statements916
Depreciation13 119 167
Directors Fees 22 279 275
Employee Benefits8 2,695 2,434
Employee Share Scheme Expenses8 188 96
Employee Share Options8 562 956
Rental and Lease Expense 262 262
Other General and Administration Expenses 2,294 1,742
Total General and Adminstration Expenses 6,676 6,207
Note Amortisation, Depreciation, Employee Benefits and Employee Share Options are included in other functional
analysis. Refer to relevant notes for full expense by nature.
Employee Share Options
Employee Share Options are a non-cash expense. Refer to Note 8 for details of the accounting policy for
Employee Share Schemes.
Other General and Administration Expenses
The major categories of expenditure which make up Other General and Administration Expenses, but are not
disclosed separately above, are NZX and Registry fees, Investor Relations costs, Consultants and Contractors.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
8. EMPLOYEE BENEFITS
GROUP
Notes
2019
($000)
2018
($000)
Represented by:
Employee Benefits in Research61,7341,831
Employee Benefits in General & Administration72,6952,434
Short Term Salaries, Wages and Other Employee Benefits6,2716,720
10,70010,985
Non-Cash Employee Benefits:
Employee Share Scheme Expenses7 188 96
Share Option Expense76121,184
8001,280
Total Employee Benefits11,50012,265
Employee Share Scheme
The Company has an Employee Share Scheme where ordinary shares in the Company may be issued to selected
employees to recognise performance or a significant contribution to the Company. These shares may be issued
in lieu of a cash bonus or in addition to the employee’s remuneration. The ordinary shares are issued directly to
the employee and the Company accounts for the cost of the shares. The shares are allocated to the employee on
the date that the Board approves the issue of the share capital. All employees who hold ordinary shares in the
Company must comply with the Company’s Share Trading Policy.
The issuance of ordinary shares to employees is treated as equity settled share-based payments. Equity-settled
share-based payments to employees are measured at the fair value of the equity instruments at the grant date
based on the market price at the time of issuance. The fair value of shares granted is recognised as an employee
expense in the Statement of Comprehensive Income when the shares are issued. During the 2019 financial year,
561,000 (2018: 173,655) ordinary shares were issued to employees as part of the Employee Share Scheme. The
associated non-cash cost of these shares was $188,000 (2018: $96,000). Refer to Note 18 for further details on the
shares issued during the financial year.
Employee Share Option Scheme
The Board believes that the issue of share options provides an appropriate incentive for participating employees
to grow the total shareholder return of the Company. Share options are issued to selected employees to recognise
performance or contribution to the Company or as a long-term component of remuneration in accordance with the
Group’s remuneration policy.
The Company has two categories of Share Options which are outlined below:
Performance Options
Performance Options are issued to selected employees to recognise performance or a significant contribution
to the Company. Performance Options entitle the holder, on payment of the exercise price, to one ordinary share
in the capital of the Company. The exercise price of the granted options is determined using the fair value of the
Company’s share price at the time of the options being granted. Performance Options vest immediately and there
is no service requirement linked to the options or any other vesting conditions. The term in which options may be
exercised, and ultimately lapse if not exercised, is 10 years.
Incentive Options
Incentive Options are issued to selected employees as a long-term component of remuneration in accordance
with the Group’s remuneration policy. Incentive Options entitle the holder, on payment of the exercise price, to one
ordinary share in the capital of the Company.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
3534
The exercise price of the granted options is determined using the fair value of the Company’s share price at the
time of the options being granted. Incentive Options vest over three years and there is a requirement to remain
as an employee of the Company in order for the options to vest. Tranches of options are exercisable over four to
ten years from the relevant vesting date. No options can be exercised later than the tenth anniversary of the final
vesting date.
ACCOUNTING POLICY
All options are accounted for as equity settled share based payments as the Group has no legal or constructive
obligation to repurchase or settle either the Performance Options or the Incentive Options in cash.
The fair value of all options granted is recognised as an expense in the Statement of Comprehensive Income
over their vesting period, with a corresponding increase in the employee share option reserve. The fair value is
determined at the grant date of the options and expensed on a straight-line basis over the vesting period, based
on the Group’s estimate of equity instruments that will eventually vest, with a corresponding increase in equity.
At the end of each reporting period, the Group revisits its estimate of the number of equity instruments expected
to vest. The impact of the revision of the original estimates, if any, is recognised in the profit or loss such that the
cumulative expense reflects the revised estimate, with a corresponding adjustment to the share based payments
reserve.
During the year, no share options were exercised resulting in no increase in share capital (2018: 259,585). Refer to
Note 18 for further details on the share options that were exercised in the prior year.
Movements in the number of share options outstanding and their related weighted average exercise prices are as
follows:
GROUP
20192018
Weighted average
exercise price
$
Options
#
Weighted average
exercise price
$
Options
#
Outstanding at 1 April 0.59 11,221,944 0.64 6,839,857
Granted 0.28 152,500 0.51 4,800,000
Forfeited 0.37 (46,159) 0.65 (158,328)
Exercised - - 0.36 (259,585)
Expired 0.45 (615,918) - -
Outstanding at 31 March 0.60 10,712,367 0.59 11,221,944
Exercisable at 31 March 0.61 9,953,937 0.62 9,041,267
The significant inputs into the Black-Scholes valuation model were the weighted average market share price at
grant date of the options, the exercise price shown on the next page, the expected annualised volatility of 50%, a
dividend yield of 0%, an expected option life of between one and ten years and an annual risk-free interest rate of
between 2.81% and 2.93%.
The volatility measured is the standard deviation of continuously compounded share returns and is based on a
statistical analysis of daily share prices in the past one to ten years.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
Share options outstanding at the end of the reporting periods have the following expiry dates, vesting dates and
exercise prices:
Expiry MonthVesting Date
Exercise
Price
$
31 March 19
Options
#
31 March 18
Options
#
April 2018April 20140.36- 259,585
August 2018August 20140.54- 83,333
September 2018September 20140.80- 73,000 *
November 2018November 20140.54- 200,000
April 2019April 20150.36 259,585 259,585
June 2019June 20150.69 13,333 13,333
July 2019July 20150.69 6,666 6,666
August 2019August 20150.54 83,333 83,333
September 2019September 20150.80 750,000 750,000
November 2019November 20150.54 200,000 200,000
June 2020June 20160.69 13,077 13,077
July 2020July 20160.69 2,740 2,740
August 2020August 20160.54 83,334 83,334
September 2020September 20160.80 750,000 750,000
November 2020November 20160.54 200,000 200,000
September 2021September 20170.80 750,000 750,000
September 2024September 20140.69 310,000 310,000 *
April 2025April 20150.69 6,666 6,666
July 2025July 20150.69 345,831 345,831
August 2025August 20150.72 4,166 4,166
September 2025September 20150.50 270,000 270,000 *
September 2025September 20150.69 15,000 15,000
September 2025September 20150.72 14,998 14,998
November 2025November 20150.72 83,333 83,333
January 2026January 20160.72 17,498 17,498
April 2026April 20160.69 6,667 6,667
July 2026July 20160.50 8,332 8,332
July 2026July 20160.69 345,834 345,834
August 2026August 20160.50 8,332 8,332
August 2026August 20160.72 2,866 2,866
September 2026September 20160.50 85,333 85,333
September 2026September 20160.69 15,000 15,000
September 2026September 20160.72 15,001 15,001
November 2026November 20160.50 50,000 50,000 *
November 2026November 20160.60 14,998 14,998
November 2026November 20160.72 83,333 83,333
December 2026December 20160.60 4,166 4,166
January 2027January 20170.72 10,834 10,834
February 2027February 20170.60 10,000 10,000
March 2027March 20170.60 4,166 4,166
April 2027April 20170.60 75,000 75,000
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
3736
Expiry MonthVesting Date
Exercise
Price
$
31 March 19
Options
#
31 March 18
Options
#
April 2027April 20170.69 6,667 6,667
July 2027July 20170.50 4,190 4,190
July 2027July 20170.69343,346 343,346
August 2027August 20170.48 4,166 4,166
August 2027August 20170.50 8,334 8,334
September 2027September 20170.48 6,666 6,666
September 2027September 20170.50 79,169 79,169
September 2027September 20170.69 15,000 15,000
September 2027September 20170.72 10,594 10,594
October 2027October 20170.48 20,000 20,000
November 2027November 20170.60 10,252 10,252
November 2027November 20170.72 83,334 83,334
December 2027December 20170.60 1,872 1,872
December 2027December 20170.51 4,166 4,166
January 2028January 20180.72 7,473 7,473
January 2028January 20180.51 12,498 12,498
February 2028February 20180.60 10,000 10,000
March 2028March 20180.60 4,167 4,167
April 2028April 20180.60 75,000 75,000
May 2028May 20180.51 1,587,492 1,583,326
May 2028May 20180.28 6,666 -
July 2028July 20180.50 2,671 2,671
August 2028August 20180.48 3,916 4,167
August 2028August 20180.50 4,315 4,315
September 2028September 20180.48 4,128 6,667
September 2028September 20180.50 219 219
October 2028October 20180.48 30,000 30,000
October 2028October 20180.28 4,166 -
November 2028November 20180.60 6,816 8,334
December 2028December 20180.51 4,167 4,167
January 2029January 20190.51 6,416 12,501
January 2029January 20190.28 16,666 -
February 2029February 20190.6 10,000 10,000
February 2029February 20190.28 6,666 -
March 2029March 20190.60 69 4,167
April 2029April 20190.60 75,000 75,000
May 2029May 20190.51 1,587,502 1,583,335
May 2029May 20190.28 6,667 -
June 2029June 20190.28 4,166 -
July 2029July 20190.28 4,166 -
August 2029August 20190.48- 4,167
September 2029September 20190.48- 6,667
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
Expiry MonthVesting Date
Exercise
Price
$
31 March 19
Options
#
31 March 18
Options
#
October 2029October 20190.48 40,000 40,000
October 2029October 20190.28 4,167 -
December 2029December 20190.51 4,167 4,167
January 2030January 20200.51 4,167 12,501
January 2030January 20200.28 16,667 -
February 2030February 20200.28 6,667 -
May 2030May 20200.51 1,587,506 1,583,338
May 2030May 20200.28 6,667 -
June 2030June 20200.28 4,167 -
July 2030July 20200.28 4,167 -
October 2030October 20200.28 4,167 -
January 2031January 20210.28 16,667 -
February 2031February 20210.28 6,667 -
June 2031June 20210.28 4,167 -
July 2031July 20210.28 4,167 -
10,712,367 11,221,944
* Included within these tranches are 630,000 options (2018: 703,000) that vested immediately.
9. CASH, CASH EQUIVALENTS AND SHORT TERM DEPOSITS
ACCOUNTING POLICY
Cash and cash equivalents includes cash in hand, deposits held on call with banks, other short-term highly liquid
investments with original maturities of three months or less, and bank overdrafts.
Short Term Deposits are with ANZ, with periods ranging from 120 to 180 days.
GROUP
2019
($000)
2018
($000)
Cash and Cash Equivalents4,847 5,242
Short Term Deposits8,000 11,000
Total Cash, Cash Equivalents and Short Term Deposits12,847 16,242
NZD11,927 14,251
USD874 1,941
AUD44 12
EUR1 7
SGD1 31
Total Cash, Cash Equivalents and Short Term Deposits12,84716,242
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
3938
INTEREST INCOME
ACCOUNTING POLICY
Interest income is recognised using the effective interest method.
Interest on the bank balances ranges from 0% to 3.45% (2018: 0% to 3.58%) per annum. Funds held on term
deposit with ANZ Bank can be accessed with one month’s notice at the request of the authorised bank signatories
of Pacific Edge Ltd.
10. RECEIVABLES
ACCOUNTING POLICY
Receivables are initially measured at fair value and subsequently measured at amortised cost using the effective
interest rate method, less any provision for impairment. An allowance for impairment is made up of expected
credit losses based on the assessment of the trade receivables debt at the individual level for impairment, plus an
additional allowance on the remaining balance for potential credit losses not yet identified.
