Revenue growth and a profitable second half year
ANNUAL
REPORT
2023
FOR THE YEAR ENDED 31 MARCH 2023
ANNUAL REPORT
2
In July 2022 we confirmed a shift in our strategy, aimed at focusing on
our strengths and returning to a sustained profitable trading position.
Our strengths centre around scientific discovery and probiotic innovation.
Sustained profitability will be driven by growth of Business to Business
(B2B) revenues through partnerships with established market players
rather than investment to build new consumer brands and markets.
BRIAN WATSON, CEO
BLIS TECHNOLOGIES LIMITED
3
CONTENTS
FY23 SUMMARY 5
CHAIR’S REPORT 6
CHIEF EXECUTIVE’S REPORT 8
ESG UPDATE 14
MY GREEN LAB 16
GLOBAL CONNECTIONS 17
BOARD OF DIRECTORS 19
EXECUTIVE TEAM 22
STATEMENT OF CORPORATE
GOVERNANCE 23
DIRECTORS’ INTERESTS 36
DIRECTORS’ RESPONSIBILITY
STATEMENT 38
CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME 41
CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY 42
CONSOLIDATED BALANCE SHEET 43
CONSOLIDATED STATEMENT OF
CASHFLOWS 45
NOTES TO AND FORMING PART
OF THE CONSOLIDATED FINANCIAL
STATEMENTS 46
ADDITIONAL STOCK EXCHANGE
INFORMATION 76
INDEPENDENT AUDITORS REPORT 78
COMPANY DIRECTORY 82
ANNUAL REPORT
4
BLIS TECHNOLOGIES LIMITED
5
FY23 SUMMARY
PROBI STRATEGIC
PARTNERSHIP
• Probi supply of licensed BLIS K12
™
and BLIS M18
™
• First royalty payments
R&D PROGRESS
• Completion of 2 new R&D
collaboration projects with Probi
• 12 new publications on our
probiotic strains
• Patent filings: new filing for
probiotic enhancements for BLIS
K12
™
and BLIS M18
™
STRATEGY RESET
• Restructured and reset people
resource and roles into B2B
and B2C sales channel teams
• Narrowed B2C priorities and
good transition progress for
deprioritised markets
• 2HY23 positive EBITDA
TRADING
REVENUE
+14%
on prior year
NET DEFICIT
$
10.2m
$
1.4m
EBITDA LOSS
2HY23
positive EBITDA
$
0.6m
B2B
REVENUE
+
11
%
B2C
REVENUE
+
21
%
CHAIR’S
REPORT
FULL YEAR REPORT
ANNUAL REPORT
6
Key financial targets are trending
in the right direction, with revenue
up by 14% to $10.2m. The strategy
refresh resulted in a renewed
focus on Business to Business (B2B)
opportunities and the decision to
discontinue both the Direct-to-
Consumer business in Canada and
marketing of Blis’ skincare brand
Unconditional Skincare Co. Excluding
revenue from Canada and sales of
Unconditional Skincare Co., revenue
grew by 20% on the prior year.
Blis achieved revenue growth
across all revenue categories;
ingredient sales, royalty revenue
and Business to Consumer (B2C)
sales. This revenue growth and
reduced new brand development/
market investment resulted in
an improvement in the EBITDA
position. The EBITDA deficit for
the FY23 year was $0.6m, which
compares with a $2.1m deficit in the
previous year.
In the FY23 Half Year Report we
noted that costs associated with
the strategy reset (excl. intangibles)
were $0.3m. This amount included
our best estimate of the cost of
withdrawing from the Canadian
market. The actual costs of closing
our Canada business have been
lower than expected, with retailers
achieving a higher than expected
sell through. The costs of the
strategy refresh have accordingly
reduced to $0.1m.
Blis has enjoyed an improved
trading result in the second half
of the financial year, with positive
cash earnings. A positive EBITDA of
$0.6m was achieved in the second
half of the year. This provides a
platform which we can build on for
the coming year.
The final result for FY23 is a loss of
$1.4m, which compares to a loss of
$2.7m in the prior year.
Blis Technologies Limited’s (Blis) financial performance continues to improve.
We have seen a rebound in revenue from Europe, the first revenue from
our strategic partnership with Probi AB and early signs of an improved
performance following the strategy reset which was announced in July 2022.
DEAR SHAREHOLDER
BLIS TECHNOLOGIES LIMITED
7
Blis remains in a strong financial
position with cash and cash
equivalents and short term deposits
of $8.3m.
I would like to acknowledge and
thank all of our staff for their
commitment and contribution
over the past year. The easing of
COVID restrictions and the opening
of borders has enabled our team
to re-connect with customers and
partners and to participate in key
industry events.
STRATEGY RESET
Our strategy reset in July 2022
focused the company on prioritising
revenue growth through B2B
sales opportunities. These B2B
revenue opportunities are
characterised by the sale of BLIS
probiotic ingredients, the licensing
of formulation and ingredient
technologies, and the provision of
private label offerings.
By doing this, Blis remains focused
on its strength of delivering
probiotic innovation and is actively
seeking the right partners to scale
these technologies in market.
This focused B2B approach has
moved Blis away from direct selling
to customers other than in the
NZ market and on the Amazon
platform where Blis has established
market positions. Blis will continue
its R&D investment to enhance
its capabilities and to support a
robust pipeline of new probiotic
technologies.
To be successful, in global markets,
the Board recognises that we
need to work with partners who
have a strong market presence.
The relationship Blis established in
July 2021 with Probi represents a
blueprint for this strategy and this
complements our long standing
ingredient distributor relationships
in Europe with Bluestone Pharma
and in Japan with Tradepia
Corporation.
As part of the strategy refresh and
current US market conditions we
have decided to consolidate our US
sales activity with Probi. As a result,
our longstanding relationship with
Stratum Nutrition will come to an
end in August 2023.
Blis also has interest for the
licensing of its skincare ingredient
BLIS Q24™. There are early signs
of a commercial market for our
innovative skincare product. We
will continue to keep shareholders
updated as commercial negotiations
advance.
DIRECTORS
Tom Rönnlund resigned from the
Board in December 2022 after
stepping down as Chief Executive of
Probi AB. Tom was replaced on the
Board by Dr Jörn Andreas.
Jörn is the President Scent & Care
and Member of Executive Board
of Symrise AG, and is a Director
of Probi AB. Jörn has extensive
experience from the ingredients
industry globally, specifically
across the probiotic, fragrance and
cosmetic markets and he brings a
global perspective of key markets to
the Board.
Tony Balfour has been a director
since April 2020 and retires by
rotation at the 2023 Annual
Shareholders Meeting. Tony has
decided not to seek re-election
and he will retire from the Board
at the conclusion of the annual
shareholder meeting.
