Rua Bioscience Limited logo

Rua Bioscience Half Year Results

Half Year Results25 February 2021RUAHealthcare

PO Box 1387, Gisborne 4040, Aotearoa New Zealand | 0800 RUABIO | www.ruabio.com



FOR PUBLIC RELEASE

NZX Limited

Wellington


26 February 2021


Rua Half-Year Result – Company Progressing Strategy, On Track Against Milestones


Highlights H1 2020-21:

• July – Signed binding exclusive New Zealand supplier sales agreement with major German

pharmaceutical wholesaler, Nimbus Health for Rua to supply pharmaceutical grade medicinal

cannabis products.

• August – Granted commercial licence to grow and supply cannabis derived medicines.

• August - Signed supply agreement with cultivation partner, Medbloom to grow and supply

Rua with cannabis plant material.

• October – Commissioned cultivation centre in Ruatorea.

• October – Rua listed on NZX, raises $20 million in IPO.

• November – Rua began its GMP certification process with the audit of its manufacturing

facility in Gisborne by MedSafe.


Rua Bioscience (NZX:RUA) Rua announces its half-year financial results for the six months to 31

December 2020.


The operating loss for the six months to 31 December 2020 was $3.48m. Cash on hand was $19.2m

and investment in property, plant and equipment was $6.23m.


The result was in line with the company’s expectations for the half-year. Investment made by the

company reflected its strategy to invest in focussed areas to deliver initial revenue through the first

export sales of pharmaceutical grade dried cannabis flower to Germany.


During the period, the company achieved key milestones in its strategy, including a successful Initial

Public Offering (IPO) and listing on the NZX Main Board on 22 October 2020. The IPO was

oversubscribed and the company raised the full amount of $20 million.


Rua Chief Executive, Rob Mitchell said Rua Bioscience has an achievable export strategy to provide a

clear path to revenue. “I am pleased to report that Rua progressed well against its key milestones in

this period, and is on track to meet its objectives this financial year.”


Funds raised from the IPO have been deployed across strategic priority areas that underpin achieving

initial sales and revenue. Rua Chief Financial Officer, Hamish White said “As a pre-revenue company,

we have taken a conservative approach to financial planning and management against our strategic

priorities to minimise cash burn and maximise return for every dollar we spend.”



MARKET ANNOUNCEMENT


PO Box 1387, Gisborne 4040, Aotearoa New Zealand | 0800 RUABIO | www.ruabio.com

Update on Key Milestones


1. Progress towards first export sales

Rua’s first material sales will be through wholesale exports of pharmaceutical grade dried cannabis

flower into the German market via our agreement with Nimbus Health. An important step in this

process was the export of dried flower material to Germany for scientific analysis, which was shipped

last week.


The company made further progress toward its Good Manufacturing Practice (GMP) Certification.

Rua’s manufacturing facility in Gisborne was audited by MedSafe in November 2020 as part of the

GMP Certification process. Mr Mitchell said, “We hope to achieve certification by mid to late April,

and while a slight delay on what was originally planned, it is important to note this is unlikely to affect

our ability to achieve first commercial production cycles in late H1 2021 and first export revenues of

dried flower by the end of H2 2021 as planned. The delays were caused by factors outside of our

control. We understand that Rua is the first New Zealand Medicinal Cannabis company to have had a

GMP audit at this time.”


2. Progress on Cultivation Optimization and Capacity

Rua’s own cultivation is also progressing well and as planned. The company’s outdoor cultivation trials

are also underway. First production from cultivation partner MedBloom, was expected in H2 2021,

however this will now be 2022. Discussions continue with additional grower partners in order to

expand cultivation capacity and increase biomass available for supply in H2 2021.


3. Research and Development

Preclinical studies are currently underway to compare cannabinoid compositions for their efficacy and

to assess compounds for potency enhancement. Results are expected in Q2 2021 and will be used for

further product formulation development.


Cannabinoid research is progressing well. Other sources of cannabinoids have been identified and are

currently being investigated for their potential with research partners.


4. Team Capability and Capacity

The Rua team has grown as it builds deliberately towards commercialisation, with three roles filled in

the period, taking the current team to 26.


“We are well advanced in the recruitment process for a Chief Commercial Officer who will develop,

lead and execute Rua’s domestic and global business development and commercial strategy for the

organisation.


“We have also begun our search for a Product Development Manager who will focus on the early stage

of product development and product lifecycle development,” says Mr Mitchell.


Consistent with its economic development aspirations, the company now has 13 staff with whakapapa

to Te Tairāwhiti working at all levels of the organisation.


Outlook

Rua Bioscience is a pharmaceutical company that is aiming to be a leading producer of cannabinoid

derived medicines. The company has a focussed and realistic export strategy, with a clear path to

revenue. Proceeds from the IPO are funding Rua Bioscience’s next stage of growth, building long-term

resilience and accelerating growth.


We understand that Rua is the first New Zealand medicinal cannabis company to undertake Medsafe’s

GMP certification process. Despite minor delays from suppliers due to Covid-19, the company

continues to meet its operational goals to support production when certification is obtained.


PO Box 1387, Gisborne 4040, Aotearoa New Zealand | 0800 RUABIO | www.ruabio.com

Rua’s first material sales will be through wholesale exports of pharmaceutical grade dried cannabis

flower into the German market via our agreement with Nimbus Health. The company’s first

commercial production cycle is expected in late H1 2021 and the company is on track to deliver its

first export revenue by the end of the calendar year, barring any unforeseen impacts, operational

restrictions and/or supply chain issues due to Covid-19 domestically and internationally.