GROUP
2019
($000)
2018
($000)
Trade Receivables51439
Sundry Debtors699862
Accrued Interest64117
GST Refund Due(12)46
Total Receivables1,2651,064
There is no provision for impairment relating to the revenue from Cxbladder sales. All outstanding sales are current
and there are no expected credit losses on the amounts outstanding at balance date.
Sundry debtors include accruals for grants and rebates that have not yet been paid. These are expected to be paid
once the relevant claims have been submitted. The Company has met all conditions of the claims and there is no
indication that there is impairment of these balances.
Included in trade receivables are the below amounts which were past due but not impaired. These relate to a
number of customers for whom there is no history of default.
2019
($000)
2018
($000)
3 to 6 Months
101
Over 6 Months--
Total Overdue Trade Receivables101
The foreign currency split of the amounts above is:
2019
($000)
2018
($000)
NZD 839 479
AUD 426 585
Total Receivables1,2651,064
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
11. INVENTORY
ACCOUNTING POLICY
Inventories are stated at the lower of cost and net realisable value. Cost is determined using the weighted average
formula.
GROUP
2019
($000)
2018
($000)
Laboratory Supplies842752
Total Inventory842752
The major items of Inventory are laboratory reagents, chemicals and Cxbladder urine sampling systems.
Laboratory supplies used during the year of $3,536,000 (2018: $3,115,000) are included within the Statement of
Comprehensive Income in Laboratory Operations and Research.
12. OTHER ASSETS
GROUP
2019
($000)
2018
($000)
Prepayments
445315
Security Deposits
165157
Total Other Assets
610472
Prepayments are largely made up of insurance, subscriptions and travel not yet expired. Security deposits are paid
to secure properties for lease in United States and Singapore and to secure credit cards in the United States.
13. PROPERTY, PLANT & EQUIPMENT
ACCOUNTING POLICY
Property, Plant and Equipment are those assets held by the Group for the purpose of carrying on its business
activities on an ongoing basis. All Property, Plant and Equipment is stated at cost less subsequent accumulated
depreciation and any accumulated impairment losses. The cost of purchased assets includes the original purchase
consideration given to acquire the assets, and the value of other directly attributable costs that have been
incurred in bringing the assets to the location and condition necessary for their intended service. This includes the
laboratory equipment for the establishment of the laboratories.
Gains and losses on disposals are determined by comparing the net proceeds with the carrying amount and are
recognised within the Statement of Comprehensive Income when they occur.
Depreciation
Depreciation of plant and equipment is based on writing off the assets over their useful lives, using the straight line
(SL) and diminishing value (DV) basis.
Main rates used are:
Plant and Laboratory Equipment 5% to 40% DV
Computer Equipment 5% to 60% DV
Leasehold Improvements 10% SL
Furniture and Fittings 5% to 25% DV
The assets’ useful lives are reviewed, and adjusted if appropriate, at the end of each reporting period.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
4140
Plant &
Laboratory
Equipment
($000)
Computer
Equipment
($000)
Leasehold
Improvements
($000)
Furniture
& Fittings
($000)
Total
($000)
Cost
Balance at 1 April 2017 2,407 853 274 365 3,899
Additions 312 40 - 1 353
Disposals (534) (254)- (45) (833)
Foreign Translation Difference (20) (8) (4) (5) (37)
Balance at 31 March 2018 2,165 631 270 316 3,382
Balance at 1 April 2018 2,165 631 270 316 3,382
Additions 89 39 -- 128
Disposals-----
Foreign Translation Difference 53 18 71088
Balance at 31 March 2019 2,307 688 277 326 3,598
Accumulated Depreciation
Balance at 1 April 2017 2,089 677 75 221 3,062
Depreciation Expense 175 82 23 36 316
Disposals (529) (250)- (44) (823)
Foreign Translation Difference (18) (5) (1) (3) (27)
Balance at 31 March 2018 1,717 504 97 210 2,528
Balance at 1 April 2018 1,717 504 97 210 2,528
Depreciation Expense 125 66 21 25 237
Disposals-----
Foreign Translation Difference 41 13 3 7 64
Balance at 31 March 2019 1,883 583 121 242 2,829
Carrying Amounts
At 1 April 2017 318 176 199 144 837
At 31 March 2018 448 127 173 106 854
At 31 March 2019 424 105 156 84 769
Leased Fixed Assets
Plant and Laboratory Equipment includes the following amounts where the Group is a lessee under a finance lease
(refer to Note 23 for further details):
GROUP
2019
($000)
2018
($000)
Cost 319 229
Accumulated Depreciation (96) (35)
Carrying Value 223 194
14. INTANGIBLE ASSETS
ACCOUNTING POLICY
Intellectual Property
The costs of acquired Intellectual Property are recognised at cost. All Intellectual Property has a finite life.
The carrying value of Intellectual Property is reviewed for impairment, where indicators of impairment exist.
Amortisation is charged on a diminishing value basis over the estimated useful life of the intangible assets (1-20
years). The estimated useful life and amortisation method is reviewed at the end of each reporting period.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
The following costs associated with Intellectual Property are expensed as incurred during the research phases of
a project and are only capitalised when incurred as part of the development phase of a process or product within
development assets: Internal Intellectual Property costs including the costs of patents and patent application.
Software Development Costs
Costs associated with the development of software are held at cost. Amortisation is charged on a diminishing value
basis over the estimated useful life of the intangible assets (2-10 years). The estimated useful life and amortisation
method is reviewed at the end of each reporting period.
Cxblader Development Costs
Costs associated with the development of Cxbladder products are held at cost. Amortisation is charged on a
diminishing value basis over the estimated useful life of the intangible assets (20 years). The estimated useful life
and amortisation method is reviewed at the end of each reporting period.
Software
Development
Costs
($000)
Patents
($000)
Cxbladder
Development
Costs
($000)
Total
($000)
Cost
Balance at 1 April 2017 700 213 33 946
Additions 99 40 - 139
Foreign Translation Difference (1)-- (1)
Balance at 31 March 2018 798 253 33 1,084
Balance at 1 April 2018 798 253 33 1,084
Additions 65 41 - 106
Foreign Translation Difference2--2
Balance at 31 March 2019 865 294 33 1,192
Accumulated Amortisation
Balance at 1 April 2017 465 142 10 617
Amortisation Expense 144 42 2 188
Foreign Translation Difference (2)-- (2)
Balance at 31 March 2018 607 184 12 803
Balance at 1 April 2018 607 184 12 803
Amortisation Expense 110 42 2 154
Foreign Translation Difference 2 -- 2
Balance at 31 March 2019 719 226 14 959
Carrying Amounts
At 1 April 2017 235 71 23 329
At 31 March 2018 191 69 21 281
At 31 March 2019 146 68 19 233
15. SEGMENT INFORMATION
ACCOUNTING POLICY
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating
decision-maker. The chief operating decision-maker, who is responsible for allocating resources and assessing
performance of the operating segments, has been identified as the Chief Executive Officer who makes strategic
decisions.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
4342
There are two operating segments at balance date:
1. Commercial: The sales, marketing, laboratory and support operations to run the commercial
businesses worldwide
2. Research: The research and development of diagnostic and prognostic products for human cancer.
The reportable operating segment Commercial derives its revenue primarily from sales of Cxbladder tests and
the reportable operating segment Research derives its revenue primarily from grant income. The Chief Executive
Officer assesses the performance of the operating segments based on net (loss) for the period.
Segment income, expenses and profitability are presented on a gross basis excluding inter-segment eliminations
to best represent the performance of each segment operating as independent business units. The segment
information provided to the Chief Executive Officer for the reportable segment described above, for the year
ended 31 March 2019, is shown below.
2019
Commercial
($000)
Research
($000)
Less:
Eliminations
($000)
Total
($000)
Income
Operating Revenue - External 3,817 -- 3,817
- Internal 199 - (199)-
Other Income 213 1,669 (892) 990
Interest income 4 368 (49) 323
Foreign Exchange Gain (1) 1 (1) (1)
Total Income 4,232 2,038 (1,141) 5,129
Expenses
Expenses 15,625 8,163 (1,141) 22,647
Depreciation and Amortisation 135 256 - 391
Total Operating Expenses 15,760 8,419 (1,141) 23,038
Loss Before Tax (11,528) (6,381)- (17,909)
Income Tax Expense9--9
Loss After Tax(11,537)(6,381)-(17,918)
Net Cash Flows to Operating Activities (11,709) (5,798)- (17,507)
2018
Commercial
($000)
Research
($000)
Less:
Eliminations
($000)
Total
($000)
Income
Operating Revenue - External 3,400 -- 3,400
- Internal 154 - (154)-
Other Income 127 2,137 (1,022) 1,242
Interest Income 2 3,158 (2,929) 231
Foreign Exchange Gain- 129 - 129
Total Income 3,683 5,424 (4,105) 5,002
Expenses
Expenses 18,834 9,413 (4,105) 24,142
Depreciation and Amortisation 191 313 - 504
Total Operating Expenses 19,025 9,726 (4,105) 24,646
Loss Before Tax (15,342) (4,302)- (19,644)
Net Cash Flows to Operating Activities (14,072) (4,028)- (18,100)
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
Sales between segments are carried out at arm’s length. Post adoption of NZ IFRS 15, the revenue from external
parties reported to the Chief Executive Officer is measured in a manner consistent with that in the Statement of
Comprehensive Income.
Eliminations
These are the intercompany transactions between the subsidiaries and the Parent. These are eliminated on
consolidation of Group results.
Segment Assets and Liabilities Information
2019
Commercial
($000)
Research
($000)
Total
($000)
Total Assets 2,028 14,538 16,566
Total Liabilities 1,768 888 2,656
2018
Commercial
($000)
Research
($000)
Total
($000)
Total Assets 1,977 17,688 19,665
Total Liabilities 1,917 1,108 3,025
Total Laboratory Throughput
Billable
Commercial
Tests
Research
Tests
Total
Throughput
Tests
2019 12,744 2,953 15,697
2018 11,866 2,582 14,448
Laboratory Throughput is a key metric for the Group: Laboratory Throughput provides evidence of the increasing
usage of Cxbladder products globally and the rates of adoption between different customer segments. Total
laboratory throughput includes billable/ commercial tests, which are invoiced to customers (including CMS tests),
and tests which are not considered to be billable as these tests relate to user programs (research tests) or other
non-chargeable activities.
Billable/ commercial test numbers are also a key metric for the Group: the tests are those for which the Company
is actively seeking reimbursement and cash receipts. Given the time lag in the US between processing a Cxbladder
test and receiving the associated cash receipts, reported revenue based on the application of our accounting policy
and billable tests do not correlate in the same time period with one another. Billable test numbers also include tests
for CMS patients, which are all invoiced to CMS but for which revenue is not being recognised.
Additions to non current assets for the period include:
Commercial
($000)
Research
($000)
Total
($000)
Property, Plant & Equipment 83 45 128
Intangible Assets- 106 106
Total Additions to Non Current Assets 83 151 234
The amounts provided to the Chief Executive Officer with respect to total assets and total liabilities are measured
in a manner consistent with that of the financial statements. These assets and liabilities are allocated based on the
operation of the segment and the physical location of the asset.
There are no unallocated assets or liabilities.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
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16. INCOME TAX
ACCOUNTING POLICY
The tax expense for the period comprises current and deferred tax. Tax is recognised in the profit or loss, except to
the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the
tax is also recognised in other comprehensive income or directly in equity, respectively.
The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the
balance sheet date in the countries where the Company and its subsidiaries operate and generate taxable income.
Management periodically evaluates positions taken in tax returns with respect to situations in which applicable
tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts
expected to be paid to the tax authorities.
Deferred income tax is provided in full, using the liability method, on temporary differences arising between the
tax bases of assets and liabilities and their carrying amounts in the financial statements in accordance with NZ
IAS 12. Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be
available against which the temporary differences can be utilised.
Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by
the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the
deferred income tax liability is settled.
The Company and Group has incurred an operating loss for the 2019 financial year and no income tax is payable.
GROUP
2019
($000)
2018
($000)
Income tax recognised in the profit or loss:
Current tax expense9-
Adjustments to current tax in respect to prior years--
Benefit from previously unrecognised tax losses--
Deferred tax in respect of the current year(2,569) (2,918)
Adjustments to deferred tax in respect to prior years(521) (441)
Deferred tax assets not recognised3,090 3,359
Income tax expense9-
The prima facie income tax on pre-tax accounting
profit from operations reconciles to:
Accounting loss before income tax(17,909) (19,645)
At the statutory income tax rate of 28%(5,015) (5,501)
Permanent differences - Non-deductible expenditure1,642 1,730
Difference in US and Australian income tax rates804 853
Prior period adjustment(521) (441)
Tax losses utilised9-
Deferred tax assets not recognised3,0903,359
Income tax expense reported in Statement of
Comprehensive Income
9-
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
Tax Losses
The group has losses to carry forward of approximately $64,300,000 (2018: $54,700,000) with a potential tax
benefit of $14,200,000 (2018: $12,600,000). The tax losses are split between the following jurisdictions:
Tax Losses
NZ($000)
Tax Effect
NZ($000)Rate
New Zealand 9,500 2,70028%
Australia20010030%
Singapore1,00020017%
United States53,60011,20021%
Tax losses are available to be carried forward and offset against future taxable income subject to the various
conditions required by income tax legislation being complied with.
Deferred Research and Development Tax Expenditure
The Group also has deferred research and development tax expenditure of $38,200,000 (2018: $35,600,000) to
carry forward and claim for income tax purposes in New Zealand in the future. This has a tax effect of $10,800,000
(2018: $10,000,000). The deferred research and development tax expenditure can either be carried forward and
offset against future income arising from the research and development, or subject to meeting the shareholder
continuity requirements can be offset against future taxable income.
Deferred Tax Assets
The Group does not recognise a deferred tax asset in the Balance Sheet.
Imputation Credit Account
The Group has imputation credits of Nil (2018: Nil).
17. PAYABLES AND ACCRUALS
ACCOUNTING POLICY
Trade and Other Payables Due Within One Year
Trade payables are recognised at the value of the invoice received from a supplier. The carrying value of trade
payables is considered to approximate fair value as amounts are unsecured and are usually paid by the 30th of the
month following recognition.
GROUP
2019
($000)
2018
($000)
Trade Creditors634665
Accrued Expenses304610
Employee Entitlements (refer below)1,6341,651
Total Payables and Accruals2,5722,926
Payables and accruals are non-interest bearing and are normally settled on 30 day terms. Therefore their carrying
value approximates their fair value.
The foreign currently split for Payables and Accruals is:
GROUP
2019
($000)
2018
($000)
NZD8831,167
AUD6917
USD1,5621,695
SGD5847
2,5722,926
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
4746
Employee Entitlements
Employee entitlements are measured at values based on accrued entitlements at current rates of pay. These
include salaries and wages accrued up to balance date and annual leave earned to, but not yet taken at balance
date.
GROUP
2019
($000)
2018
($000)
Income Tax10850
Holiday Pay513440
Accrued Wages1,0131,161
Total Employee Entitlements1,6341,651
18. SHARE CAPITAL
ACCOUNTING POLICY
Ordinary shares are described as equity.
Issue expenses, including commission paid, relating to the issue of ordinary share capital, have been written off
against the issued share price received and recorded in the Statement of Changes in Equity.
Equity-settled share-based payments to employees and others providing services are measured at the fair value
of the equity instruments at the grant date. Details regarding the determination of the fair value of equity-settled
share based transactions are set out in Note 8.
GROUP
2019
($000)
2018
($000)
Ordinary Shares 146,403 131,824
Total Share Capital 146,403 131,824
All fully paid shares in the Company have equal voting rights and equal rights to dividends. All Ordinary Shares are
fully paid and have no par value.
Share Capital Group
Notes
2019 Shares
(000)
2019
($000)
2018 Shares
(000)
2018
($000)
Opening Balance 466,322 131,824 399,271 111,596
Issue of Ordinary Shares
- Rights Issue and Direct Offers
1
43,988 15,044 66,617 21,318
Issue of Ordinary Shares
- Exercise of share options
2
-- 260 112
Issue of Ordinary Shares
-Employee Remuneration
3
561 188 174 96
Less: Issue Expenses
4
- (653)- (1,298)
Movement 44,549 14,579 67,051 20,228
Closing Balance 510,871 146,403 466,322 131,824
1) During the period 43,988,000 shares were issued under private placements and shareholder purchases plans at an average
price of $0.34 per share. (2018: 66,617,000, $0.32)
2) No share options were exercised during the year (2018: 259,585, $0.36).
3) During the period 561,000 shares were issued as part of employees remuneration in lieu of cash payments at an average price
of $0.34 per share. (2018: 174,000, $0.46)
4) $475,000 of issue expenses are non cash, suppliers were instead issued 1,359,000 shares in the Company. This forms part of the
total detailed within (1)
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
19. FOREIGN CURRENCY
ACCOUNTING POLICIES
Foreign Currency Transactions
The individual financial statements of the Group are presented in the currency of the primary economic
environment in which the entity operates (its functional currency). For the purpose of the Group financial
statements, the results and financial position of the Group entity are expressed in New Zealand dollars (‘NZ$’),
which is the functional currency of the Parent and the presentation currency for the Group financial statements.
In preparing the financial statements of the individual entities, transactions in currencies other than the entity’s
functional currency (foreign currencies) are recorded at the rates of exchange prevailing at the dates of the
transactions. At the end of each reporting period, monetary items denominated in foreign currencies are
retranslated at the rates prevailing at the end of the reporting period. Non monetary items denominated in foreign
currencies are translated at the rates prevailing on the date the transaction occurs.
Exchange differences are recognised in the Statement of Comprehensive Income in the period in which they arise.
Foreign Operations
For the purpose of presenting the Group financial statements, the assets and liabilities of the Group’s foreign
operations are expressed in New Zealand dollars using exchange rates prevailing at the end of the reporting
period. Income and expense items are translated at the average exchange rates for the period, unless exchange
rates fluctuated significantly during that period, in which case the exchange rates at the dates of the transactions
are used. Exchange differences arising, if any, are recognised in other comprehensive income and accumulated as
a separate component of equity in the Group’s foreign currency translation reserve. Such exchange differences
are reclassified from equity to profit or loss (as a reclassification adjustment) in the period in which the foreign
operation is disposed of.
Foreign Currency Translation Reserve
Exchange differences relating to the translation from the functional currencies of the Group’s foreign subsidiaries
into New Zealand dollars are brought to account by entries made directly to the Foreign Currency Translation
Reserve.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
4948
20. RECONCILIATION OF CASH USED FROM OPERATING ACTIVITIES WITH OPERATING LOSS
GROUP
2019
($000)
2018
$000
Net Loss for the Period (17,918) (19,644)
Add Non Cash Items:
Depreciation 237 316
Loss on Disposal of Property, Plant and Equipment- 10
Amortisation 154 188
Employee Share Options 612 1,184
Employee Bonuses Paid in Shares in Lieu of Cash 188 96
Effect of Exchange Rates on Working Capital items4(131)
Total Non Cash Items 1,195 1,663
Add Movements in Other Working Capital items:
(Increase) in Receivables and Other Assets (341) (383)
(Increase)/Decrease in Inventory (90) 72
Increase/(Decrease) in Payables and Accruals (353) 192
Total Movement in Other Working Capital (784) (119)
Net Cash Flows to Operating Activities (17,507) (18,100)
21. FINANCIAL INSTRUMENTS
ACCOUNTING POLICIES
Financial instruments include cash and cash equivalents, short term deposits, receivables, security deposits, finance
lease liabilities and trade creditors. The particular recognition methods adopted are disclosed in the individual
policy statements associated with each item.
Managing Financial Risk
The Group’s activities expose it to the financial risks of changes in interest rate risk, credit risk, liquidity risk and
foreign currency risk.
Management is of the opinion that the Company and Group’s exposure to market risk during the period and at
balance date is defined as:
Risk FactorDescription
(i) Currency riskFinancial assets and financial liabilities are denominated in NZD, USD, AUD, SGD and
EUR currencies
(ii) Interest rate risk Exposure to changes in Bank interest rates resulting in cashflow interest rate risk
(iii) Other price riskNot applicable as no securities are bought, sold or traded
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
(i) Foreign Currency Risk
The Group faces the risk of movements in foreign currency exchange rates in relation to the New Zealand dollar.
The Group has significant operations in United States Dollars and less significant operations in Australian dollars,
Euros and Singapore dollars. As a result of this, the financial performance and financial position are impacted by
movements in exchange rates.
The Group manages foreign currency risk by purchasing overseas goods only when necessary and when foreign
exchanges are favourable. It will also purchase foreign currency to fund overseas operations based on cash flow
forecasts where it can maximise value. There are no formal foreign currency hedges entered into.
Balances in AUD, SGD and EUR currencies are not significant. A 10% increase or decrease in USD against the NZD
will reduce/increase the loss reported by approximately $35,000 (2018: $37,000) respectively and increase/reduce
equity by the same amount.
(ii) Interest Rate Risk
The Group’s interest rate risk arises from its cash and equivalents, and short term deposits. Cash and equivalents
comprise cash on hand and deposits at call with banks. Short term deposits comprise of term deposits placed with
New Zealand banks on fixed rates for different periods of time.
Management regularly review its banking arrangements to ensure it achieves the best returns on its funds while
maintaining access to necessary liquidity levels to service the Group’s day-to-day activities. The mixture of bank
deposits at floating interest rates and short term deposits at different rates over various periods of time mitigate
the risk of interest rates being received at less than market rates. The Group does not enter into interest rate hedges.
A 1% increase or decrease in Bank deposit interest rates will reduce/increase the loss reported by approximately
$130,000 and increase/reduce equity by the same amount (2018: $138,000).
Credit Risk
Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to
meet its contractual obligations.
The Group incurs credit risk from
a) Cash and short term deposits;
b) Receivables in the normal course of its business;
c) Other assets.
The Group has no significant concentration of credit risk other than bank deposits with 54.35% of total assets at
the ANZ Bank, 1.80% at Bank of New Zealand, 2.85% at Wells Fargo and 18.55% at Heartland Bank. The Group’s
cash and short term deposits are placed with high credit quality financial institutions including major banks who
have at least a BBB credit rating.
Regular monitoring of receivables is undertaken to ensure that the credit exposure remains within the Group’s
normal terms of trade. These receivables balances mainly relate to New Zealand customers, Callaghan Innovation
and the Australian Government. Refer to note 10 for further details on expected credit losses for receivables.
While there are no trade receivables recognised for US customers, the Group continues to invoice for every billable
test completed in the US, and the billing and reimbursement process continues to maximise the cash that is
received by the Group.
Regular monitoring of other assets is undertaken to ensure that the credit exposure is limited. This is firstly done
by determining the credit risk before making security deposits on leased properties and ensuring suppliers are not
paid in advance where there is uncertainty in relation to their credit worthiness.
The carrying values of financial assets represent the maximum exposure to credit risk as represented below:
Notes
2019
($000)
2018
($000)
Cash and cash equivalents94,8475,242
Short term deposits98,00011,000
Trade and other receivables (excludes GST)101,2771,018
Other assets (excludes prepayments)12165157
14,28917,417
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
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Liquidity Risk
Liquidity risk is the risk that the Group may encounter difficulty in raising funds at short notice to meet its
commitments as they fall due. Management maintains sufficient cash balances and uses cash flow forecasts to
determine future cash flow requirements. The Group does not have any external loans but does have four finance
leases.
Payables and Accruals totaling $2,143,000 are due within 3 months of balance date (2018: $2,292,000).
Fair Values
In the opinion of the Directors, the carrying amount of financial assets and financial liabilities approximate their fair
values at balance date.