OUTLOOK
Good progress has been made on
our key objective of returning the
company to a profitable trading
position. The coming year will see
a continued focus on both growing
revenue and enhancing research
and development capabilities.
Geoff Plunket
Chair
ANNUAL REPORT
8
CHIEF EXECUTIVE’S
REPORT
FULL YEAR REPORT
8
STRATEGY RESET
In July 2022 we confirmed a shift in our strategy, aimed
at focusing on our strengths and returning to a sustained
profitable trading position. Our strengths centre around
scientific discovery and probiotic innovation. Sustained
profitability will be driven by growth of Business to
Business (B2B) revenues through partnerships with
established market players rather than investment to
build new consumer brands and markets.
Our B2B revenue focus includes growing our existing
BLIS probiotic ingredient sales, further developing
our finished product capabilities to support private
label opportunities, and generating royalty revenue
from licensing our technology and innovation. While
we have increased focus on our B2B opportunities,
we have rationalised our Business to Consumer (B2C)
market priorities. Our B2C market focus is now on
profitable growth of established sales channels rather
than heavy investment to open new markets and build
new consumer brands, a key factor supporting a quicker
return to profitability.
Underpinning our strengths in scientific discovery and
probiotic innovation, we reconfirmed our commitment
to ongoing research and development (R&D) investment.
This investment will support a platform of B2B
opportunities into the future.
PROGRESS WITH THE STRATEGY
RESET
The key enablers for our strategy reset have been
implemented. We now work to build on these through
FY24 and to complete our managed withdrawal from
B2C online selling in Canada by October 2023.
BLIS TECHNOLOGIES LIMITED
9
BLIS TECHNOLOGIES LIMITED
9
What we have achieved since the strategy reset in July
2022:
• 2HY23 positive EBITDA and profit;
• Restructured and reset people resource and roles
into B2B and B2C sales channel teams;
• Transition out of Unconditional Skincare Co. (USC)
and retail sales in Canada;
• Reset innovation pipeline to support prioritisation
of B2B revenue opportunities;
• Probi
»The first BLIS K12™ and BLIS M18™ royalty
revenues received
»Transition plan of all North America selling
activity
»R&D projects completed – both research and new
product development;
• Growth of prioritised B2C markets.
The table below summarises revenue in line with
previous years reporting. Following the strategy reset
we restructured our sales and marketing teams into
B2B (ingredients, private label sales and royalties) and
B2C (BLIS branded finished product sales) sales channel
teams, and this categorisation will be used in future
reporting to reflect our strategic intent.
Revenue $’000
FY23FY22
Ingredient6,43763%5,86065%
Finished
Product
3,51434%2,93733%
Royalties2843%1682%
Total10,235100%8,965100%
Business to
Business - B2B
6,76966%6,07668%
Business to
Customer – B2C
3,46634%2,88932%
Total10,235100%8,965100%
PERFORMANCE
Overall company trading revenue in FY23 was $10.2m,
being 14% growth on the prior year, with an EBITDA loss
of $0.6m and a net deficit of $1.4m. In the second half of
FY23, we delivered a positive EBITDA of $0.6m and a net
profit of $0.3m.
Total expenses for FY23 decreased by $0.3m to $11.9m
compared to the prior year. This includes the cost of sales
associated with the $1.0m of additional revenue, but
also includes one off strategic reset costs of $0.3m for
impairment of intangibles for Unconditional Skincare
Co. brand assets, $0.1m for restructure and Canada stock
impairment, and the costs incurred in market for Canada
retail and USC activity prior to the strategy reset.
A positive operating cash flow for FY23 of $0.1m was
in contrast to a $2.3m deficit in the prior year. Total
cash and cash equivalents decreased by $4.3m as a
term deposit of $4.0m was reclassified as a “Short term
deposit”. Total cash and short term deposits of $8.3m
provide a sound base to support the future activities of
the company.
Total Revenue $’000
FY23FY22
GROWTH %
Business to
Business – B2B
6,7696,07611%
Business to
Customer – B2C
3,4662,88921%
Total 10,2358,96514%
B2B sales channel performance
Revenue from B2B sales grew by 11% on the prior
year. This growth was supported by a 10% growth
in ingredient sales and the establishment of royalty
revenue from the Probi relationship. The Probi
partnership has moved to the next phase with the
commencement of royalty payments by Probi on sales
of licensed BLIS K12™ and BLIS M18™. These royalties
will complement our own direct and distributor-based
ingredient sales.
ANNUAL REPORT
10
CHIEF EXECUTIVE’S REPORT CONTINUED
The standout performer in FY23 for ingredients was
Europe with sales returning to volumes seen prior to
the COVID pandemic. Japan and Rest of World (ROW)
sales have tracked similar to FY22, while the US declined
on the prior year. (See further commentary on these
dynamics within the regional performance section).
In line with our B2B focus we have engaged with
established brands in the cosmetic skincare market
with our innovative live probiotic serum technology.
We are encouraged by the response and interest which
has validated our view of a commercial market for
this product. In the new financial year we anticipate
advancing negotiations and will keep shareholders
updated.
B2C sales channel performance
Past focus on opening new markets for our branded
finished goods required significant upfront investment.
Our shift in focus to a narrow mix of markets where we
have already established a presence has contributed to
the return to profitability in the second half of FY23.
B2C sales revenue grew by 21% over the prior year.
Stand out performance included Amazon US sales that
grew at 50% and growth in our Daigou sales of 600%
compared to the prior year.
In line with this narrowed B2C focus we have been
transitioning out of Canada Pharmacy retail selling
activity and have stopped new investment in this market.
We will instead focus on B2B opportunities in Canada
and have late-stage opportunities progressing through
regulatory requirements for the market. The actual
costs of closing our Canada business have ended FY23
lower than expected, with retailers achieving better sell
through of stock in market.
As part of the strategy reset, we also made the decision
to withdraw our skincare brand Unconditional Skincare
Co. from the local market and focus on utilising this
technology to open up B2B opportunities. By targeting
established brands we see an attractive revenue stream
related to both ingredient sales and royalty payments
for our innovative probiotic serum formulation. This has
had an immediate impact on our bottom line as we no
longer have the significant investment requirements to
establish a new brand in this highly competitive cosmetic
skincare market.
REGIONAL PERFORMANCE
Asia Pacific (APAC)
Revenue $’000
FY23FY22
B2B1,2341,247
B2C2,1311,718
Total Revenue3,3652,965
APAC revenue grew 14% on the prior year. B2B revenue
is primarily made up of ingredient sales in Japan which
were flat compared with the prior year. The Japanese
yen devalued significantly against the US dollar placing
significant pressure on customer margins.