ENDS


For more information please visit www.ruabio.com or contact:

Kerry Donovan

Communications Manager

+64 (21) 128 7689

kerry.donovan@ruabio.com


Notes to Financial Information

During the reporting period Rua obtained legal advice on its employee share option plans (ESOP), this

advice has led to an accounting adjustment of the June 2020 financial results. Refer to note 13. Share

Based Payments for more information.


About Rua Bioscience

Rua Bioscience is a New Zealand pharmaceutical company aiming to be a leading producer of

cannabinoid derived medicines for both export and local markets. Rua has been an early mover in the

sector and was the first private company in New Zealand to receive a licence to cultivate cannabis for

research purposes. Founded in 2017 in Ruatorea as a subsidiary of charitable company Hikurangi

Enterprises Limited, Rua is underpinned by its mission to heal the people and heal the land. It is

committed to New Zealand’s Te Tairāwhiti (East Coast) region and its connection with its local

community. The company has completed facilities for cultivation and manufacturing and is currently

going through the GMP certification process. www.ruabio.com

---

Rua Bioscience Limited
For the six months ended 31 December 2020

Interim Financial Report

Rua
Bioscience

Limited

Contents

Company

Directory

lndependent

Auditor's

RePort

lnterim

Statement

of

Profit

or

Loss and

Other

Comprehensive

lncome

lnterim

Statement

of Changes

in

Equity

lnterim

Statement

of

Financial

Position

lnterim Statement

of Cash

Flows

Notes

forming

part

of

the

lnterim

Financia[

Statements

3

4-5

6

7-8

9

10

11

-23

2

Company
Directory

For the

six

months

ended

31

December

2O2O

Registered

office

address:

Contact

phone

number:

Contact

email

address:

Country

of

incorporation

of

company:

Company

Number:

ISIN:

Legal

form:

Principal

activities:

Directors:

Auditor:

Share

registrar:

Bankers:

Solicitors:

1 Commerce

Place

Awapuni

Gisborne

4071

0800782246

info@ruabio.com

New Zeatand

6484092

NZRUAEOOO4Sl

NZ

Limited

ComPanY

PharmaceuticaI

manufacturer

Trevor

BURT

Panapa

EHAU

Brett

GAMBLE

Martin

SMITH

Anna

Kate

STOVE

PricewaterhouseCooPers

6

Atbion

Street

Napier

41

10

Computershare

lnvestor

Services

Limited

Level

1, 159

Hurstmere

Road

Takapuna,

Aucktand

0622

Kiwibank

Lowndes

Jordan

3



PricewaterhouseCoopers, PwC Centre, 6 Albion Street, PO Box 645, Napier 4140 New Zealand

T: +64 6 835 6144, www.pwc.co.nz

Independent auditor’s review report

To the Shareholders of Rua Bioscience Limited


Report on the interim financial statements


Our conclusion

We have reviewed the interim financial statements of Rua Bioscience Limited (the Company), which

comprise the interim statement of financial position as at 31 December 2020, and the interim

statement of profit or loss and other comprehensive income, the interim statement of changes in

equity and the interim statement of cash flows for the six months ended on that date, and notes

forming part of the interim financial statements which include significant accounting policies and other

explanatory information.

Based on our review, nothing has come to our attention that causes us to believe that these

accompanying interim financial statements of the Company do not present fairly, in all material

respects, the financial position of the Company as at 31 December 2020, and its financial performance

and cash flows for the six months then ended, in accordance with International Accounting Standard

34 Interim Financial Reporting (IAS 34) and New Zealand Equivalent to International Accounting

Standard 34 Interim Financial Reporting (NZ IAS 34).

Basis for conclusion

We conducted our review in accordance with the New Zealand Standard on Review Engagements

2410 (Revised) Review of Financial Statements Performed by the Independent Auditor of the Entity

(NZ SRE 2410 (Revised)). Our responsibility is further described in the Auditor’s responsibility for the

review of the financial statements section of our report.

We are independent of the Company in accordance with the relevant ethical requirements in New

Zealand relating to the audit of the annual financial statements, and we have fulfilled our other ethical

responsibilities in accordance with these ethical requirements. Other than in our capacity as auditor

we have no relationship with, or interests in, the Company.

Directors’ responsibility for the financial statements

The Directors of the Company are responsible on behalf of the Company for the preparation and fair

presentation of these interim financial statements in accordance with IAS 34 and NZ IAS 34 and for

such internal control as the Directors determine is necessary to enable the preparation and fair

presentation of interim financial statements that are free from material misstatement, whether due to

fraud or error.

Auditor’s responsibility for the review of the financial statements

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

NZ SRE 2410 (Revised) requires us to conclude whether anything has come to our attention that

causes us to believe that the interim financial statements, taken as a whole, are not prepared in all

material respects, in accordance with IAS 34 and NZ IAS 34. A review of interim financial statements

in accordance with NZ SRE 2410 (Revised) is a limited assurance engagement. We perform

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

accounting matters, and applying analytical and other review procedures.