22. RELATED PARTIES
A shareholder, the University of Otago, provided services, including rental space and car parking, to the Group to
the value of $272,000 (2018: $264,000). The Group has commitments totaling $194,000 (2018: $194,000) with the
University of Otago in the next financial year.
Key Management Compensation
Key management personnel comprise of Directors and the Chief Executive Officers of Pacific Edge Limited and
Pacific Edge Diagnostics USA Limited.
Refer to Note 8 for details of the Incentive Plan that includes key management remuneration.
GROUP
2019
($000)
2018
($000)
Salaries and Other Short Term Employee Benefits1,3191,315
Share Options Benefits320635
Total Employee Entitlements1,6391,950
Directors Fees
The current total Directors’ fee pool for the non-executive Directors of Pacific Edge Limited, approved by the
shareholders at the Annual Shareholders’ Meeting on the 16th of August 2018 is $302,000 per annum. The total
amount of fees paid to Directors and expenses incurred for the year ended 31 March 2019 was $279,000.
The table below sets out the total fees payable to the non-executive Directors of Pacific Edge Limited for the year
ended 31 March 2019 based on the positions held:
PositionQuantityTotal Fees
Payable
Chair1 $80,000
Deputy Chair 1 $50,000
Non-executive Directors2 $88,000
US-based non-executive Director1 $79,000
Chair Audit & Risk Committee1 $5,000
Total Fee Pool$302,000
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
23. FINANCE AND OPERATING LEASE COMMITMENTS
ACCOUNTING POLICY
Leases of property, plant and equipment where the group, as lessee, has substantially all the risks and rewards of
ownership are classified as finance leases. Finance leases are capitalised at the lease’s inception at the fair value
of the leased property or, if lower, the present value of the minimum lease payments. The corresponding rental
obligations, net of finance charges, are included in other short-term and long-term payables. Each lease payment
is allocated between the liability and finance cost. The finance cost is charged to the profit or loss over the lease
period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period.
The property, plant and equipment acquired under finance leases is depreciated over the asset’s useful life, or over
the shorter of the asset’s useful life and the lease term if there is no reasonable certainty that the group will obtain
ownership at the end of the lease term.
Leases in which a significant portion of the risks and rewards of ownership are not transferred to the group as
lessee are classified as operating leases. Payments made under operating leases (net of any incentives received
from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease.
a) Finance Lease Obligations
GROUP
2019
($000)
2018
($000)
Commitments in relation to finance leases are payable as
follows:
Within one year 55 78
Later than one year but not later than five years 33 26
Later than five years--
Minimum Lease Payments 88 104
Future finance charges (4)(5)
Recognised as a liability 84 99
The present value of finance lease liabilities is as follows:
Within one year 52 73
Later than one year but not later than five years 32 26
Later than five years--
Minimum Lease Payments 84 99
Included in the financial statements as:
Current borrowings 52 73
Non-current borrowings 32 26
Minimum Lease Payments 84 99
b) Leasing Arrangements
The group leases various plant and laboratory equipment with a carrying amount of $223,000 (2018: $194,000)
under finance leases expiring within one to two years. Under the terms of the leases, the group has the option to
acquire the leased assets for low or no cost on expiry of the leases.
The Interest rates underlying all obligations under finance leases are fixed at respective contract dates ranging from
4.6% to 9.4% (2018: 5.2% to 9.4%) per annum.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
5352
c) Operating Lease Obligations
The Group has the following lease commitment for buildings and equipment:
GROUP
2019
($000)
2018
($000)
Non cancellable operating lease commitments within one year1,075957
Later than one year, not later than five years8481,240
Over five years--
Total Lease Commitments1,9232,197
The major commitments included in the total lease commitments above are:
GROUP
2019
($000)
2018
($000)
Lease of premises from the University of Otago419194
Pacific Edge Diagnostics USA Ltd lease1,3031,904
Pacific Edge Diagnostics Singapore Pte. Ltd lease3848
Other16351
1,9232,197
The lease of premises (in the Centre for Innovation) with the University of Otago includes rights of renewal to lease
the premises to May 2023.
Pacific Edge Diagnostics USA Ltd has extended its lease by 3 years to 30 November 2020. The total financial
commitment shown above includes an Allowance Reimbursement which is payable to the landlord on a monthly
basis.
Pacific Edge Diagnostics Singapore Pte. Ltd has extended its lease until 30 April 2020.
24. OTHER COMMITMENTS AND CONTINGENT LIABILITIES
a) Capital Commitments
There are no capital commitments for the Group at 31 March 2019 (2018: Nil).
b) Contingent Liabilities
There were no known contingent liabilities at 31 March 2019 (2018: Nil). The Group has not granted any securities in
respect of liabilities payable by any other party whatsoever.
25. SUBSEQUENT EVENTS
John Duncan has been appointed to the Board, effective 30 April 2019.
Notes to the Consolidated Financial Statements
For the year ended 31 March 2019
PricewaterhouseCoopers
Westpac Building, 106 George Street, PO Box 5848, Dunedin 9058, New Zealand
T: +64 3 470 3600, F: +64 3 470 3601, pwc.co.nz
Independent auditor’s report
To the shareholders of Pacific Edge Limited
We have audited the consolidated financial statements which comprise:
the balance sheet as at 31 March 2019;
the statement of comprehensive income for the year then ended;
the statement of changes in equity for the year then ended;
the statement of cash flows for the year then ended; and
the notes to the consolidated financial statements, which include a summary of accounting
policies.
Our opinion
In our opinion, the accompanying consolidated financial statements of Pacific Edge Limited (the
Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial
position of the Group as at 31 March 2019, its financial performance and its cash flows for the year
then ended in accordance with New Zealand Equivalents to International Financial Reporting
Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in theAuditor’s responsibilities for the audit of the consolidated financial
statementssection of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)
Code of Ethics for Assurance Practitioners(PES 1) issued by the New Zealand Auditing and Assurance
Standards Board and the International Ethics Standards Board for Accountants’Code of Ethics for
Professional Accountants(IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Our firm carries out other services for the Group in the areas of review of the Callaghan Innovation
Growth Grant claim and half year review procedures. The provision of these other services has not
impaired our independence as auditor of the Group.
Material uncertainty related to going concern
We draw attention to the disclosures in Note 1 to the financial statements, which indicates that the
Company continues to progress commercial negotiations with targeted large scale health organisations
in the USA. The disclosures note that contracts are taking longer than expected to complete, but
progress is being made. The Company has prepared cash flow forecasts which indicate that if these
commercial negotiations continue to be delayed, the Company may not have sufficient cash to meet its
minimum expenditure commitments and support its current levels of activity. The Company may need
to raise additional funds to continue as a going concern. These matters indicate a material uncertainty
that may cast significant doubt on the Company’s ability to continue as a going concern and, therefore,
that the Company may be unable to realise its assets and discharge its liabilities in the normal course
of business.Our opinion is not modified in respect of this matter.
PricewaterhouseCoopers
Westpac Building, 106 George Street, PO Box 5848, Dunedin 9058, New Zealand
T: +64 3 470 3600, F: +64 3 470 3601, pwc.co.nz
Independent auditor’s report
To the shareholders of Pacific Edge Limited
We have audited the consolidated financial statements which comprise:
the balance sheet as at 31 March 2019;
the statement of comprehensive income for the year then ended;
the statement of changes in equity for the year then ended;
the statement of cash flows for the year then ended; and
the notes to the consolidated financial statements, which include a summary of accounting
policies.
Our opinion
In our opinion, the accompanying consolidated financial statements of Pacific Edge Limited (the
Company), including its subsidiaries (the Group), present fairly, in all material respects, the financial
position of the Group as at 31 March 2019, its financial performance and its cash flows for the year
then ended in accordance with New Zealand Equivalents to International Financial Reporting
Standards (NZ IFRS) and International Financial Reporting Standards (IFRS).
Basis for opinion
We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs
(NZ) and International Standards on Auditing (ISAs). Our responsibilities under those standards are
further described in theAuditor’s responsibilities for the audit of the consolidated financial
statementssection of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for
our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1 (Revised)
Code of Ethics for Assurance Practitioners(PES 1) issued by the New Zealand Auditing and Assurance
Standards Board and the International Ethics Standards Board for Accountants’Code of Ethics for
Professional Accountants(IESBA Code), and we have fulfilled our other ethical responsibilities in
accordance with these requirements.
Our firm carries out other services for the Group in the areas of review of the Callaghan Innovation
Growth Grant claim and half year review procedures. The provision of these other services has not
impaired our independence as auditor of the Group.
Material uncertainty related to going concern
We draw attention to the disclosures in Note 1 to the financial statements, which indicates that the
Company continues to progress commercial negotiations with targeted large scale health organisations
in the USA. The disclosures note that contracts are taking longer than expected to complete, but
progress is being made. The Company has prepared cash flow forecasts which indicate that if these
commercial negotiations continue to be delayed, the Company may not have sufficient cash to meet its
minimum expenditure commitments and support its current levels of activity. The Company may need
to raise additional funds to continue as a going concern. These matters indicate a material uncertainty
that may cast significant doubt on the Company’s ability to continue as a going concern and, therefore,
that the Company may be unable to realise its assets and discharge its liabilities in the normal course
of business.Our opinion is not modified in respect of this matter.
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
5554
PwC
Our audit approach
Overview
An audit is designed to obtain reasonable assurance
whether the financial statements are free from material
misstatement.
Overall Group materiality: $228,000 which represents
1% of total expenses.
The Company is in a loss making position. The
Company’s focus is on achieving revenue growth. In
our judgement, total expenses provides a more stable
basis for calculating materiality.
We have determined that there is one key audit matter:
US Revenue Recognition.
Materiality
The scope of our audit was influenced by our application of materiality.
Based on our professional judgement, we determined certain quantitative thresholds for materiality,
including the overall Group materiality for the consolidated financial statements as a whole as set out
above. These, together with qualitative considerations, helped us to determine the scope of our audit,
the nature, timing and extent of our audit procedures and to evaluate the effect of misstatements, both
individually and in aggregate on the consolidated financial statements as a whole.
Audit scope
We designed our audit by assessing the risks of material misstatement in the consolidated financial
statements and our application of materiality. As in all of our audits, we also addressed the risk of
management override of internal controls including among other matters, consideration of whether
there was evidence of bias that represented a risk of material misstatement due to fraud.
We tailored the scope of our audit in order to perform sufficient work to enable us to provide an
opinion on the consolidated financial statements as a whole, taking into account the structure of the
Group, the accounting processes and controls, and the industry in which the Group operates.
PwC
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in
our audit of the consolidated financial statements of the current year. These matters were addressed in
the context of our audit of the consolidated financial statements as a whole, and in forming our
opinion thereon, and we do not provide a separate opinion on these matters.
Key audit matterHow our audit addressed the key audit matter
US Revenue Recognition
The application of NZ IFRS 15: Revenue
from contracts with customers (NZ IFRS
15) requires the Directors to apply
significant judgement in determining
whether revenue can be recognised in
advance of the receipt of cash.
The Company has two material United
States (US) revenue streams:
1.Coverage via Centers for Medicare and
Medicaid Services (CMS), and
2.Private Insurance.
The significant judgements adopted by the
Directors in applying NZ IFRS 15 criteria
include:
Determining if a contract with the
customer exists;
Determining if the entity can identify
the payment terms for the services; and
Determining whether it is probable that
the entity will collect the consideration
to which it is entitled.
Based on management’s assessment, US
derived revenue is accounted for on a cash
receipts basis as disclosed in Note 5.
Due to the significant audit effort required
to understand the revenue recognition
process and considering the significance of
the judgements applied by the Directors, we
determined this area to be a key audit
matter.
Our audit procedures included the following:
We obtained an understanding of management’s
analysis of the CMS and Private Insurance US
revenue streams to identify the significant
judgements.