The NZ market saw growth on the prior year revenue
of 33%. Contributors to this growth included NZ retail
sales as well as a strong lift in Daigou sales. At the start
of FY23 we focused on supporting a small mix of Daigou
opportunities, selling into both Chinese and Vietnamese
consumers. We have been pleased with the growth this
focus is delivering and will continue to support a select
group of trusted key accounts.
Retail and online sales in NZ (excluding Daigou sales)
grew at 3% over the prior year. Pleasingly we saw 6%
growth in retail sales and foresee ongoing growth locally
as we activate key account selling across the Pharmacy
banner groups and improve our in-store presence across
the Blis range.
Looking forward, we are encouraged by the prospects
for our finished products in the region with a retail
recovery, good webstore performance and Daigou
opportunities targeting Chinese consumers. We also
continue to actively target new ingredient opportunities
in China, Japan, India and Southeast Asia, tapping into
the strong interest in probiotics within our region.
BLIS TECHNOLOGIES LIMITED
11
Europe, Middle East, Africa (EMEA)
Revenue $’000
FY23FY22
B2B4,5672,857
B2C27-
Total Revenue4,5942,857
The region grew by 61% from ingredient sales through
our long-standing distribution partner Bluestone Pharma
(BSP) returning to pre-COVID sales levels. Through
FY23 the easing of previous COVID related restrictions
allowed BSP and their customer base to return to normal
promotional activity including face to face selling to
health professionals. This growth includes a mix of both
new customer relationships and new markets.
North America
Revenue $’000
FY23FY22
B2B9681,972
B2C1,3081,171
Total Revenue2,2763,143
Regional revenue declined by 28% driven from our
ingredient business. In the face of challenging market
conditions and an uncertain economic climate many
existing customers continue to reduce stock levels and
order on a just in time basis. Total B2B revenue also
declined as a result of the change in business model for
the region, with all Probi sales now received as royalty
revenue rather than as an ingredient sale with the
corresponding cost of goods and supply chain costs.
Overall B2B sales declined by 66% in this region.
Following a review of the North American (USA and
Canada) probiotic ingredient market, a decision has
been made to consolidate our representation in this
important market.
Since July 2021 when Blis entered into a strategic
partnership and licensing agreement with Probi AB,
Blis has been represented by both Stratum Nutrition
and Probi AB for ingredient sales in North America.
To address the challenges currently experienced in
this market and to reduce the potential for customer
confusion in market, the revised model will be to work
with Probi AB servicing existing ingredient customers
and securing new business.
In contrast to B2B revenue decline, we have seen
growth in B2C business in the region with Amazon
US sales growing by 50%. Through FY23 we have
implemented new service provider relationships to
optimise our Amazon presence and ensure the right mix
of promotional activity to secure efficient growth.
The exit plan for Canada retail is well progressed.
Retailers have largely sold through stock held in their
supply chains. Sell down of Canada finished products
held within the Blis supply chain will continue through
Amazon Canada. We have been pleased on how this
exit plan has progressed, with the overall impact on
both revenue and provisions for stock returns reducing
significantly on original forecasts. Total B2C performance
for the region year on year has been negatively
impacted by the decision to exit Canada retail.
RESEARCH AND DEVELOPMENT
We have a track record of delivering probiotic
innovation and our strategy reset has reconfirmed an
ongoing commitment to investing in R&D. Current R&D
activity is focused on the commercialisation of existing
technologies to supporting commercial opportunity
aligned with our B2B priorities.
New product development includes enhancing our
skincare offer, a live probiotic serum. To support
commercialisation of this technology we are evaluating
alternative packaging materials, enhancing our
formulation and increasing our evidence base. The
skincare category remains an attractive opportunity
and our serum offer represents the first of a number of
identified technologies for a broader skincare portfolio.
ANNUAL REPORT
12
Following the strategy reset, our commercialisation plans
for skincare is solely through the B2B sales channel.
Targeted revenue sources will include the sale of BLIS
Q24™ ingredient, licensing of formulation technology
and provision of private label offerings.
Other priorities include our probiotic toothpaste.
Current development is focused on final refinements to
the formulation. We are targeting to have an established
proof of concept completed in FY24 that we can present
to potential B2B customers.
Our R&D collaboration with Probi includes completion
of two key projects. An initial collaboration project has
combined probiotic technology from both companies
to validate an exciting new product format for future
commercialisation. A research project has also been
completed with a Swedish academic unit that has
characterised exciting activity of our BLIS M18™ strain.
These are early examples of scientific collaboration that
we will continue to build on as part of our strategic
partnership.
Our R&D activities are complemented with a pipeline of
new intellectual property (IP). Patent activity in process
includes:
• New use patent for BLIS K12™ against respiratory
viral infections progressed to National Phase Entry
examination process.
• New oral composition (BLIS M18™) and new topical
composition (BLIS Q24™) patents completed PCT
phase.
• New patent filing on probiotic enhancers for BLIS
K12™ and BLIS M18™ progressed to PCT phase.
A strength of our probiotic strains has always been the
quality of the scientific and clinical evidence to support
their potential health benefits. Twelve new publications
relating to our strains were published in FY23. To further
strengthen our evidence base Blis continues to support a
number of internal and external clinical trials.
As part of enhancing our profile for probiotic
development and raising the profile of our probiotic
strains and finished product formats we have been
actively presenting at international congress and trade
shows as well as collaborating with international
researchers globally. Locally, the company has supported
several interns through Callaghan Innovations Research
Experience program as well as engaging with students
from the University of Otago.
OUTLOOK
We see the opportunity to grow our B2B revenue
through Probi royalties, our own ingredient sales directly
and sales through our long-established distribution
partners. Along with this we will target finalising new
skincare opportunities in the new financial year.
In the B2C channel our ongoing focus on established
markets will see improvements in contributions from our
branded finished product business.
R&D is focused on finalising new assets for our B2B
selling with skincare and toothpaste being priorities.
The good progress we have made in the 2nd half of
FY23 with revenue growth and a return to profitability
sets us up for a positive year in FY24.
Brian Watson
Chief Executive Officer
CHIEF EXECUTIVE’S REPORT CONTINUED
BLIS TECHNOLOGIES LIMITED
13
ANNUAL REPORT
14
Advance Health
& Wellbeing
• Accessible products
for health
• Focus on product
quality and integrity
• Staff wellbeing
• Economic
contribution
• Support of charities
and sponsorship
• Staff policies: living
wage, development,
diversity
• Understanding of
footprint
• Areas of greatest
relevance - supply
chain, packaging
• Leading behaviour
change
• Research-backed
health solutions
• Research and
academic support
• Innovative product
export earnings
Contribution to
Society
Climate Action
Innovation
and Research
ESG UPDATE
At Blis Technologies, we strive to harness the power of the
microbiome for the health of global consumers. Our products are
used by individuals worldwide to enhance their lives and wellbeing.