The procedures performed in a review are substantially less than those performed in an audit

conducted in accordance with International Standards on Auditing (New Zealand) and International

Standards on Auditing and consequently does not enable us to obtain assurance that we might

identify in an audit. Accordingly, we do not express an audit opinion on these interim financial

statements.


PwC 5

Who we report to

This report is made solely to the Company’s Shareholders, as a body. Our review work has been

undertaken so that we might state to the Company’s Shareholders those matters which we are

required to state to them in our review report and for no other purpose. To the fullest extent permitted

by law, we do not accept or assume responsibility to anyone other than the Shareholders, as a body,

for our review procedures, for this report, or for the conclusion we have formed.

The engagement partner on the review resulting in this independent auditor’s review report is Maxwell

John Dixon.


For and on behalf of:






Chartered Accountants Napier

25 February 2021

Rua
Bioscience

Limited

lnterim

statement

of

profit

or

loss

and

other

comPrehensive

income

For the

six

months

ended

31

December

2O2O

Note

5

For

the six

months

ended

31

December

2020

(unaudited)

s

For

the

six

months

ended

31

December

2019

(unaudited)

s

Research

and

development

expenses

Other

expenses

Operating

loss

before

net

financing

costs

Other

income

lnterest

income

lnterest

expense

lnterest

expense

-

leases

Net

finance

(expense)/income

Loss

before

tax

lncome

tax

credit/(exPense)

Loss

after

tax

Other

comprehensive

income

Total

comprehensive

loss

for

the

period

attributable

to shareholders

Earnings

per

share

attributable

to the

ordinary

equity

holders

of

the

parent

Loss

from

operations

Basic

(S)

Dituted

(S)

(881,637)

(730,539)

(2,

593,s96)

(1,

317,443\

(3,475,2331

(2,047,982)

268,860

313,854

2,416

(8,480)

(8,948)

24,828

(1,756)

6.1961

6

(15,O12)

16,876

(3,221,385)

(,717,2521

888,1

07

352,388

Q.333.2781

(.364.8641

(2,333,278)

(1,364,864)

(0.02)*

(0.02)*

(0.01)**

(0.01)**

*on

15 September

2020, the

company

completed

a

5.882:1

share

split.

**Shere

and

per

share

amounts

have been

retrospectively

restated

for

the

prior

period

to

reflect

the

5.882:1

share

split

completed

on

15 September

2020

The above

statements

should

be

read

in conjunction

with

the

occomponying

notes.

6

_fu

wc

Opening
balance

at

1

July

2020

(audited)

Correction

of

prior

period

error

Restated

opening

balance

at

1

July

2020

(unaudited)

Rua

Bioscience

Limited

lnterim

statement

of

changes

in

equity

For

the

six

months

ended

31

December

2020

Note

Share

capital

s

18

922

913

13

18,922,913

20,000,000

(1,504,414\

1

8,495,586

Share

option

reserve

s

336

108

_37.1J3fi2_

_____M&62

(75.800)

86

983

11

183

260,308

(4,781,260\

14,401,961

(2,333,2781

(2,333,2781

(2,333,278)

(2,333,2781

303

354

20,000,000

(1,504,4141

303.354

303,354

18,798,940

Total

comprehensive

loss

for

the

period

-

Loss

for

the

period

-

Other

comprehensive

income

Total

comprehensive

loss

for

the

period

Transactions

with

owners

of

the

Company

-

lssue

of

share

capital

-

Costs

of

issuing

share

capital

-

Emptoyee

share

options

expense

Total

transactions

with

owners

of

the

Company

Batance

at

31

December

2020

(unaudited)

The

above

statements

should

be

read

in

conjunction

with

the

accompanying

notes

Accumulated

losses

s

u.868.2431

(7.114.s38)

Total

equity

s

14,390,778

__3O$67.623_

&

7

pwc

Note
Share

capital

s

12.480.242

Opening

balance

at

1

July

2019

(audited)

Total

comprehensive

loss

for

the

period

-

Loss

for

the

period

-

Other

comprehensive

income

Total

comprehensive

loss

for

the

period

Transactions

with

owners

of

the

Company

-

Funds

received

for

share

capitat

(to

be

issued)

-

Costs

of

issuing

future

share

capital

-

lssue

of

employee

share

options

Total

transactions

with

owners

of

the

Company

Balance

at

31

December

2019

(unaudited)

12.480.242

The

above

statements

should

be

read

in

conjunction

with

the

accompanying

notes.

Rua

Bioscience

Limited

Interim

statement

of

changes

in

equity

For

the

six

months

ended

31

December

2019

Share

option

reserve

s

55

888

Un-issued

share

capital

5

2,732,046

(210,286)

55,888

2,521,760

______

qqg_

___]ElJ60_

(1,364,863)

(1,364,863)

(1.364.863)

(1.364.863)

2,732,046

(210,2861

55,888

2,577,648

(3,333,071)

1

1,724,819

Accumulated

Losses

s

(1,968,208)

Total

equity

s

10.512.034

8

_fu

pwc

Rua
Bioscience

Limited

lnterim

statement

of

financial

position

As at 31

December

2020

Note

13

8

8

13

12

As at

31

December

2020

s

(unaudited)

As at

30 June

2020

s

(unaudited*)