We evaluated management’s determination of
whether a contract with customers existed by:
Inspecting documentation supporting the
contractual process and basis for engagement of
patients (customers) in the US; and
Discussing the process for engaging patients with
New Zealand and US based management to
reconfirm the facts that support a cash based
revenue recognition conclusion.
Assessing the supporting documentation provided by
management to illustrate the variation in payment
terms by customer.
Considering the payment terms and the probability of
recovery of outstanding balances based on the history
of past collections. This included assessing
management’s conclusions on whether it is probable
that the entity will collect the consideration. Further
we visited the Group’s external billing
reimbursement agent to confirm our understanding
of the process and monthly reporting.
We have no matters to report from the procedures
performed above.
Information other than the financial statements and auditor’s report
The Directors are responsible for the annual report. Our opinion on the consolidated financial
statements does not cover the other information included in the annual report and we do not and will
not express any form of assurance conclusion on the other information. At the time of our audit, there
was no other information available to us.
OVERVIEW
Strong corporate governance is fundamental to the performance of Pacific Edge Limited (the Company) and the Board
is ultimately responsible for ensuring that the Company and its subsidiaries (the Group) maintain high ethical standards
and corporate governance practices. Pacific Edge is committed to ensuring that its corporate governance practices are
in line with best practice and the NZX Corporate Governance Code 2019 (“NZX Code”). The Board believes that during
FY19, Pacific Edge has generally complied with the recommendations in the NZX Code and any exceptions are outlined
under Principles 1 through to 8 below.
The key corporate governance documents referred to in this report are available on Pacific Edge’s website
https://www.pacificedgedx.com/investors/governance/.
PRINCIPLE 1: CODE OF ETHICAL BEHAVIOUR
“Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable for
these standards being followed throughout the organisation.”
The Company maintains high standards of ethical behaviour and has both a Directors’ Code of Ethics and an Ethical
Behaviour Policy for employees of the Company, setting out the standards that each Director or employee must adhere
to whilst conducting their duties.
General principles within both policies are that all Directors and employees must:
• Act honestly and with personal integrity in all actions;
• In the case of Directors, give proper attention to the matters before them and exercise their powers and duties
with a due degree of care and diligence;
• Not make improper use of information acquired as a Director or employee, or of assets or resources of the
Company;
• Comply with Company policies at all times including the Conflicts of Interest policy and the Share Trading policy.
The Directors’ Code of Ethics and the Ethical Behaviour Policy can be found on the Company’s website, as set out
above. Processes have been established to ensure all employees are aware of and understand these Policies.
Pacific Edge also has a Share Trading Policy. Additional trading restrictions apply to Directors and senior managers.
Details of Directors’ share dealings are set out on page 69 of this report.
CORPORATE GOVERNANCE
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PwC
In connection with our audit of the consolidated financial statements, our responsibility is to read the
other information and, in doing so, consider whether the other information is materially inconsistent
with the consolidated financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated. If, based on the work we have performed on the other information
that we obtained prior to the date of this auditor’s report, we conclude that there is a material
misstatement of this other information, we are required to report that fact.
Responsibilities of the Directors for the consolidated financial statements
The Directors are responsible, on behalf of the Company, for the preparation and fair presentation of
the consolidated financial statements in accordance with NZ IFRS and IFRS, and for such internal
control as the Directors determine is necessary to enable the preparation of consolidated financial
statements that are free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the Directors are responsible for assessing the
Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going
concern and using the going concern basis of accounting unless the Directors either intend to liquidate
the Group or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibilities for the audit of the consolidated financial statements
Our objectives are to obtain reasonable assurance about whether the consolidated financial
statements, as a whole, are free from material misstatement, whether due to fraud or error, and to
issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance,
but is not a guarantee that an audit conducted in accordance with ISAs (NZ) and ISAs will always
detect a material misstatement when it exists. Misstatements can arise from fraud or error and are
considered material if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these consolidated financial statements.
A further description of our responsibilities for the audit of the financial statements is located at the
External Reporting Board’s website at:
https://www.xrb.govt.nz/standards-for-assurance-practitioners/auditors-responsibilities/audit-
report-1/
This description forms part of our auditor’s report.
Who we report to
This report is made solely to the Company’s shareholders, as a body. Our audit work has been
undertaken so that we might state those matters which we are required to state to them in an auditor’s
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 Company and the Company’s shareholders, as a body, for our
audit work, for this report or for the opinions we have formed.
The engagement partner on the audit resulting in this independent auditor’s report is Nathan Wylie.
For and on behalf of:
Chartered Accountants
29 May 2019
Dunedin
PRINCIPLE 2: BOARD COMPOSITION & PERFORMANCE
“To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience and
perspectives.”
The Board operates under a formal written Charter which sets out the roles and responsibilities of the Board.
The primary responsibilities of the Board include:
• Ensuring compliance with the Company’s constitution;
• Setting clear goals for the Company, ensuring that there are appropriate strategies in place for achieving those
goals;
• Appointment of the chair, deputy chair and CEO;
• Monitoring the performance of management;
• Managing the Company’s financial position and financial statements;
• Ensuring that the Company follows high standards of ethical and corporate behaviour; and
• Ensuring that the Company has appropriate risk management policies in place.
Newly elected Directors are expected to familiarise themselves with their obligations under the constitution, Board
Charter and Listing Rules. Training is also provided to new and existing Directors where required to enable Directors to
understand their obligations.
Board Membership
The Board has been selected on their individual skills and contribution to the Company. Following the appointment of
John Duncan in April 2019, the Board is comprised of six non-executive independent Directors as well as the Executive
Director (the CEO).
The Chairman is an independent Director who is elected by the Directors.
The Chairman and the CEO are different people.
While the nomination process for new Director appointments is the responsibility of the Board as a whole, the
Nomination Committee is responsible for identifying, reviewing and recommending candidates to the full Board. The
Nomination Committee operates under a written charter which is available on the Company’s website.
Directors will retire and may stand for re-election by shareholders every three years, in accordance with the 2019 NZX
Listing Rules. A Director appointed since the previous annual meeting holds office only until the next annual meeting
but is eligible for re-election at that meeting.
The Board asks for Director nominations each year, prior to the Annual Shareholders Meeting, in accordance with the
Constitution of the Company and the NZX Listing Rules.
All Directors have clear written agreements with the Company, setting out the terms of their appointment.
The Company encourages all Directors to undertake appropriate training and education so that they may best perform
their duties. This includes attending presentations on changes in governance, legal and regulatory frameworks;
attending technical and professional development courses; and attending presentations from industry experts and key
advisers. Additional training is provided by Pacific Edge on a regular basis.
Details of each Director, along with their experience, independence and ownership interests is included in the Annual
Report and on the Company’s website.
A majority of the Board are independent Directors.
CORPORATE GOVERNANCE
Board Performance
The performance of the Board is reviewed periodically to assess the performance of each Director, each Committee
and the Board as a whole. The most recent evaluation of Board performance was undertaken in March 2019. The
external review affirmed the strength of Pacific Edge’s corporate governance regime, and identified a small number of
development areas which the Board has adopted.
Diversity
Pacific Edge is committed to bringing diversity to life in its employment practices and across all aspects of the business.
The Board and Company believe in providing equality of opportunity in employment, irrespective of age, ethnic or
national origin, gender, sexual orientation, family circumstances, disability, religious or ethical belief, or economic
background.
The Company’s Diversity Policy outlines Pacific Edge’s approach towards diversity and is available on the Company’s
website. While no measurable targets have been set, the Remuneration Committee provides oversight of employment
practices and HR processes and practices and is comfortable that these are in line with the intent of the Diversity Policy.
The Officers of the Company (as defined by the NZX Main Board Listing Rules) are the Chief Executive Officer (CEO) and
specific direct reports of the CEO having key functional responsibility. As at 31 March 2019, females represented 27% of
Directors and Officers of the Company (FY18: 25%).
As at 31 March 2019
FY19
Male
FY19
Female
FY18
Male
FY18
Female
Directors including the Executive Director5160
Officers3233
Dora Yip, Director of Customer Experience and Digital Marketing, resigned in March 2019.
Board Meetings and Attendance
The Board meets as often as it deems appropriate including sessions to consider the strategic direction of Pacific Edge
and forward-looking business plans. Video and/or phone conferences are also used as required.
The table below sets out Director attendance at Board and Committee meetings during FY19.
Board
Audit & Risk
Committee
Remuneration
Committee
Nomination
Committee
Capital
Committee
Total number of meetings
held
156111
Chris Gallaher
156-11
David Band*641--
Dave Darling
154--1
David Levison132-1-
Anatole Masfen116-11
Bryan Williams13211-
Sarah Park*31-1-
*David Band retired on 16 August 2018 and Sarah Park was appointed on 6 December 2018.
John Duncan was appointed 30 April 2019, following the FY19 year-end.
CORPORATE GOVERNANCE
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PRINCIPLE 3: BOARD COMMITTEES
“The Board should use Committees where this will enhance its effectiveness in key areas, while still retaining Board
responsibility.”
The Board has delegated a number of its responsibilities to Committees to assist in the execution of the Board’s
responsibilities. These Committees review and analyse policies and strategies which are within their terms of reference.
They examine proposals and, where appropriate, make recommendations to the full Board. Committees do not take
action or make decisions on behalf of the Board unless specifically mandated by prior Board authority to do so.
Management may only attend committee meetings at the invitation of the Committee.
The current Committees of the Board are the Audit & Risk Committee, the Nomination Committee, the Remuneration
Committee and the Capital Committee.
Audit & Risk Committee
The Company’s Constitution requires it to have an Audit & Risk Committee comprised solely of Directors of the
Company, with the majority of members being independent Directors. There must be at least three members in the
Audit & Risk Committee and at least one member must have an accounting or financial background. The Audit & Risk
Committee operates under a written Charter which is available on the Company’s website.
Under the Constitution, the responsibilities of the Audit & Risk Committee include as a minimum:
• Ensuring that the processes are in place and monitoring of those processes so that the Board is properly and
regularly informed and updated on corporate financial matters;
• Recommending the appointment and removal of the independent auditor;
• Monitoring and reviewing the independent and internal auditing practices;
• Having direct communication with and unrestricted access to the independent auditors and any internal auditors
or accountants;
• Reviewing the financial reports and advising all Directors whether they comply with the appropriate laws and
regulations; and
• Ensuring that the external auditor or lead audit partner is changed at least every five years.
Members of the Audit & Risk Committee as at 31 March 2019 were Sarah Park (Chair as of March 2019), Anatole Masfen
(previous Chair), David Levison and Chris Gallaher, all of whom are independent. The Audit & Risk Committee Chair is
not the Chair of the Board. Directors who are not members of the Committee are able to attend as they wish.
Nomination Committee
The Board has established a Nomination Committee to recommend Director appointments to the Board. The
Nomination committee operates under a written Charter which is available on the Company’s website. A majority of the
members of the Nomination Committee are independent Directors.
Members of the Nomination Committee as at 31 March 2019 were Anatole Masfen (Chair), Bryan Williams and David
Levison.
Remuneration Committee
The Board has a Remuneration Committee to recommend the remuneration for Directors to the shareholders and to
oversee the remuneration of the Officers/senior managers of the Company. The Remuneration Committee operates
under a written Charter which is available on the Company’s website. A majority of the members of the Remuneration
Committee are independent Directors.
Members of the Remuneration Committee as at 31 March 2019 were Bryan Williams (Chair), Chris Gallaher and David
Darling. The CEO does not participate in any discussions concerning the CEO’s remuneration.
Other Committees
The Board has a Capital Committee to provide direction and oversight, and make recommendations to the Board and
act on matters pertaining to the Company’s capital position. The members of this Committee are Chris Gallaher, Anatole
Masfen, John Duncan (appointed in May 2019) and David Darling. A written Charter for the Committee is currently being
finalised.
CORPORATE GOVERNANCE
The Board establishes other Committees as required. In the case of a takeover offer, Pacific Edge would form an
Independent Takeover Committee to oversee disclosure and response, and engage expert legal and financial advisors
to provide advice on procedure. The Board has established appropriate protocols that set out the procedures to be
followed if there was to be a takeover of the Company.