We take great pride in our commitment to advancing
probiotic research for the betterment of human health.
As we work towards becoming a leading innovator in
this field, we remain dedicated to ensuring that our
business practices align with solid Environmental, Social
and Governance (ESG) priorities.
We have an active ESG committee made up of functional
representatives that are passionate about sustainability
goals and how we deliver ongoing improvement.
Our ESG focus areas are linked to the UN's Sustainable
Development Goals, and they feed into our business
objectives and values. We have identified priorities that
demonstrate our commitment to environmental, social,
and governance initiatives.
BLIS TECHNOLOGIES LIMITED
15
Advance health and wellbeing:
• We maintain a focus on quality and continuous
improvement across our product range and services
to ensure that we contribute to the health and well-
being of our customers.
• We prioritise the health, safety, and the wellbeing
of our employees, providing ongoing access to a
range of resources and programs. These include a
staff and family counselling program, a Financial
Health Check program, a Flexible Work Policy,
yearly health checks, wellbeing initiatives, and flu
vaccinations.
• As part of our commitment to promoting good
health, we provide free BLIS PROBIOTICS™ product
seconds to our staff, enabling them to enjoy the
benefits of our products and maintain optimal
health.
Be a valuable contributor to society:
• We recognise and value our contribution to
the local economy, including the employment
opportunities we provide, our relationships with
suppliers, and our export revenues.
• We are committed to fostering a positive and
inclusive workplace culture, with policies and
practices that prioritise staff wellbeing and
development. This includes paying the living
wage, offering paid internship opportunities to
local Dunedin graduates to introduce them to
a commercial environment and supporting key
projects within the BLIS science team.
• We support elite athletes by providing discounted
supplies of BLIS PROBIOTICS™ to High Performance
Sport NZ.
• In addition, we are committed to giving back to
the community through our community support
initiatives, which include supporting our local
Hospice and Food Bank.
Reduce our environmental impact:
• In FY21 we proudly became the first New Zealand-
based laboratory to achieve the highest level of
certification in the international My Green Lab
certification process. In FY23, we were recertified
with My Green Lab, and we remain committed to
operating our sites in line with the best practices
identified from the process, maintaining the highest
level of certification.
• At our production site we are committed to waste
reduction, with key performance indicators focused
on reducing waste and promoting a "Right First
Time" culture.
• We use recycled or reusable shipping packaging and
compostable bags for customer orders, minimising
waste and reducing our environmental impact.
• We utilise offshore warehousing to minimise freight
requirements, reducing our carbon footprint and
supporting sustainable transportation practices.
Contribute to an innovation economy:
• We remain committed to pioneering research in
science and health, and delivering evidence-based
solutions that lead the industry.
• As a provider of high-value, innovative products, we
contribute to New Zealand's future export earnings.
• We actively support academic research and promote
collaboration with multiple academic units in New
Zealand and around the world.
• We actively engage in keynote speaking
opportunities at prominent global conferences,
sharing insights and advancing industry knowledge.
KEY INITIATIVES
ANNUAL REPORT
16
MY GREEN LAB
Our Dunedin Laboratory is the first laboratory in New Zealand to
receive “Green” Status in the My Green Lab (MGL) Certification
Program, the highest level of certification.
My Green Lab is a non-profit
organisation that offers
sustainability certification for
laboratories across the globe.
Comprised of a community
of scientists and laboratory
professionals, they actively work to
reduce the environmental impact of
laboratory operations.
My Green Lab is recognised by the
United Nations and partners with
the UN’s Climate Change High-Level
Champions team. The Laboratory
Certification program has been
identified as a Breakthrough
Outcome for the UN-backed “Race
to Zero” campaign, which aims to
halve global emissions by 2030 and
a net-zero world by 2050.
The MGL certification program
is considered the gold standard
for laboratory sustainability best
practices worldwide. Currently there
are over 1300 labs in 39 countries
worldwide that are in various stages
of the certification process with
MGL, with the numbers continuing
to grow.
BLIS TECHNOLOGIES LIMITED
17
We took our technology to the world with some key industry events throughout the
year. Highlights include showcasing our Live Probiotic Serum as a keynote speaker at
the Skin Microbiome conference in Boston in September, and winning Product Idol at
Supply Side West in November.
GLOBAL CONNECTIONS
Presenting our live probiotic serum technology at the
Microbiome Movement: Skin Health & Dermatology
Conference in Boston, USA, where Blis Technologies was an
Industry Partner.
At Supply Side West in Las Vegas, NV, where Chief
Technology Officer John Hale won “Ingredient Idol” for his
presentation on BLIS K12
™
.
Chief Technology Officer John Hale presents the latest
research on BLIS K12
™
’s impact against viral upper
respiratory illness at Supply Side West in Las Vegas, NV.
Chief Revenue Officer Jennifer Walker and Global
Ingredients Account Manager Tim Howlett at the
Vitafoods Asia Tradeshow in Thailand.
ANNUAL REPORT
18
BLIS TECHNOLOGIES LIMITED
19
BOARD OF DIRECTORS
ANTONY (TONY)
BALFOUR
Deputy Chair, Independent
non-executive director
Member of People and
Performance Committee
Tony was appointed to the
Board in April 2020. He brings
to the board strong governance
experience following a successful
executive career as an international
marketing and brand management
leader building consumer goods
businesses globally.
Tony has a diverse background of
international experience in driving
FMCG through retail channels and
e-commerce from the leadership
roles he held for Nike Inc,
Icebreaker, Seek.com and Monster
Worldwide. He holds directorships
with The Warehouse Group
Limited, Les Mills International
Limited, RealNZ Limited, Pioneer
Energy and Bluelab Limited.
Tony has previously been a director
of Silver Fern Farms Co-operative
(and subsidiaries), Mt Difficulty
Wines, Boosted.co.nz and Methven
Limited.
GEOFFREY (GEOFF)
PLUNKET
Chair, Independent non-
executive director
Member of Audit and Risk
Committee and People and
Performance Committee
Geoff is a Dunedin based
Professional Director and has been
a director of Blis Technologies
Limited since May 2018, taking over
the role of Chair in July 2021. He
has also previously held the role
of Deputy Chair and Chair of the
Audit and Risk Committee.
Geoff worked for Coopers &
Lybrand (now PWC) and KPMG,
in Dunedin and Birmingham, UK
through the 1980’s before joining
Port Otago Limited in 1988 as Chief
Financial Officer. Geoff spent the
following 29 years with the Port
Otago Group, before retiring in
2017. Geoff worked across the
business in a variety of roles,
culminating in appointment as
CEO in 2004, a position he held
untl retirement. Geoff is also an
independent Director on the Ports
of Auckland.