Current

assets

Cash

and cash

equivalents

Other

receivabtes

Prepayments

Total current

assets

Non-current

assets

Property,

ptant

and equipment

Goodwitt

Right-of-use

lease

assets

Other

receivables

Deferred

tax

asset

Total non-current

assets

Total assets

Current

liabilities

Trade and

other

payabtes

Emptoyee

benefit

tiabitities

Lease Iiabitities

Borrowings

Deferred

grant

income

Share-based

payment

tiabititY

Total current

liabilities

Non-current

liabilities

Lease

tiabitities

Borrowings

Share-based

payment

tiabititY

Total non-current

liabilities

Total liabilities

Net assets

Equity

Accumutated losses

Share capital

Share

option

reserve

Total equity

19,207,844

499,409

158,211

3,937,501

800,837

81,998

19,865,464

4,820,336

13

7

7

8

8

6,233,938

4,oo0,ooo

267,819

75,000

1,696,312

5,658,360

4,ooo,ooo

252,955

197,256

798,205

12,263,069

10,906,776

32,128,533

15,727,112

402,777

216,312

89,488

31,976

578,182

169,406

68,935

78,169

91,636

304994

12

277

1,045,547

998,605

1 88,253

27,110

190,928

10,762

124.856

215,363

326,546

1,260,910

1,325,151

30,867,623

14,401,961

(7,114,538\

37,418,499

563,662

(4,781,2601

18,922,913

260,308

30,867,623

14,401,961

The

interim

financiat

statements

on

pages

6to23

were

approved

and

authorised

for

issue by

the

Board

of

Directors

on

25 February

2021and

were

signed

on

its behatf

by:

(Director)

(Director)

rativefigureswereauoit"a@restatedfiguresas

.

The 30

June

2020 compa

disctosed

in

note 13.

The above statements

should

be

read in conjunction

with

the

accompanying

notes

&

pwc

9

Rua
Bioscience

Limited

lnterim

statement

of

cash

flows

For the six

months

ended

31

December

2O2O

Note

For

the 6

months

to

31

Dec

2020

(unaudited)

s

For the

6

months

to

31

Dec

2019

(unaudited)

s

Cash

flows

from

operating

activities

Grant

income

received

Payments

to

suppliers

and emptoyees

Net cash

inflows/(outflows)

from operating

activities

646,305

620,7051

2,761

(2,

(2,

969.2491

(1,974,4OO)

(2,966,488)

25,139

36,524

2,ooo,ooo

2,400

15,739

(1,098,780)

(75,000)

(1,752,9821

(1,132,9021

285,942

20,000,000

2,732,046

(20,005)

(19,1141

(4,492)

(57,6141

18,377,645

2,530,821

15,

270,343

(

149.7251

3,937,501

4,173,122

19,

207,844

4,O

23.397

Cash

flows

from

investing

activities

lnterest income

lnvestment

dePosits

maturitY

Proceeds

from

the

sale

of

property,

ptant

and

equipment

Purchase

of

property,

plant

and

equipment

Payment

in

retation

to

listing

bond

Net

cash

inflows/(outflows)

from

investing

activities

Cash

flows

from

financing

activities

lssue

of ordinary

shares

Proceeds

for shares

to

be

issued

Repayment

of

borrowings

Repayment

of lease

tiabitities

lnterest

paid

Share

issue

costs

paid

Net

cash

inflows/(outflows)

from

financing

activities

(56,955)

(39,7841

(17,478)

(1

.508,1

88)

Net

increase/(decrease)

in cash

and

cash

equivalents

Cash

and

cash

equivalents

at beginning

of

the

period

Exchange

(tosses)/gains on

cash and

cash

equivatents

Cash

and

cash

equivalents

at

end

of the

period

The above

statements

should

be

read

in conjunction

with

the

occompanying

notes.

&

pvt

c

10

Rua
Bioscience

Limited

Notes

forming

part

of the

interim

financial

statements

For the

six

months

ended

31

December

2O2O

1.

Reporting

EntitY

Rua

Bioscience

Limited

(formerty

Hikurangi

Cannabis

Company

Ltd)

("the

Company")

is a

company

incorporated

and

domicited

in

New

Zeatand

and

registered

under

the

Companies

Act

1993.

The Company

is

principatty engaged

in the

business

of

pharmaceuticats

manufacturing.

Hikurangi

Hemp Company

Ltd was

incorporated

on

26 October

2017

and

changed

its name

to

Hikurangi

Cannabis

Company

Ltd on

26 January

2018,

and

to

Rua

Bioscience

on 7

October2019.

2.

Basis of

preparation

(a)

Statement

of comPliance

These

unaudited

condensed

interim

financiat

statements

have

been

prepared

for

the six

months

ended

31

December

2020.

The Company

is designated

as

a

profit-oriented entity

for

financial

reporting.

These

financiat

statements

provide

an

update

on the

interim

performance

of

the

Company,

ind shoutd

be

read

in conjunction

with

the

futt

year

financia[

statements

presented

io1"

ine

year

ended

30 June

2020

from which

the same

accounting

policies

and

methods

of computation

have

been

fottowed'

The

interim

financial

statements

are

prepared

in accordance

with:

.

NZ

IAS

34

lnterim

Financiat

Reporting

and

IAS 34

lnterim

Financial

Reporting.

.

Generalty

Accepted

Accounting

Practice

in New

Zealand

(Nz

GAAP).

.

The accounting

poticies

and

methods

of computation

in

the

most

recent

annual

financial

statements.

.

The

FinancialMarkets

conduct

Act

2013, and

NZX equity

listing

rutes.