PRINCIPLE 4: REPORTING & DISCLOSURE
“The Board should demand integrity in financial and non-financial reporting, and in the timeliness and balance of
corporate disclosures.”
The Board focuses on providing accurate, adequate and timely information both to its shareholders and to the market
generally. This enables all investors to make informed decisions about the Company. All significant announcements
made to NZX, and reports issued, are posted on the Company’s website.
The Company has procedures in place to ensure that it complies with its continuous disclosure requirements under
the NZX Listing Rules. The Continuous Disclosure Policy sets out the responsibilities of the Board and management for
managing their obligations and is available on the Company’s website.
Copies of the key governance documents, including the Ethical Behaviour Policy, Share Trading Policy, Board and
Committee Charters and Diversity Policy are available on the Company’s website.
Financial Reporting
Pacific Edge’s management team is responsible for implementing and maintaining appropriate accounting and financial
reporting principles, policies, and internal controls. These are designed to ensure compliance with accounting standards
and applicable laws and regulations.
The Board’s Audit & Risk Committee oversees the quality and integrity of external financial reporting, including the
accuracy, completeness, balance and timeliness of financial statements. It reviews Pacific Edge’s full and half year
financial statements and makes recommendations to the Board concerning accounting policies, areas of judgement,
compliance with accounting standards, stock exchange and legal requirements, and the results of the external audit.
All matters required to be addressed, and for which the Committee has responsibility, were addressed during the
reporting period. NZ IFRS 9 was adopted in FY19 and has no material impact on the financial statements, and NZ IFRS
16 is being adopted in FY20 and is not expected to have a material impact.
For the financial year ended 31 March 2019, the Directors believe that proper accounting records have been kept which
enable, with reasonable accuracy, the determination of the financial position of the Company and facilitate compliance
of the financial statements with the Financial Markets Conduct Act 2013.
The Chief Executive Officer and Chief Financial Officer have confirmed in writing to the Board that Pacific Edge’s
external financial reports present a true and fair view in all material aspects. Pacific Edge’s full and half year financial
statements are available on the Company’s website.
Non-Financial Reporting
Pacific Edge discusses its strategic objectives and its progress against these in the Chair and CEO’s commentary in
shareholder reports. An analysis of key risks is outlined on page 67.
Non-financial disclosure is provided annually in the Company’s Annual Report. The Company’s activities are focused on
developing cancer diagnostic tests that will benefit patients, physicians and the healthcare ecosystem, in a commercially
sound manner.
Laboratory test throughput and billable tests are key non-financial measures for the Company and are included in the
Annual Report.
Health and safety information is also an important metric and is included in the Annual Report. Pacific Edge has
recently contracted hazardous chemical waste disposal in New Zealand to ChemWaste, which is committed to continual
improvement and sustainable business practices.
CORPORATE GOVERNANCE
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PRINCIPLE 5: REMUNERATION
“The remuneration of Directors and Executives should be transparent, fair and reasonable.”
The Remuneration Committee is responsible for ensuring that the Company has a sound Remuneration Policy to attract
and retain high performing individuals. The Remuneration Policy is available on the Company’s website and outlines the
relative weightings of remuneration components and relevant performance criteria.
The Committee makes recommendations to the Board on remuneration packages for the CEO. Any recommendations
to shareholders regarding Director remuneration are provided for approval in a transparent manner.
Directors’ remuneration is also considered by the Remuneration Committee, within the limits that have been approved
by the shareholders of the Company. Any recommendations to shareholders regarding Director remuneration are
provided for approval in a transparent manner.
External advice is sought on a regular basis to ensure remuneration is benchmarked to the market for senior
management positions, Directors and Board positions. A review of Director remuneration was undertaken in July 2018.
Further details on remuneration are included in the Remuneration Section of this Annual Report, including the
remuneration arrangements in place for the CEO, on pages 64 to 66.
PRINCIPLE 6: RISK MANAGEMENT
“Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The
Board should regularly verify that the issuer has appropriate processes that identify and manage potential and material
risks.”
The Board is responsible for ensuring that appropriate policies and procedures are in place to identify and manage
the key risks of the Company, which is managed through the Audit & Risk Committee. The Audit & Risk Committee
operates in line with its Charter, which sets out its responsibilities for identifying, monitoring, treating and reporting on
key business risks. The Company’s management team maintain a detailed risk register which is updated regularly and
individual risks are discussed with the Board in detail as required.
Further details on risks are set out in the Risk Analysis on page 67.
Health and Safety
The Company takes responsibility, so far as is reasonably practicable, at all its sites to protect the health, safety and
welfare of staff and people on site, including contractors; and to act in compliance with all of its legal obligations.
Pacific Edge aims to effectively manage hazards arising from its facilities and activities. The Company’s health and safety
performance is monitored and reviewed regularly by management and audited externally. The Company maintains a
fundamentally safe environment and takes its duty of care to staff, contractors and visitors very seriously.
There were no serious harm incidents reported during FY19 and no days lost to work place incidents at any Company
site. In addition, there were no serious hazards identified across the Group.
CORPORATE GOVERNANCE
PRINCIPLE 7: AUDITORS
“The Board should ensure the quality and independence of the external audit process.”
External Auditors
The Board’s relationship with its external auditors is governed by the Audit & Risk Committee Charter. The Charter sets
out the Audit & Risk Committee’s responsibilities in relation to corporate accounting and reporting practices of the
Company, along with the quality and integrity of financial reports. It is the responsibility of the Audit & Risk Committee
to maintain free and open communication between the Directors and external auditors and to approve any non-audit
engagements performed by the audit firm.
For the financial year ended 31 March 2019, PricewaterhouseCoopers (PwC) was the external auditor for Pacific Edge
Limited. PwC was automatically re-appointed under Section 207T of the Companies Act 1993. The last audit partner
rotation was in 2016.
All audit work at Pacific Edge is separated from non-audit services, to ensure that appropriate independence is
maintained. Other services provided by PwC in FY19 were agreed upon procedures and reviews. These were deemed
to have no effect on the independence or objectivity of the auditor in relation to audit work. The amount of fees paid to
PwC for audit and non-audit work are identified on page 32.
PwC has provided the Audit & Risk Committee with written confirmation that, in their view, they were able to operate
independently during the year.
PwC attends each annual meeting of the Company, and the lead audit partner is available to answer questions from
shareholders at that meeting. PwC attended the 2018 annual meeting.
Internal Audits
Internal audits are used as a tool for the systematic and independent examination of Pacific Edge operational processes
as they relate to product and service provision.
Pacific Edge conducts internal audits at planned intervals to verify that its Quality Management System is effectively
implemented and maintained. This ensures compliance with the requirements of its International Standard,
ISO9001:2015 certification, which was awarded in November 2017.
PRINCIPLE 8: SHAREHOLDER RIGHTS & RELATIONS
“The Board should respect the rights of shareholders and foster constructive relationships with shareholders that
encourage them to engage with the issuer.”
The Company is committed to ensuring that its shareholders are kept up to date with key activities and are provided
with relevant information about the Company and its performance.
The Company communicates with shareholders during the financial year through shareholder newsletters, annual and
half year reports and at the Annual Shareholders Meeting. The Annual Shareholders Meeting is streamed live and
is accessible worldwide. All written communications and reports are available on the Company’s website, as well as
emailed to shareholders who elect to be emailed.
In December 2018/January 2019, and prior to the adoption of the new Listing Rules, Pacific Edge conducted a capital
raise through a combination of a Placement and a Share Purchase Plan. The Board felt this was the most efficient way to
generate capital while preserving the opportunity for all shareholders.
In accordance with the NZX Listing Rules, shareholders have the right to vote on major decisions which may change the
nature of the Company. Each shareholder has one vote per share and voting is conducted by polls.
The notice of the Annual Shareholders Meeting is announced on the NZX, sent to shareholders and posted on to the
Company’s website at least 20 working days prior to the meeting each year as required under the NZX Code.
All shareholders are given the option to elect to receive electronic communications from the Company.
In addition to shareholders, Pacific Edge has a wide range of stakeholders and maintains open channels of
communication for all audiences, including brokers, the investing community and the New Zealand Shareholders’
Association, as well as its staff, suppliers and customers.
CORPORATE GOVERNANCE
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Remuneration
The Pacific Edge Limited Remuneration Committee operates as a sub-committee under the guidance of the Board
to ensure the remuneration framework that is in place is appropriate to attract, retain and reward current and future
employees of the Pacific Edge Group. The Remuneration Committee ensures that individual employee performance is
aligned to the strategy and performance of the Company along with the interests of the shareholders.
Directors’ Remuneration
Remuneration of Directors and senior executives is the key responsibility of the Remuneration Committee.
The maximum total monetary sum payable by the Company by way of non-executive Directors’ fees is $302,000 per
annum, as approved by shareholders at the 2018 annual shareholders’ meeting. Executive Directors do not receive
Directors’ fees.
Any proposed increases in non-executive Director fees and remuneration will be put to shareholders for approval at
the Annual Shareholders Meeting by way of ordinary resolution. If independent advice is sought by the Board, it will
be disclosed to shareholders as part of the approval process.
The standard Directors’ fees per annum are as follows:
Board of Directors
Position
FY19
Total Allowable
Fees per annum
(NZ$)
Chair80,000
Deputy Chair50,000
US Based Director79,000
Other Directors44,000
Chair Audit & Risk Committee5,000
The Board recognises that there is a disparity between the market rates paid in the US and New Zealand for suitably
qualified Directors. Accordingly, in order to attract a suitably qualified US person, the Company needs to pay US market
rates. The Board has taken advice and determined that the appropriate fee for a US based Director is NZ$79,000 per
annum. Pacific Edge has one US based Director, David Levison.
Directors also receive reimbursement for reasonable travelling, accommodation and other expenses incurred in the
course of performing their duties. Other than as Chair of the Audit and Risk Committee, Directors do not receive any
additional fees for positions on Committees of the Board or subsidiary companies. Directors fees exclude GST, where
applicable.
In the year ended 31 March 2019, non-executive Directors received the following Directors’ fees from the Company:
Directors’ Fees
Directors’ Fees
FY19
(NZ$000)
Directors’ Fees
FY18
(NZ$000)
Pacific Edge Limited Board
C. Gallaher (Chair)7875
D. Band (resigned 16 Aug 18)16 43
D. Levison (USA)7877
A. Masfen4640
S. Park (appointed 6 Dec 18)15-
B. Williams4640
Total279275
• D. Levison: David Levison was granted 225,000 share options when he joined the Board in 2016, at an exercise
price of $0.60 per option. The non-cash expense of these share options included within the 2019 financial
statements was $12,000 (2018: $29,000).
• The Directors’ Fees for A. Masfen and B. Williams reflect partial year payments for their roles as Chair of the
Audit and Risk Committee and Deputy Chair of the Board respectively, as the additional fees took effect from
16 August 2018.
REMUNERATION
Chief Executive Officer Remuneration
The review and approval of the CEO’s remuneration is the responsibility of the Board.
The CEO’s remuneration comprises:
• A fixed base salary, including Kiwisaver contributions by the Group;
• An at risk short term incentive (STI) payable annually of up to 40% of the base salary subject to agreed upon
criteria in the areas of health and safety, staff engagement, profitability and cashflow; and
• A long term incentive (LTI) which includes non-cash share options granted by the Company that will vest, based
on vesting criteria, over four years after the grant date.
The remuneration of the Chief Executive Officer (CEO) for the period ended 31 March 2019 is as follows:
Fixed remuneration
(salary and Kiwisaver)
(NZ$000)
STI
(NZ$000)
STI
% achieved
Total cash
remuneration
(NZ$000)
FY1939075*50%465
FY183835033%433
* It has been agreed that the STI payment of $75,000 payable to the CEO for FY19 (which has not yet been paid) will be paid
50% in cash and 50% in shares (yet to be issued). The shares will be issued in accordance with the NZX Listing Rules.