Geoff is a Fellow of Chartered
Accountants Australia and New
Zealand, and a Member of the
Institute of Directors.
AMELIA (AIMEE)
MCCAMMON
Independent non-executive
director
Member of Audit and Risk
Committee
Aimee is Wellington based and
was appointed to the Board in
October 2021. Aimee is CEO of Pic’s
Peanut Butter. She is an experienced
strategist and brand builder with
deep knowledge of consumer
marketing. Her brand experience
spans an array of New Zealand’s
power brands including Whittaker’s,
Toyota, Lotto, Tourism NZ and 42
Below.
Aimee was previously CEO of
entertainment, advertising and
technology company Augusto
Group. Her career has spanned
roles as General Manager of Peter
Jackson’s Park Road Post Production,
senior management at Assignment
Group and Trade Me, and many
years with the Saatchi & Saatchi
network in Wellington, Auckland
and New York.
Aimee has a Bachelor of Commerce
from Auckland University, and has
completed leadership training at the
Omnicom University in Shanghai.
ANNUAL REPORT
20
BOARD OF DIRECTORS
DR BARRY RICHARDSON
Independent non-executive director
Chair of Audit and Risk Committee
Barry is Dunedin based and joined the Board in July
2018.
He joined the NZ Dairy Board in 1985 after a period in
research and development and also undertook business
development roles in two joint venture companies. In
1991 he joined Tatua Co-op Dairy Co. Ltd to develop a
milk biologics business and was also General Manager,
International and Strategic Development. Barry later
became CEO of Westland Milk Products Ltd when the
company chose to independently market its own dairy
products with the deregulation of the dairy industry at
the end of 2001.
He joined Blis Technologies Ltd in 2006 and after a short
period was appointed CEO until 2016. Barry is currently a
director of CertusBio Ltd.
Barry has a M.Sc. (Hons) in Biochemistry and PhD from
Massey University. He is a past Fellow of the NZ Institute
of Management and a Fellow of the NZ Institute of
Food Science and Technology. In 2003 he received the
prestigious JC Andrews award for distinction in Food
Science and Technology.
DR JÖRN ANDREAS
Non-executive director
Jörn was appointed to the Board in January 2023.
Jörn is the President Scent & Care and Member of the
Executive Board of Symrise AG, a leading supplier of
the fragrance cosmetic industry. Jörn leads the Scent &
Care division from Holzminden, Germany, with the goal
of expanding Symrise’s position in cosmetic ingredients
through targeted investments in innovation and
extending the product portfolio strategically.
He is a Board member of Probi AB, a world leading
Swedish listed biotechnology company and substantial
product holder of Blis Technologies.
Prior to joining Symrise AG, Jörn worked with The
Boston Consulting Group and Bayer AG. He received a
PhD in Economic Sciences from Karlsruhe Institute of
Technology, Germany.
BLIS TECHNOLOGIES LIMITED
21
DR ALISON STEWART
Independent non-executive director
Chair of People and Performance Committee
Alison is Christchurch based and was appointed to the
Board in September 2018.
Alison brings to the board governance and commercial
research and development experience within the
international biotechnology industry. Alison has held
key executive leadership roles in New Zealand and US
corporates and understands the drivers for successful
commercialisation of research. Alison is an experienced
research and innovation leader with expertise in
microbe-based product development, patents, IP
protection, new product pipeline and development
of strategic partnerships with large international
corporations.
Alison is a Distinguished Emeritus Professor from Lincoln
University, New Zealand and was elected a Companion
of the NZ Order of Merit in 2011 for her contributions to
biology.
ANNUAL REPORT
22
EXECUTIVE TEAM
RICHARD WINGHAM
Chief Financial Officer (CFO)
CA, BCom (Accounting)
Richard was appointed to the
role of CFO for Blis Technologies
in November 2017. Richard is a
Chartered Accountant with over
25 years experience, including
various senior finance roles across
the dairy FMCG, construction
and health sectors. His skills cross
over manufacturing, project
management, information
technology and strategic planning.
BRIAN WATSON
Chief Executive Officer (CEO)
BCom (Marketing), BPhEd
Brian was appointed CEO of Blis
Technologies in February 2016.
He joined Blis following senior
management roles with Fonterra
and within the pharmaceutical
industry in New Zealand and
overseas. Brian’s career has
focused on general management,
marketing and sales across
healthcare, nutraceutical and
nutrition industries. Brian has
a track record of successfully
launching global brands into new
markets and leading change within
organisations.
DR JOHN HALE
Chief Technology Officer (CTO)
PhD
John completed his PhD studying
bacteriocins (BLIS) under the
supervision of Professor John Tagg
at the Department of Microbiology,
University of Otago.
He carried out post-doctoral
research at the University of British
Columbia (Vancouver, Canada)
and Monash University School of
Pharmacy (Melbourne, Australia)
investigating the modes of action
of antimicrobial peptides. Dr Hale
joined Blis Technologies in 2011
and leads the Scientific Services
team.
JENNIFER WALKER
Chief Revenue Officer (CRO)
BA, MBA
Jennifer joined Blis Technologies in February 2022 having
extensive global marketing experience within consumer and
wellness sectors in both start-ups and larger corporates.
Jennifer has a strong experience base across eCommerce,
brand and retail marketing, having worked for international
brands such as Puma and corporates focused on the health
and wellness sector.
BLIS TECHNOLOGIES LIMITED
23
The Board and Management of Blis
Technologies Limited (Blis, the Company)
are committed to ensuring that the
Company maintains corporate governance
structures which ensure that the Company
operates efficiently and effectively and
maintains the highest ethical standards.
This statement of Corporate Governance provides a
summary of the Company’s governance processes and
practices.
The Company’s Corporate Governance policies are
based on the principles set out in the NZX Corporate
Governance Code (NZX Code). This statement is
structured to follow the recommendations of the NZX
Code.
The Board’s view is that Blis complies with the corporate
governance principles and recommendations set out
in the NZX Code. The Board believes its governance
structures are appropriate and meet the Company’s
strategic objectives.
The Company also complies with the corporate
governance requirements of the NZX Listing Rules. The
Board regularly reviews and assesses Blis’ governance
structures and processes to ensure that they are
consistent with best practice.
This Corporate Governance Statement has been prepared
in accordance with the NZX Code that was published on
17 June 2022.
Blis’ key corporate governance documents referred to
in this statement, including charters and policies, can be
found at www.blis.co.nz/investor-centre/charters-policies
(Investor Centre). The Board operates under a set of
guidelines set out in its Directors’ Operations Manual to
assist Directors and Management in carrying out their
duties and responsibilities. The Directors’ Operations
Manual covers such matters as:
• Corporate governance matters;
• Role of the Board and composition of the Board;
• Director responsibilities;
• Appointment of, responsibilities of and remuneration
of a Chief Executive Officer;
• Confidentiality and the safeguarding of company
information;
• Compliance with laws and regulations;
• Shareholder participation; and
• Code of conduct.