The

Company

is a

for-profit

entity

for the

purposes

of

complying

with

NZ

GAAP.

The financial

statements

are

presented

in New

Zealand

dottars

(5),

which

is atso

the

Company's

functionaI

currency.

Att

financiat

information

presented has been

rounded

to

the

nearest

dotlar.

(

b)

Si

gni

fi

cant

accounti

ng

poli

ci es

The accounting

policies

and

computation

methods

used

in the

preparation

of

the

interim

financial

statements

are

consistent

with

those

used

as at

30

June

2020

and

31

December

201 9.

(c)

Basis

of

measurement

The

interim

financiat

statements

have

been

prepared

on

a historica[

cost

basis,

except

for the

fottowing

items

(refer

to

individual

accounting

policies

for details):

-

Borrowings

(fair

value

disctosed)

-

note

4

-

Financia[

assets

and

tiabitities

at

amortised

cost

(fair

value

disclosed)

-

note

4

-

Liabitities

for cash-settted

share-based

payments

- (presented as share

based

payment

tiabitity

in the statement

of

financiaI

position)

s

pwc

11

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For the six

months

ended

31

December

2O2O

2.

Basis

of

preparation

(continued)

(d)New stondards,

interpretations

and

amendments

effective

for

the

first

time

The

Company

has

not adopted

any

significant

new standards,

interpretations

and

amendments

in the

interim

period

with

a materia[

impact

on the

financial

statements.

(e)

Accounting

estimates

and

judgements

mode

There

have

been

no material

revisions

to

the

nature

and

amount

of estimates

of,

and

judgements

in

relation

to,

amounts

reported

in

prior

periods.

(f)

Going

concern

ln october

2020, the

company

successfutty

compteted

the

listing

of the

company

o-n

the New

Zeatand

Stock

Exchange

(t'lZXi

raising

520

mittion

in capitat.

The

Company

has

significant

cash

reseryes

that

attow

it-to

continue

aia

going

concern

until

at

least

the

end

of

FY2022-

Before

the

end

of

Fy2022

revenue

from

the

sales

of

products

(ftower

&

oits)

is expected

to

have

commenced.

lts

forecast

that

the

sates

of

products

witt

ctimb

and

the

income

generated

from

these

witt

fund

the

operations

of

the

company

to

the

point

where

the

Company

is financiatly

sustainabte.

Currently

there

are

no

indications

that

the

Companywilt

not be

abte.to.continue

ii

"

going

concern.

T'here

are

risks

retated

to the

assumptions

being

made,

particutarty

around

ontaining-CMp

certification,

the

timing

of supptying

product

to

market

and

product votumes

and

thelates

price

of these

products. The Company

is

monitoring

and

managing

these

risks,

however

there

is no

indications

at this

point

in time

that

they

witt

affect

the

Company's

abitity

to continue

as

a

going

concern.

(g)

lmpact

of

COVID-19

The Company

has

considered

the

potentiat

impact

of

COVID-19

as

part

of

its

preparation of

these

accounts

and

in retation

to tne

operations.

PharmaceuticaI

manufacturing

is

considered

an essential

service

and,

as such,

Rua

has and

plans

to

continue

trading

throughout

all

alert

[evets.

This has

timited

the

impact

of COVID-19

and

the

Government's

response

on

the

Company.

The Company

has

experienced

detays

in

receiving

goods

and

services

from

inteinationat

supptiers

and

market

partners

who

have been

affected

from

Covid-19.

_fu

purc

12

Rua Bioscience
Limited

Notes

forming

part

of

the

interim

financial

statements

For

the

six

months

ended

31

December

2O2O

4. Financial

instruments

and

Financial

Risk Management,

and

CapitalManagement

cateqories

and

fair vatues

of the

companv's

financial

instruments

3.

Segment

RePorting

The

Company

operates

predominantty

in one

segment,

its

primary

business

being

pharmaceuticaI

manufacturing

in New

Zeatand.

The chief

operating

decision

maker

has been

identified

as

the

Chief

Executive

Officer

(CEO)

as

they

make

att

t-he

key strategic

resource

attocation

decisions

retated

to

the

Company's

segment.

31

December

2020

(unaudited)

Cash

and

cash

equivalents

Other

receivables

Trade

and

other

payables

Borrowings

Lease [iabilities

Total

30

June

2O2O

(audited)

Cash

and

cash

equivalents

Trade and

other

payabtes

Borrowings

Lease

tiabitities

Financial

Assets

at

Amortised

Cost

19,207,844

75,000

Financial

Liabilities

at

Amortised

Cost

(402,7771

(31,976)

(277,7411

Total

Carrying

Amount

19,207,844

75,000

(402,777\

(31,976)

(277,1411

(578,1

B2)

(88,931)

(259,863)

Value

s

s

(a)

(a)

(o)

(b)

(b)

(a)

(b)

(b)

Fair

s

s

19,282,844

(712,4941

3,937,501

3,937,501

(a)

(578,'182)

(88,931)

(259,863)

3,937,501

(926,9761

(a)

Due

to their

short-term

nature,

the

carryingvalue

of

these

financial

i.nstruments

approximates

their

fair

value.

ih"y

or" classified

as level

3

f'air

vatues-

in1h"

1oi,

value

hierarchy

due

to

the

inclusion

of unobservable

inputs

including

counterparty

and

own

credit

risk.