Non-Cash Remuneration
During FY18, the CEO was granted 2,000,000 share options at $0.51 per share, which vest based on vesting criteria
between 2018 and 2020. The non-cash expenditure related to these share options, along with options issued prior to
FY18 which are continuing to vest, included in the FY19 financial statements is $247,000 (FY18: $506,000). In order to
convert these options to ordinary shares, the CEO will be required to pay to Pacific Edge the price of $0.51 per share,
totalling NZ$1,020,000, if all options are exercised.
Employee Remuneration
Employee Remuneration consists of a fixed salary and, on an employee by employee basis, may also include variable or
“at-risk” remuneration.
Fixed remuneration includes: an individual’s base salary for core responsibilities, capability and performance, along
with any superannuation scheme contributions by the Group and any other health or disability benefits provided by the
Group. The base salary is benchmarked to the market.
Variable remuneration includes:
• Short term incentives that are linked directly to the Company’s performance and designed to reward permanent
employees for Company successes and high performance across any given year. Short term incentives may be
paid out in either cash, share options and/or ordinary shares in the Company at the discretion of the Company.
• Long term incentives for selected employees consist of share options, allowing the employee to obtain ordinary
shares in the Company. Incentive options vest over three years and there is a requirement to remain as an
employee of the Company in order for the options to vest. Tranches of options are exercisable over four to ten
years from the relevant vesting date. No options can be exercised later than the tenth anniversary of the final
vesting date. Share options are deemed non-cash remuneration and are accounted for accordingly.
The table on page 66 shows the number of employees and former employees of the Group, not being Directors of the
Group, who, in their capacity as employees, received remuneration and other benefits during the period ended
31 March 2019 totalling at least NZ$100,000.
This includes cash remuneration and expenditure related to ordinary shares paid in lieu of cash bonuses and excludes
the value of share options that have vested but have not been exercised.
REMUNERATION
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
6564
The Group operates in New Zealand, Australia, Singapore and the United States where market remuneration levels
differ. Of the employees noted in the table below, 80% are employed by the Group outside New Zealand. The offshore
remuneration amounts are converted into New Zealand dollars.
During the year, 30 employees or former employees of the Group, not being Directors of the Company, received
remuneration and other benefits that exceeded NZ$100,000 in value as follows:
Employee Remuneration
(NZ$000)20192018
590,000 - 600,0001 -
560,000 - 570,000- 1
490,000 - 500,0001 -
440,000 - 450,000- 1
430,000 - 440,0002 -
400,000 - 410,000- 1
350,000 - 360,0001 -
320,000 - 330,0002 1
310,000 - 320,0001 2
300,000 - 310,0001 1
280,000 - 290,0002 2
270,000 - 280,0001 1
260,000 - 270,0001 1
250,000 - 260,000- 2
240,000 - 250,0001 1
230,000 - 240,000- 4
220,000 - 230,0001 2
210,000 - 220,0001 1
200,000 - 210,0001 2
160,000 - 170,0001 1
150,000 - 160,0004 1
130,000 - 140,0003 2
120,000 - 130,0002 -
110,000 - 120,0002 2
100,000 - 110,0001 1
3030
The table above includes both fixed and variable cash remuneration as described on the previous page, including base
salaries, the expenditure for ordinary shares issued in lieu of cash bonuses, superannuation contributions, contributions
to health and disability plans and cash-based short-term incentives.
The table above excludes any non-cash long-term incentives that have vested but have not been exercised.
Directors and Officers Insurance
In accordance with the Companies Act 1993 and the constitution of the Company, Pacific Edge indemnifies and
insures its Directors and Officers, including Directors and Officers of subsidiary companies within the Group, in respect
of liability incurred for any act or omission in their capacity as a Director or Officer of the Company. This insurance
includes defence costs. If an act or omission was to occur that was covered by this insurance, the Company would pay
the liability of the act or omission and be reimbursed by the insurer.
REMUNERATION
As a growth company, there are a number of risks associated with our business. We believe it is important for our
shareholders to have an understanding of these risks and the processes the Board and management have put in place
to mitigate these risks.
RiskMitigation
Market disruptionWe operate in a number of different international markets and as we introduce
additional products in new areas, we will limit our exposure to any potential
market disruption.
Continuation of acceptance of our
products by the medical community
and funders/third party payers
Clinical studies have validated our test results.
Our User Programmes are a key ingredient in driving adoption by clinicians.
We have CLIA certified laboratories in USA and New Zealand.
Acceptance of our products by
funders and third party payers
We are building strong relationships and have negotiated a number of
agreements with third party payers and funders.
Dependence on franchise partners
to market and sell our products
Greater control in the key US market through our wholly owned subsidiary,
Pacific Edge Diagnostics USA Limited.
Close working relationships with franchise partners.
Competitor activityWe have yet to see any commercial competition in the bladder cancer
diagnostic field from new molecular diagnostics.
We hold the lead in clinical validation which has long lead times.
We are focused on building a strong and loyal customer base around a portfolio
of interdependent products.
Intellectual property related
opportunities and risks
We have made great progress in expanding our intellectual property portfolio
and having several key patents granted.
In some cases, we have taken forward looking licenses to hedge the event of
other’s intellectual property impacting on us.
Regulatory risksWe have sought advice from experts in the regulatory landscape.
We are aware of the risks and continuously monitor the regulatory environment
for changes that may affect our business.
We have a successful history of regulatory review in both operating laboratories
in New Zealand and the USA.
Reimbursement risksWe have dedicated specialists working in the area of Accounts and Payer
Relationships.
We have negotiated agreements in place with major payment facilitators.
We have negotiated agreements in place with Federal customers.
Financial risks$12m of capital was raised from New Zealand based investors in FY19.
The Company had $12.8m of cash and cash equivalents as at 31 March 2019.
The Board believes we have sufficient funding in place to continue with our
strategic plan for the next year and that that trading revenue will be a major
contributor to future growth funding.
Revenue generationWe would reasonably expect revenue to grow as we expand our commercial
presence in the USA and gain momentum in New Zealand, Australia and
Singapore.
Foreign exchange risks on
expected royalties
The Board and management monitor these risks regularly and evaluate whether
exposure can be reduced by hedging transactions.
A natural hedge exists with the USA generated revenue.
Other environmental, health and
safety, operational and statutory
risks
These are monitored continuously. Functions and processes have been
implemented at each facility to reduce risks. We consult with external experts
in our decision making, policies and processes.
Share registry risksWe are aware of the risks associated with our shares, such as low levels of
liquidity, a number of large investors, high volatility in share price and external
influences from investor confidence.
RISK ANALYSIS
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
6766
Directors’ Interests
The Company maintains an Interests Register in accordance with the Companies Act 1993 and the Financial Markets
Conduct Act 2013.
Directors disclosed interests, or cessation of interest, in the following entities pursuant to section 140 of the Companies
Act 1993 during the year ended 31 March 2019.
Director/EntityRelationship
C. Gallaher
The Good Shepherd New Zealand LimitedDirector
The Good Shepherd Australia and New Zealand LimitedDirector
The Good Shepherd Microfinance Pty LtdDirector
Mariposa LtdChairman
D. Band (resigned 16 Augutst 2018)
Abacus Bio LtdChairman
Kauri Ltd (Australia)Director
GoSkills LimitedChairman
SIGNAL ICT Graduate SchoolChairman
D. Levison
CardioDxDirector & Shareholder
CareDxShareholder
S. Park
Hawkes Bay Airport LimitedDirector
Hawkes’ Bay Airport Construction Company LimitedDirector
Focus Genetics LimitedDirector
Eurogrow Potatoes LimitedDirector
B. Williams
BioGrid AustraliaDirector
Cartherics Pty LtdDirector
Director Appointment Dates
The dates below are the first appointment dates for all current Directors. Directors have been re-appointed at Annual
Shareholder Meetings, when retiring by rotation.
C. Gallaher 1 July 2016
D. Darling 21 August 2014
J. Duncan 30 April 2019
D. Levison 2 April 2016
A. Masfen 1 April 2008
S. Park 6 December 2018
B. Williams 1 June 2013
STATUTORY INFORMATION
For the year ended 31 March 2019
Directors’ Security Holdings
Securities in the Company in which each Director and associated person of each Director, has a relevant interest,
are specified in the table below as at 31 March 2019.
Number of Equity Securities20192018
D. Darling*8,954,4138,954,413
B. Williams37,3418,160
D. Levison**225,000225,000
* D. Darling has a current interest in a total of 8,954,413 equity securities, made up of 4,704,413 ordinary shares
in the Company and 4,250,000 options to acquire ordinary shares in the Company.
** D. Levision’s interest is options to acquire ordinary shares only.
Security Dealings of Directors
B. Williams participated in the 2019 Share Purchase Plan, increasing his shareholding by 29,181 shares to a total of 37,341
shares. There were no other security dealings by Directors during the 12 months to 31 March 2019.
Information Used by Directors
The Board of Directors received no notices from Directors wishing to use Company information received in their capacity
as Directors, which would not have ordinarily been available.
Independence
The following Directors are considered by the Board to be independent, as defined under the NZX Main Board Listing
Rules, as at 31 March 2019:
• C. Gallaher, B. Williams, A. Masfen, S. Park and D. Levison
• J. Duncan was appointed as a Director on 30 April 2019 and is also considered to be independent
The following Director is considered by the Board not to be independent:
• D. Darling
Subsidiary Company Directors
Section 211(2) of the Companies Act 1993 requires the Company to disclose, in relation to its subsidiaries, the total
remuneration and value of other benefits received by Directors and former Directors, and particulars of entries in the
interests registers made during the year ended 31 March 2019.
No subsidiary has Directors who are not Directors of Pacific Edge Limited or employees of the Group. The remuneration
and other benefits of such Directors are included in the Directors Remuneration section of this report and the
remuneration and other benefits of employees totalling NZ$100,000 or more during the year ended 31 March 2019 are
included in the relevant bandings for remuneration above.
No remuneration is paid to any Director of a subsidiary company for their position as Director of that subsidiary
company.