This Corporate Governance Statement was approved by
the Board on 24 May 2023.
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.”
Code of Ethics
As part of the Board’s commitment to the highest
standard of conduct, the Company has adopted a Code
of Ethics (Code).
Every new Director and employee is provided with a copy
of the Code. The Code is also available at the Investor
Centre.
STATEMENT OF
CORPORATE
GOVERNANCE
ANNUAL REPORT
24
The procedure for advising the Company of a suspected
breach is set out in the Code of Ethics. Blis also has a
Protected Disclosures (Whistle-Blower) Policy that sets
out the process that serves to protect employees who
raise allegations of serious wrongdoing by the Company.
Conflicts of interest
The Code of Ethics sets out the procedure to be followed
where Directors or employees are faced with a conflict
of interest. At all times, a Director must be able to act
in the interests of the organisation as a whole and
in accordance with all relevant laws and regulations
including the NZX Listing Rules. The personal interests
of the Director or employee (as applicable) and their
family must not be allowed to prevail over those of the
Company and its shareholders generally.
Protected Disclosure (Whistle-Blowers) Policy
The Protected Disclosure (Whistle-Blower) policy provides
information and guidelines to protect employees from
retaliatory action where they have raised allegations of
serious wrongdoing or reportable conduct they honestly
believe has been carried out by any Director, employee,
consultant, contractor or third party.
Blis is a small company and the main way to make
a report is through the Chair of the Audit and Risk
Committee.
No breaches of the Code of Ethics were identified during
FY23 and no matters were raised under the Protected
Disclosures (Whistle-blower) Policy.
The Code of Ethics is subject to annual review by the
Board.
Share trading by the Company Directors and
Employees
The Board has implemented formal procedures to
handle trading in the Company’s equity securities by
Directors, employees, and advisers of the Company.
These are set out in Blis’ Securities Trading Policy which
is available at the Investor Centre. Before any trading
can occur by those persons approval is required to be
obtained from the Chair of the Board, CEO or CFO. The
policy provides that shares may not be traded at any
time by any individual holding material information. The
fundamental rule in the policy is that insider trading is
prohibited at all times.
The requirements of the policy are separate from, and in
addition to, the legal prohibitions on insider trading in
New Zealand.
PRINCIPLE 2 – Board Composition &
Performance
“To ensure an effective board, there should be
a balance of independence, skills, knowledge,
experience and perspectives.”
Responsibilities of the Board
The role of the Board is to act in the best interests of the
Company and to promote the interests of the Company
and its stakeholders. Directors are elected by the
shareholders to govern the Company. The Board is the
overall and final body of responsibility for all decision
making within the Company.
The Directors have a diverse range of expertise
and experience and are committed to using this to
benefit the Company. The Board is responsible to
shareholders for charting the direction of the Company
by participating in the setting of objectives, strategy,
and key policy areas. The Board is then responsible for
monitoring Management’s running of the business to
ensure implementation is in accordance with the agreed
framework. The Board delegates the conduct of the
day-to-day affairs of the Company to the CEO within this
framework.
The Board operates under a Directors’ Operations
Manual which sets out the roles and responsibilities of
the Board, and other matters as summarised on Page 23.
The primary responsibilities of the Board include:
• Ensuring that the Company’s purpose and goals are
clearly established, and with appropriate strategies;
• Establishing policies for strengthening the
performance of the Company including ensuring
that Management is pro-actively seeking to
build the business through innovation, initiative,
technology, new products and the development of
its business capital;
• Monitoring the performance of Management,
including the review and monitoring of compliance
with delegated authorities, and of regulatory
compliance;
BLIS TECHNOLOGIES LIMITED
25
• Monitoring strategic, financial, social and
environmental performance;
• Appointing the CEO, setting the terms of the
CEO’s employment contract, including position
description, reviewing succession planning and
where necessary, terminating the CEO’s employment
with the Company;
• Deciding on whatever steps are necessary to protect
the Company’s financial position and the ability to
meet its debts and other obligations when they fall
due, and ensuring that such steps are taken;
• Ensuring that the Company’s financial statements
are true and fair and otherwise conform with law;
• Ensuring that information of sufficient content,
quality and timeliness, as the Board considers
necessary to enable it to discharge its duties, is
provided by Management;
• Ensuring that the Company adheres to high
standards of ethical and corporate behaviour;
• Ensuring that the Company has appropriate
management processes for defining risks and
analysing options to minimise, mitigate and manage
risks;
• Ensuring an appropriate capital structure such that
it supports the business strategy; and
• Ensuring that the Company communicates with its
shareholders and stakeholders in a timely manner.
The Board uses committees to address certain issues that
require detailed consideration by members of the Board
who have specialist knowledge and experience. The
Board retains ultimate responsibility for the functions of
its committees and determines their responsibilities.
The Board has a statutory obligation to reserve
responsibility for certain matters. It deals directly with
issues relating to the Company’s mission, appointments
to the Board, strategy, business and financial plans.
The Directors appoint a Chair and Deputy Chair from
amongst the non-executive members. The Board
supports the separation of the role of Chair and CEO.
The Chair’s role is to provide leadership and to manage
the Board effectively. The Chair has responsibility for:
• ensuring the integrity and effectiveness of the
governance process of the Board;
• representing the Board to the shareholders;
• maintaining regular dialogue with the CEO over all
operational matters; and
• for overseeing the annual work programme
The Chief Executive Officer is not a Director.
The Board regularly meet without the CEO being present
and has a practice of holding Director-only meetings
either prior to or following each Board meeting.
The Board receives reports from Management and
has access to all of the information necessary for it to
effectively discharge its duties.
Director nomination and appointment
The Board as a whole is involved with recommending
candidates to act as Directors to shareholders. When
considering candidates for nomination, the Board
will consider, amongst other things, the individual’s
experience, qualifications and skills in comparison to the
experience, qualifications and skills of other Directors,
whether that individual is “independent” and whether
that individual would be able to work effectively with
other Directors. A thorough check of the candidate and
their background is undertaken and shareholders are
provided with all material information that is relevant to
the decision on whether to elect or re-elect a Director.
The Board has the ability to appoint an individual to fill
a casual vacancy on the Board until the Company’s next
Annual Shareholder Meeting.
The procedures for the appointment and removal of
Directors are governed by the Company’s constitution
and the NZX Listing Rules.