(b) Due

to the

market

rate

ol tending

for

the remaining

term

and

outs.tandin.g

balance

not

being

materially

different

lrim

tne

cuTent

effect{ve

inteiest

rate,

the

carrying

vqlye

of.

thes.e

financial

instruments

approximates

their

'fair

value. They

are

ctassified

as

level

3

fair

values

in the

fair

value hierarchy

due

to the

inclusion

of

unobservable

inputs

including

own credit

risk.

&

pwtr"

13

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For the six

months

ended

31

December

2O2O

5.

Revenue

and

other

income

Revenue

and

other

income

streams

recognised

by the

Company

include

6

months

to

31

Dec

2020

(unaudited)

s

6

months

to

31

Dec

2019

(unaudited)

s

268,860

268,860

313,854

Since

tisting

on

the

NZX, the

Company

is no longer

etigibte

for research

and

devetopment

tax loss

cash

out and

therefore

no

income

has been

recognised

for the

six

months

ended

31

December

2020

(Six

months ended

31 December

2019:

5204,551

).

6. lncome

tax

Tax is charged

at28%

for the

six

months

ended

31

December

2020

(2019:28%) representing

the

best

estimite

of the

average

annual

effective

tax

rate expected

to

appty

for the

fu[[

year,

apptied

to the

pre-tax

income

of the

six

month

period.

The Company

has assessed

the

realisation

of the

deferred

tax asset

at

the

reporting

date

and

considers

th;t

it

is

probabte

that

future

taxabte

profits

witt

be avaitabte

to

reatise

the

deferred

tax asset.

Key

factors supporting

the

assessment

inctude:

.

Securing

an

export

agreement

with

German

distributor,

Nimbus

Heatth

.

Progress

towards

obtaining

the

required

licenses

to

commence

commercia[

production

and

sales

to

target

markets

o

Forecasted

taxabte

profits

in the

foreseeable

future that

are

sufficient

to

utilise

the

deferred tax

asset

o

lntention

from

the NZ

Government

to

reptace

the

shareholder

continuity

rutes

with

the

"same

or

similar

business

test"

for the

2021

income

year

7.

Property,

plant

and

equipment

and

Right-of-use

lease

assets

Significant

transactions

during

the 6

months

to

31 December

2020

r

The Company

has

incurred

an

additionat

5570,831

on the

construction

of

its new

Ruatoria

Ptant

and

Extraction

facilities.

o

The

Company

has entered

into two

additionatvehicle

teases,

resutting

in an

additional

557,662

of

right-of-use

lease

assets.

Revenue

(from

contracts

with

customers)

Research

and

devetopment

grant

income

Gain on

sale

of

Property,

ptant

and

equipment

Total

313,128

726

s

pwc

14

Rua
Bioscience

Limited

Notes

forming

part

of the

interim

financial

statements

For the

six

months

ended

31

December

2O2O

8.

Borrowings

and

Lease liabilities

Significant

movements

in the

Company's

debt

batances

(Borrowings and

Lease liabilities)

during

the

period

are

detaited

in the

tabtes

betow:

6 months

to

31

Dec

2020

(unaudited)

nElEilEM

crsn

casn

New

leases

Drawdown

PaYment

sss

Borrowings

Lease

tiabitities

Borrowings

Lease

liabitities

Opening

s

88,931

259,863

57,662

(56,955)

(39,7841

Closing

s

31,976

277,741

348

794

57,662

o6,7391

309,717

6

months

to

31

Dec 2019

(unaudited)

CASH

CASH

Opening

New

leases

s

93,182

123,618

Unpaid

Drawdown

accrued

interest

ss

Payment

Closing

s

s

(20,005)

(19,114),

s

73,177

253,1 55

145,192

3,459

216,800

145,192

3.459

0

(39,1

19)

326.332

s

pwc

15

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For the six

months

ended

31

December

2O2O

9.

Related

party

transactions

6l^onths

to

31

December

2019

The Company

has

no ultimate

parent

entity.

-

Hikurangi

Hemp

Hotdings

Limited

-

Biocann

lnvestments

Limited

-

Fang

Group

lnvestment

Limited

lndividuat

shareholders

of the

Company

include

6

l{onths

to

31

December

2020

The Company

tisted

on

the NZX

on

22 October

7020.

The Company

has no ultimate

parent

entity.

There

are

no individuat

sharehotders

hotding

more

than

20%

of the

ordinary

shares

of the

Company

at

reporting

date'

During

the

period

the

Company

entered

into

the betow

transactions

with

entities

related

to

sharehotders

and

key

management

personnel.

Nature

of

transactions

Purchases

Purchases

Purchases

Transaction

amount

6 Months

to 31

Dec

2020

(unaudited)

s

5,416

3,450

Amounts

receivable

(payable)

31

December

2O20

(unaudited)

s

Digital

Accounting

Limited

EECOMS

Mitchet

Famity

Trust

_ffi

wc

16

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For

the six

months

ended

31

December

2O2O

9.

Related

party

transactions

(continued)

Directors

fees

Short-term

em

PtoYee

benefits

Defined

contribution

ptan

payments

Share-

based

payment

expense

Total

key

management

Personnel

compensation

6

Months

to

31

Dec

2019

(unaudited)

s

5

Digital

Accounting

Limited

EECOMS

Mitchet

Family

Trust

As detaited

in note

1 1 of the

30

June

2020

Annuat

Financial

Statements,

in the

2019

year,

a

business

combination

transaction

was

entered

into

with

Hikurangi

Bioactives

Limited

Partnership

(HBLP),

a sharehotder

of

Hikurangi

Hemp

Hotdings

Limited.