The persons who held office as Directors of subsidiary companies at 31 March 2019 are as follows:
Pacific Edge Diagnostics New Zealand LimitedD. Darling
Pacific Edge Analytical Services LimitedD. Darling
Pacific Edge Diagnostics USA LtdD. Darling, C. Gallaher, D. Levison
Pacific Edge Pty LtdD. Darling, C. Gallaher, B. Williams
Pacific Edge Diagnostics Singapore Pte. LtdD. Darling, B. Williams, K. Rankin
STATUTORY INFORMATION
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
6968
Twenty Largest Equity Security Shareholders as at 30 April 2019
RankRegistered ShareholderNumber of Shares% of Total Shares
1New Zealand Central Securities Depository Limited215,196,13342.12%
2K One W One Limited23,084,0134.52%
3Forsyth Barr Custodians Limited19,937,1903.90%
4Masfen Securities Limited12,441,4972.44%
5Leveraged Equities Finance Limited8,133,8771.59%
6FNZ Custodians Limited7,959,2921.56%
7Carol Anne Edwards & Graeme Brent Ramsey4,995,5850.98%
8JBWERE (NZ) Nominees Limited 4,884,4270.96%
9
David Darling & Yvonne Mccallum & Independent Trustees
(Tauranga) Limited
4,696,1410.92%
10Pt Booster Investments Nominees Limited4,096,2790.80%
11Henry Berry Corporation Ltd3,291,8010.64%
12Steven Cyril Hancock & Bronwyn Hilda Hancock2,965,0000.58%
13Custodial Services Limited2,748,5220.54%
14Custodial Services Limited2,331,8290.46%
15Farnworth Ventures Limited2,216,6660.43%
16Ballynagarrick Investments Limited2,087,4660.41%
17
Michael Walter Daniel & Nigel Geoffrey Burton & Michael
Murray Benjamin
2,000,0000.39%
18Forsyth Barr Custodians Limited1,615,2920.32%
19David John Mccaulay & Sally Anne Mccaulay1,549,9800.30%
20Allectus Capital Limited1,428,5720.28%
STATUTORY INFORMATION
For the year ended 31 March 2019
Shareholders held through NZCSD as at 30 April 2019
New Zealand Central Securities Depository Limited (NZCSD) provides a custodian depository service that allows
electronic trading of securities to its members and does not have a beneficial interest in these shares. As at 30 April
2019, the ten largest shareholdings in the Company held through NZCSD were:
RankRegistered ShareholderNumber of Shares% of Total Shares
in the Company
1HSBC Nominees (New Zealand) Limited59,707,37111.69%
2BNP Paribas Nominees (NZ) Limited41,289,2778.08%
3TEA Custodians Limited – Client Property Trust Account30,265,9925.92%
4Citibank Nominees (New Zealand) Limited18,791,7363.68%
5BNP Paribas Nominees (NZ) Limited17,823,8803.49%
6Accident Compensation Corporation16,001,3353.13%
7JPMorgan Chase Bank NA NZ Branch – Segregated Clients Acct9,159,0471.79%
8BNP Paribas Nominees (NZ) Limited9,068,5241.78%
9National Nominees Limited5,058,2280.99%
10Public Trust RIF Nominees Limited3,694,1550.72%
Spread of Secuity Holders as at 30 April 2019
No. of Ordinary
Security Holders
% of Issued
Capital
1 – 1,0004240.05%
1,001 – 5,0001,4860.83%
5,001 – 10,0001,0141.51%
10,001 – 100,0002,11913.09%
Greater than 100,00138884.52%
Total Security Holders5,431
100.00%
STATUTORY INFORMATION
For the year ended 31 March 2019
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
7170
Substantial Product Holders
The following substantial product holder information is given pursuant to section 293 of the Financial Markets Conduct
Act 2013. These substantial product holders are shareholders who have a relevant interest of 5% or more of a class of
quoted voting products of the Company.
As at 31 March 2019, details of the substantial product holders of the Company and their relevant interests in the
Company’s Shares are as follows:
Name of Substantial Product HolderNumber of Ordinary Voting
Securities
as at 31 March 2019% of Issued Capital
Harbour Asset Management Limited (First NZ Capital Limited)84,152,50816.47%
Salt Funds Management Ltd 55,758,40411.96%
Westpac Banking Corporation (Guardian Nominees
No.2 Limited and BT Funds Management (NZ) Limited)
48,771,78410.27%
AMP Capital Investors (NZ) Ltd25,644,9705.50%
Donations
The Group made no donations during the year.
Credit Rating
The Company currently does not have a credit rating.
Waivers from NZX Listing Rules
No waivers were granted by NZX during the 12 month period ended 31 March 2019.
Exercise of NZX Powers (Listing Rule 5.4.2)
NZX did not exercise its powers during the year under Listing Rule 5.4.2.
STATUTORY INFORMATION
For the year ended 31 March 2019
Biomarker: A characteristic that is objectively measured and evaluated as an indicator of normal biologic or
pathogenic processes or pharmacological responses to a therapeutic intervention.
Clinical Laboratory Improvement Amendments (CLIA): Regulate laboratory testing and require clinical laboratories
to be certificated by their state as well as the Centers for Medicare and Medicaid Services (CMS) before they can
accept human samples for diagnostic testing.
Clinical Trial: A single statistically significant trial for patients with disease. The results of the trial provide
performance statistics for the test and are written up and published in a peer reviewed journal.
CMS: Centers for Medicare and Medicaid Services: The Federal program which helps pay health care costs for
people 65 and older and for certain people under 65 with long-term disabilities.
Company: Pacific Edge Limited.
CPT Codes: Current Procedural Terminology (CPT) is a medical code, assigned by the American Medical
Association, that is used to communicate uniform information about medical, surgical, and diagnostic procedures
and services to entities such as physicians, health insurance companies and accreditation organisations.
Cystoscopy: This is the use of a scope (cystoscope) which is inserted through the urethra to examine the bladder.
District Health Boards (DHBs): Government funded, public healthcare providers in New Zealand, responsible for
ensuring the provision of health and disability services to populations within a defined geographical area.
Group: The Company together with its subsidiaries.
Haematuria: The presence of red blood cells in the urine and a key indicator of bladder cancer.
Health care provider: An individual or an institution who is authorised by the State and performing within the scope
of their practice as devined by state law that provides preventive, curative, promotional or rehabilitative health care
services in a systematic way to individuals, families, or communities.
Listing Rules: NZX Main Board Listing Rules.
Local Coverage Determination (LCD): A decision by a Medicare Administrative Contractor (MAC) whether to cover
a particular service on a MAC-wide, basis.
Medicaid: A program administered at the state level, which provides medical assistance to the needy. Families with
dependent children, the aged, blind, and disabled who are in financial need are eligible for Medicaid. It may be
known by different names in different states.
Molecular Diagnostics: Diagnostics based on genetic and epigenetic information.
Monitoring: The tracing of potential recurrence or assessment of progression of a disease.
Recurrence: Disease return following medical intervention.
Reimbursement: To make repayment to for expense or loss incurred.
TRICARE: Healthcare program for the US Armed Forces military personnel, military retirees and their dependents.
Urologist: Specialist clinicians for urological diseases and disorders.
Urothelial Cancer/Carcinoma: Urothelial cancer includes bladder cancer and cancers of the upper urinary tract.
USANZ: The Urological Society of Australia and New Zealand
User Programme: Formal evaluation programme that allows a physician, group practice, institution, or healthcare
system to evaluate the performance of a new product or technology.
Veterans Administration (VA): An agency of the federal government which provides a variety of services for United
States veterans.
Validation: Establishing documented evidence that a process or system, when operated within established
parameters, can perform effectively and reproducibly and meet its predetermined specifications and quality
attributes.
GLOSSARY
PACIFIC EDGE LIMITED ANNUAL REPORT 2019PACIFIC EDGE LIMITED ANNUAL REPORT 2019
7372
COMPANY DIRECTORY
PACIFIC EDGE COMMUNICATIONS
Websites
www.pacificedgedx.com
www.cxbladder.com
www.bladdercancer.me
Facebook
www.facebook.com/PacificEdgeLtd
www.facebook.com/Cxbladder
Twitter
@PacificEdgeLtd
@Cxbladder
LinkedIn
www.linkedin.com/company/pacific-edge-ltd
Issued Capital
510,871,464 Ordinary Shares
Registered Office
Anderson Lloyd
Level 10, Otago House
Cnr Moray Place and Princes Street
Dunedin
Directors
C. Gallaher – Chairman
D. Darling
J. Duncan
D. Levison
A. Masfen
S. Park
B. Williams
Chief Executive Officer
David Darling
Nature of Business
Research, develop and commercialise new
diagnostic and prognostic tools for the early
detection and management of cancers.
Auditors
PricewaterhouseCoopers
Dunedin
Bankers
Bank of New Zealand
Dunedin
ANZ
Dunedin
Solicitors
Anderson Lloyd
Level 10, Otago House
Cnr Moray Place and Princes Street
Dunedin
Securities Registrar
Link Market Services Limited
138 Tancred St
Ashburton
Company Number
1119032
Date of Incorporation
27th February 2001
74
PACIFIC EDGE LIMITED ANNUAL REPORT 2019
87 St David Street, PO Box 56, Dunedin, New Zealand
P +64 3 479 5800 F +64 3 479 5801
www.pacificedgedx.com
---
Dear Shareholder
Pacific Edge continues to progress in its journey to commercialise its world leading medical technology with
FY19 being a year of achievements and challenges.
With an annual market opportunity of US$1.2 billion, the USA healthcare market remains our biggest
opportunity and is the destination of the majority of our investment and resources. The complexity,
challenging reimbursement environment and unique health sector dynamics in the USA continue to
challenge us in the execution and timing of our commercial strategy. However, progress has been made with
a number of important achievements in the FY19 year. These are outlined for you overleaf.
In all our markets, including the USA, our sales focus is on the large scale ‘blue chip’ healthcare organisations
which can benefit considerably from adopting Cxbladder. These customers are of significant size and provide
the opportunity to scale volumes over the long term with lower sales management required.
As a harbinger of what can be achieved in the USA market when the breakthrough is achieved, the growth
and acceptance of Cxbladder in our home New Zealand market was a notable achievement in 2019. We now
have approximately 62% population coverage across our national public healthcare network with further
opportunities in the pipeline.
Our Cxbladder tests continue to provide compelling value propositions for healthcare providers, patients
and physicians alike. Our objectives for the coming year remain to grow our global customer base, achieve
the third USA reimbursement milestone, build on our position in New Zealand, Australia and Southeast Asia,
increase commercial adoption of Cxbladder in all our markets and continue to build our portfolio of clinical
evidence.
Test adoption, coverage and reimbursement is expected to grow in FY20 as clinical evidence continues to
accumulate globally in favour of Cxbladder.
We have today released our annual report for the year ended 31 March 2019. We invite you to read this on
our website at www.pacificedgedx.com/investors/shareholder-reports/.
Our annual meeting will be held on 31 July 2019 in Dunedin and we welcome you to attend, either in person
or online.
Chris Gallaher David Darling
Chairman Chief Executive Officer
28 June 2019
PACIFIC EDGE LIMITED
PROGRESS IN FY19
KEY METRICS
STRONG GROWTH IN TOTAL
LABORATORY TEST THROUGHPUT:
Particularly in Q4 FY19.
GROWTH IN COMMERCIAL SALES:
By leading healthcare organisations and
urologists in Pacific Edge’s targeted
markets of New Zealand, Australia,
Singapore and the United States.
HIGH LEVELS OF COMMERCIAL
ADOPTION IN NZ:
By the Government healthcare providers,
with current population coverage of
approximately 62%.
INCREASED FOCUS ON
INSTITUTIONAL HEALTHCARE
ORGANISATIONS IN ALL MARKETS:
Ongoing commercial negotiations
and start up processes with a growing
number of targeted customers in the
USA.
GROWING PRESENCE IN SOUTHEAST
ASIA:
User Programmes underway with five
targeted hospitals in Singapore.
Entry to Raffles Medical Group offers
the opportunity to expand across
Southeast Asia.
ACHIEVEMENT OF TWO OF
THE THREE USA NATIONAL
REIMBURSEMENT MILESTONES:
(1) receipt of product specific CPT codes
for Cxbladder Detect and Cxbladder
Monitor and (2) the notification of
a national price for each and every
Cxbladder test (US$760 per test).
NEW SALES FOCUS IN AUSTRALIA:
Pacific Edge has taken over the sales and
distribution of Cxbladder in Australia.
INCREASING INVESTOR SUPPORT:
Investment of $2.6m by US private
investment fund, Manchester
Management Company, and completion
of successful $12m capital raising.
FY19 TOTAL LABORATORY TEST THROUGHPUT
+9% vs FY18 / 15,697 tests
FY19 FINANCIAL SNAPSHOT
FY17FY18
0
2000
4000
6000
8000
10000
12000
14000
FY15FY16FY17FY18
0
2000
4000
6000
8000
10000
12000
14000
16000
FY19
■ 1H ■ 2H
NUMBER OF TESTS
FY19 LABORATORY THROUGHPUT BY TEST
57+23+20
DETECT
57%
TRIAGE
20%
MONITOR
23%
• Test sales up 12% year on year to $3.8m
• Total revenue $5.1m
• Operating expenses $23.0m, down 7% on FY18
and a 16% reduction from two years ago
• Operating cashflow reduced to $(17.5)m,
in line with expectations
• Net loss reduced to $17.9m, a 9% improvement
on the prior year
• Cash, cash equivalents and short term deposits
of $12.8m as at 31 March 2019
FY19 LABORATORY THROUGHPUT BY REGION
80+20
USA
80%
REST OF
WORLD
20%
REST OF WORLD:
+83% increase in test
throughput year on
year. Primarily driven
by strong demand
from NZ public
healthcare providers
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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