The Board has determined that based on the Company’s
current size and stage of development that an optimal
number of directors is five. The number may increase to
six from time to time to allow for director succession.
Each year as part of the board’s annual review process
the capability mix is assessed to evolve in line with
Company’s future development and international
growth plan requirements.
ANNUAL REPORT
26
The Board has determined that to operate effectively
and to meet its responsibilities it requires competencies
in disciplines including executive leadership and
strategy, governance, biotechnology IP development
and protection, international sales and marketing,
international supply chain and quality control, risk and
compliance, finance and capital markets.
The current mix of skills and experience is considered
appropriate for the responsibilities and requirements of
governing the Company. The Board looks to strengthen
its oversight of issues in all disciplines, as required, via
expert advice.
As at 31 March 2023, five of the six Directors on the
Board are independent. Director independence is
considered on a case- by-case basis (in accordance with
the NZX Listing Rules) and is monitored on an ongoing
basis.
Letter of appointment
All new directors enter into a written agreement
with the Company setting out the terms of their
appointment. A copy of the appointment letter is
available at the Investor Centre (www.blis.co.nz/
investor-centre)
Board of Directors
Director profiles are shown at pages 19 - 21 of this
report. The profiles include information on the year of
appointment, skills, experience and background of each
Director.
As at 31 March 2023 the Board comprises six directors.
Five are independent Directors and all are non-executive
members. Geoff Plunket is the Chair of Blis and is an
independent Director. Tony Balfour is Deputy Chair.
Barry Richardson is the Chair of the Audit and Risk
Committee. Alison Stewart is the Chair of the People and
Performance Committee. Aimee McCammon and Jörn
Andreas are also Directors.
The roles of Board Chair, Audit and Risk Committee Chair
and CEO are not held by the same person.
The Board determines annually on a case-by-case
basis who, in its view, are Independent Directors. The
Board will consider all relevant circumstances when
determining independence. Under the NZX Listing
Rules, a Director is “Independent” when they are
not an employee of the Company and do not have
a ‘Disqualifying Relationship’ (as defined in the NZX
Listing Rules).
The Company does not require Directors to hold shares
in the Company but actively encourages them to do so.
Directors’ share interests are disclosed at pages 36 - 37.
The Board does not have a tenure policy however it
recognises that a regular refreshment programme
leads to the introduction of new perspectives, skills,
attributes and experience. Directors retire by rotation in
accordance with the NZX Listing Rules but are eligible
for re-election on retirement by rotation.
Director period of appointment
0-3 3-9 9 +
YEARS YEARS YEARS
Number of Directors 3 3 -
Interest Register
The Board maintains an interest register for the
Company. Any Director who is interested in a transaction
with the Company must immediately disclose to the
Board the nature, monetary value and extent of the
interest.
A Director who is interested in a transaction may
attend and participate at a Board meeting at which
the transaction is discussed but may not be counted in
the quorum for that meeting or vote in respect of the
transaction, unless it is one in respect of which Directors
are expressly required by the Companies Act 1993 to sign
a certificate.
Entries made in the interest register of the Company
for the year ended 31 March 2023 are included in the
Director Disclosures section on pages 36 - 37.
Diversity
Blis Technologies is committed to achieving a diverse
workforce and inclusive workplace practices in order to
harness the business benefits of diversity, further social
justice and comply with legislation. A Diversity and
Inclusion Policy has been adopted by the Board and is
available at the Investor Centre.
BLIS TECHNOLOGIES LIMITED
27
Responsibility for workplace diversity and the setting of
measurable objectives is held by the Board.
The gender composition of Blis’ directors, senior
managers and workforce was as follows:
31 MARCH 2023 31 MARCH 2022
POSITION FEMALE MALE FEMALE MALE
Director 2 (33%) 4 (67%) 2 (29%) 5 (71%)
Executives
*
1 (25%) 3 (75%) 1 (20%) 4 (80%)
Employees
**
16 (46%) 19 (54%) 15 (43%) 20 (57%)
*CEO and leadership team
**Includes Executives
Director Training
The Board ensures that there is appropriate training
available to all Directors to enable them to remain
current on how best to discharge their responsibilities
and keep up to date on changes and trends in areas
relevant to their work. Directors are regularly provided
with industry information and receive copies of
appropriate Company documents to enable them to
perform their role.
The Board also ensures that new Directors are
appropriately introduced to management and the
business.
Board Performance Evaluation
The Board regularly assesses its effectiveness in carrying
out its functions and responsibilities. The Chair of the
Board leads the review which considers the performance
of the Board as a whole, and of each of the Board
Committees, against their respective charters.
The Chair, on behalf of the Board, is responsible for
assessing the performance and contribution of individual
Directors. The assessment is undertaken regularly.
PRINCIPLE 3 - Board Committees
“The board should use committees where this will
enhance its effectiveness in key areas, while still
retaining board responsibility.”
Board Committees
The Board has two formally constituted committees
– the Audit and Risk Committee and the People and
Performance Committee. Committee membership is
reviewed annually.
Each Committee has a written charter that is approved
by the Board and sets out its mandate. The charters
are reviewed annually with any proposed changes
recommended to the Board for approval.
Each Committee has an agreed annual work programme
that sets out matters to be addressed over the following
twelve month period. The Committees each review their
performance on an annual basis against the Committee
charter and work programme and report their findings
to the Board.
Attendance at meetings
The table below sets out Director attendance at Board
and Committee meetings during the year ended 31
March 2023.
BOARD AUDIT & RISK
COMMITTEE
G Plunket 10 10
A Balfour 7 -
A McCammon 11 6
Dr B Richardson 11 10
Dr J Andreas* 2 -
Dr A Stewart 11 -
*Dr J Andreas appointed 1 January 2023
Audit & Risk Committee
The Board has overall responsibility for the Company’s
system of internal financial control, risk management,
for liaising with the Company’s external auditors,
and for ensuring the integrity of the Company’s
financial reporting. The Board constantly monitors the
operational and financial aspects of the Company’s
activities and has established procedures and policies
that are designed to provide effective internal financial
control. Annual budgets and business plans are prepared
and agreed by the Board. Monthly management
accounts are prepared by Management and reviewed by
the Board throughout the year to monitor performance
against budget.
The Board has established an Audit and Risk Committee
to assist the Board in discharging its responsibilities
relative to financial reporting, related regulatory
conformance and liaising with the external auditors. The
terms of reference for the Audit and Risk Committee are
set out in its charter which is available in the Investor
Centre.
ANNUAL REPORT
28
The Audit and Risk Committee is appointed by the
Board and must comprise three Directors, the majority
of whom are to be independent. The Chair of Audit and
Risk Committee must be an Independent Director and
not the Chair of the Board. The current members of the
Audit and Risk Committee are Barry Richardson (Chair),
Geoff Plunket and Aimee McCammon. All members are
independent directors.