Key

management

personnel

compensation

Compensation

of

key management

personnet

(being

those

persons

having

authority

and

responsibitity

for

ptanning,

directing

and

controtting

the

activities

of

the

Company,

inctuding

the

directors)

was

as

foltows:

Nature

of

transactions

Purchases

Purchases

Purchases

Transaction

amount

627

11,179

6

months

to

31

Dec

2020

(unaudited)

s

106,010

441,611

12,727

448549

1,oog,B97

Amounts

receivable

(payable)

30

June

2020

(audited)

g4;

220

1

6

months

to

31

December

2019

(unaudited)

s

113,784

261,144

8,514

51507

434,949

1 0. Contingent

liabilities

There

were

no contingent

tiabitities

at

the

end

of the

period

(20'19:

nit).

1 1.

Biological

assets

The Company

remains

in a

research

and

devetopment

phase

and

as such

the

plants

and

produce

resutting

from

current

operations

are

not being

devetoped

for sale,

or

for transformation

into

agricultural

produce

or

additionat

biotogicat

assets.

Accordingty,

related

costs

are

recognised

in

profit

or

[oss

rather

than

in the

recognition

of

a

biotogical

iiset

in accordance

with

NZ

IAS

41 Agriculture,

until

such time

as

the

Company

moves

past

the

research

and devetopment

phase.

s

pwc

17

Rua
Bioscience

Limited

Notes

forming

part

of the

interim

financial

statements

For the

six

months

ended

31

December

2O2O

12. Share

Capital

Opening

shares

Shares

issued

Total

pre-share

sPtit.

Effect

of share

split*

Shares

issued**

31 December

2020

(unaudited)

Number

30 June

2020

(audited)

Number

17,003,096

12,990,000

4,01 3,096

17,003,096

17,003,096

83,009,129

40,750,366

N/A

Total

share

capital

140,262,591

17,003,096

*on

15 September

2020,

the

company

completed

a 5.882:1

share

split.

**On

22 October

2020,

the

Company

issued

40,000,000

shares

by

way of

listing

on

the NZX

They also

issued

a

further

250,366

shares

through

the

vesting

of the

ESOP

issue

3.

1 3. Share-based

payments

Correction

of

Prior

Period

error

During

the

second

hatf

of

the 30

June

2020

financia[

reporting

period,

the Company

modified

certain

non-market

vesting

conditions

retated

to

lssue #1

and

lssue

#2

of

its emptoyee

share

option

plans

(ESOP),

suifr

that

a

portion

(55,750)

were

denoted

as

having

"vested

automaticalty".

Accoidingty,

the

unamortised

and

incrementa[

value

associated

with

these

share

optioni

were

recogn-jed

in

fut[, and

disctosed

as

having

vested

but

remaining

unexercised

as at

30

June

2020.

However,

subsequent

review

and

tegat

advice

has

identified

and

confirmed

that

white

certain

non-market

vesting

conditions

were

removed

for these

share

options,

they

were

sti[[

subject

to the

genera[

u"iting

conditions

which

inctuded

a

requirement

of

continued

emptoyment

(servicjcondition)

ov6r

the

originat

vesting

period.

Consequently,

this

expe-nse

shoutd

have

continued

to

be

recognised

ovei

the

remaining

service

period.

This

error

affected

both

the

equity-settted

and

cash-settled

components

of

these

share

options.

s

pwe

18

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For

the

six

months

ended

31

December

2O2O

1 3. Share-based

payments

(continued)

The

impact

of

the error

and

relevant

restated

information

is

presented

below

(i)

lmpact

to statement

of

financial

position

as

at 30

June

2020

Non-current

assets

Deferred

tax

asset

Current

liabilities

Share-based

payment

tiabititY

Non-current

liabi

lities

Share-based

payment

tiabititY

Equity

Accumutated

losses

Share

option

reserve

(ii)

Impact

to share

option

balances

Opening

(1

July

20191

-

Options

issued

-

Options

vested

(As

rePorted)

Adjustment

Options

vested

(Restated)

-

Options

forfeit

Closing

(30

June

2O2Ol

(Restated)

832,033

798,205

(70,492)

58,21

5

(12,277).

(11

1,653)

(13,203)

(124,8561

lssue #1

No.

lssue

#2

No.

2020

As

reported

5

(4,868,2431

336,1

08

Adjustment

s

(33,828)

86,983

(75,800)

lssue

#3

No.

2020

Restated

s

(4,781,260)

260,308

Total

No.

408,000

75,000

42,

(51,000)

564

525,

564

(55,750)

55.750

51000

(4,7501

4,750

(51,000)

(4,7501

(55,750)

357,000

70,250

42,564

469.814

&

pwe

19

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For

the

six

months

ended

31

December

2O2O

1

3.

Share-based

payments

(continued)

Confirmation

of

vestine

conditions

Tranche

2A

(lssue

#1)

Tranche

2A

(lssue

#2)

Tranche

28

(lssue

#1)

Tranche

28

(lssue

#2)

Tranche

2C

(lssue

#1)

Tranche

2C

(lssue

#2)

Tranche

2D

(lssue

#1)

Tranche

2D

(lssue

#2)

During

the

period,

the

previousty

yet

to

be

determined

vesting

conditions

appticabte

to

Tranche

2

of

lssue

#1

(1

,141,108

options),

and

Tranche

2

of

lssue

#2

(164,696

options)

were

confirmed,

resulting

in

four

separate

tranches

(25%

each)

with

unique

vesting

conditions

as

at

3'1

December

2020

Non-market

performance

conditions

retating

to

the

Company

receiving

NZ

Medsafe

"Good

Manufacturing

Practice"

(GMP)

within

a

prescribed

time

frame.

Non-market

performance

conditions

retating

to

the

Company

completing

its

first

commercial

harvest

in

retation

to

sales

agreement

with

a

specified

customer

within

a

prescribed

timeframe.

Non-market

performance

conditions

relating

to

the

Company

achieving

EU

GMP

certification

within

a

prescribed

timeframe.

Non-market

performance

conditions

retating

to

the

Company

achieving

sales

into

the

German

market

within

a

prescribed

timeframe.

lssue

#1

Number

285,277

285,277

285,277

285,277

lssue

#2

Number

41,174

41,174

41,174

41,174

_fu

pwe

Vesting

conditions

Tranche

20

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For

the

six

months

ended

31

December

2O2O

1

3.

Share-based

payments

(continued)

The

fottowing

information

is

relevant

in

the

determination

of

the

fair

value

of

share

options

of

the

new

Tranches,

as

at

the

date

of

vesting

condition

confirmation

Equity

Settled

31

December

2020

50

Snit

?74

Equity

Settled

31

December

2020

Snit

639

cash-settled

31

December

2020

Cash'settled

31

December

20zo

30

June

2020

30

June

2020

12

$nit

.60

30

June

2020

30

June

2020

average

Exercise

price

Weighted

average

remaining

contractual

life

(in

days))

average

price

Exercise

price

Weighted

average

remaining

contractual

life

(in

days))

Snit

458

Snit

274

Snit

458

Snit

823

Snit

639

823

_fr

Pwe

ESOP

lssue

#1:

Tranche

2A-

2D

(30

June

2020:

Tranche

2)

ESOP

lssue

#2:

Tranche

?,A-

28

(30

June

2020:

Tranche

2)

21

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For

the

six

months

ended

31

December

2020

1

3.

Share-based

payments

(continued)

lmpact

of

share

split

On

15

September

2020,

the

Company

compteted

a

5.882:1

share

split,

resutting

in

a

pro-rata

increase

in

the

number

of

share

options.

At

reporting

date,

the

number

of

unvested

options

was

2,410,150.

Remeasurement

of

the

srant-date

fair

value

Tranche

3

of

lssue

#2

The

vesting

conditions

associated

with

Tranche

3

of

lssue

#2

remain

unconfirmed

as

at

reporting

date.

Accordingty,

and

untiI

such

time

as

the

vesting

conditions

are

confirmed,

the

grant-date

fair

value

of

the

options

is

re-estimated.

As

at

reporting

date

the

fair

vatue

of

these

options

was

50.60

(30

June

2020:

S0.36

-

being

the

52.12

previousty

reported,

adjusted

for

the

5.882:1

share

sptit)

The

increase

in

the

estimated

grant-date

fair

value

has

resutted

in

an

additionat

512,043

being

recognised

in

profit

or

[oss

in

the

period.

Remeasurement

of

cash

settled

share-based

pavments

Cash-settled

share-based

payments

are

remeasured

at

reporting

date

As

at

reporting

date

the

fair

value

of

these

options

was

50.60

(30

June

2020:

50.36

-

being

the

52.12

previously

reported,

adjusted

for

the

5.882:1

share

split)

The

expense

recognised

in

profit

or

loss

during

the

period

associated

with

the

increase

in

carrying

vatue

of

cash-settted

share-based

payments

was

5194,970.

_fu

Ftvc

22

Rua
Bioscience

Limited

Notes

forming

part

of

the

interim

financial

statements

For the six

months

ended

31

December

2O2O

14.

Events

after

the

reporting

date

There

have

been

no

material events

subsequent

to 31

December

2020.

-rfu

wc

23

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)




Results for announcement to the market

Name of issuer Rua Bioscience Ltd

Reporting Period 6 months to 31

st

December 2020

Previous Reporting Period 6 months to 31

st

December 2019

Currency

Amount (000s) Percentage change

Revenue from continuing

operations

$269 (14%)

Total Revenue $269 (14%)

Net profit/(loss) from

continuing operations

($2,333) (71%)

Total net profit/(loss) ($2,333) (71%)

Interim/Final Dividend

Amount per Quoted Equity

Security

None

Imputed amount per Quoted

Equity Security

Not Applicable

Record Date Not Applicable

Dividend Payment Date Not Applicable

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$0.18 $0.64

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Net tangible asset per share is calculated by dividing net assets

less intangible assets by the total shares on issue at the end of

the period.

Authority for this announcement

Name of person


authorised

to make this announcement

Rob Mitchell

Contact person for this

announcement

Kerry Donovan

Contact phone number +64 (21) 128 7689

Contact email address kerry.donovan@ruabio.com

Date of release through MAP


26/01/2021


Unaudited financial statements accompany this announcement.

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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