The Board considers the recommendations of the Audit
and Risk Committee and advice of external auditors and
other external advisors on the operational and financial
risks that the Company faces. The Board ensures
that recommendations made by the Audit and Risk
Committee, external auditors and other external advisers
are investigated and, where considered necessary, action
is taken to ensure that the Company has an appropriate
internal control environment in place to manage the key
risks identified.
In addition, the Board investigates ways of enhancing
existing risk management strategies, including
appropriate segregation of duties and the employment
and training of suitably qualified and experienced
personnel.
Given the size of the Company, an internal audit
function is not considered necessary.
The Audit and Risk Committee met on 10 occasions
during FY23. The agenda items for each meeting
generally relate to capital structure, financial
governance, external financial reporting, external audit,
internal control review, risk management, compliance,
and insurance.
Meeting Attendance
The CEO and CFO will normally be invited to attend
meetings.
People and Performance Committee
The Board has established a People and Performance
Committee which has responsibility for, amongst other
things, setting the remuneration policy for the CEO, CFO,
Chief Technology Officer, Chief Revenue Officer (the
Executive), and recommending and monitoring the level
and structure of remuneration for senior management.
The terms of reference for this committee are set out
in its charter which is available in the Investor Centre
(www.blis.co.nz/ investor-centre/charters-policies).
The People and Performance Committee is appointed
by the Board and must comprise three Directors, the
majority of whom are to be independent. The Chair of
the Board may serve on the committee. Members of the
People and Performance Committee are Alison Stewart
(Chair), Tony Balfour and Geoff Plunket. All committee
members are independent Directors.
Management only attends People and Performance
Committee meetings by invitation, as and when
appropriate and necessary.
The Board ensures that the recommendations made by
the People and Performance Committee are considered
and acted on accordingly.
Nomination Committee
Given the size and composition of the Board, the
Directors believe that there are no significant benefits in
delegating matters in relation to Board nominations and
all appointments are managed by the whole Board.
Disclosure Committee
The Board has established a Disclosure Committee to
oversee the Company’s compliance with its continuous
disclosure requirements under New Zealand law and the
NZX Listing Rules.
The Disclosure Committee comprises the Board Chair,
Chair of the Audit and Risk Committee, Chief Executive
Officer and Chief Financial Officer.
Committees
The Board has no Committees other than an Audit and
Risk Committee, People and Performance Committee
and Disclosure Committee.
Takeover Protocols
The Board has adopted a set of protocols to be followed
in the event of a takeover offer being made.
In the event of a takeover offer, a committee of
Independent Directors would be formed and would have
BLIS TECHNOLOGIES LIMITED
29
responsibility for managing the takeover in accordance
with the Board protocols and applicable laws, including
the New Zealand Takeovers Code.
PRINCIPLE 4 – Reporting and Disclosure
“The board should demand integrity in financial and
non-financial reporting, and in the timeliness and
balance of corporate disclosure.”
Shareholder Communications and Market Disclosure
The Board is committed to keeping the financial products
markets informed of material information relating to
the Company and its shares and promoting investor
confidence by ensuring that trading of its equity securities
takes place in an efficient, well-informed market at all
times.
The Company has in place both a Market Disclosure Policy
and a Communications Policy designed to ensure this
occurs. The policies include procedures intended to ensure
that:
• the Company complies with its continuous disclosure
obligations; and
• timely, accurate and complete information is provided
to all shareholders and other market participants.
The policies also outline mandatory requirements and
responsibilities in relation to the identification, reporting,
review and disclosure of material information relevant to
the Company.
Accountability for compliance with disclosure obligations
is the responsibility of the CEO and CFO. The CFO has
been designated as the Disclosure Officer and has overall
management responsibility for ensuring all material
information is lodged with NZX.
All non-promotional information intended to be made
public, whether or not it is believed to be material
information, must be reviewed by the Disclosure
Committee (comprising the Chair, Chair of the Audit
and Risk Committee, CEO and CFO) prior to release. The
Disclosure Committee also refers certain decisions to the
Board.
Directors consider at each Board meeting (and otherwise
as and when needed) whether there is any material
information which should be disclosed to the market.
Governance Policies and Charters
Key corporate governance documents, including charters
and policies, can be found at the Investor Centre: www.
blis.co.nz/ investor-centre/charters-policies.
Financial and Non-Financial Reporting
Blis is committed to ensuring integrity and timeliness in
its financial reporting and in providing information to
the market and shareholders which reflects a considered
view on its present and future prospects.
The Audit and Risk Committee oversees the quality
and integrity of external financial reporting, including
the accuracy, completeness, balance and timeliness
of financial statements. It reviews the Company’s
full and half-year financial statements and makes
recommendations to the Board concerning accounting
policies, areas of judgement, compliance with
accounting standards, NZX and legal requirements, and
the results of the external audit. All matters required
to be addressed and for which the Audit and Risk
Committee has responsibility were addressed during
FY23.
Blis has published its full and half-year financial
statements that were prepared in accordance with
relevant financial standards. The full year financial
statements are set out on pages 40 - 75. The CEO and
CFO have confirmed in writing to the Board that the
Company’s external financial reports present a true and
fair view in all material aspects. These representations
are given on the basis that a sound system of internal
controls and risk management is operating effectively in
all material respects in relation to financial reporting.
In addition to releasing the full and half-year results
Blis provides an update on financial and non-financial
performance for the first and third quarters. Revenue
and EBITDA for the quarter and year to date, general
commentary on market conditions and an update on
guidance is given.
The Board does not believe that the Company has any
material exposure to economic, environmental or social
sustainability risks that are not appropriately managed.
The material risks which may impact the Company’s
ability to achieve its strategic objectives and secure its
future financial prospects, are managed through the
strategic planning process.
ANNUAL REPORT
30
Work continues on suitable sustainability-reporting
framework. The project involves preparing a series of
financial and non-financial targets for reporting on
regularly. An overview of the Company’s sustainability
programme is set out at pages 14 - 15.
PRINCIPLE 5 - Remuneration
“The remuneration of directors and executives
should be transparent, fair and reasonable.”
Remuneration Report
The People and Performance Committee is responsible
for making recommendations to the Board on
remuneration policies and packages for Directors as well
as the Executives.
The Company’s remuneration philosophy is aimed at
attracting, retaining and motivating employees of the
highest quality at all levels of the organisation. It is
based on practical, guiding principles and a framework
that provides consistency, fairness and transparency
while having regard to the risk appetite of the Company
and alignment to its long-term strategic goals.
All remuneration packages are reviewed annually in the
context of individual and Company performance, market
movements and expert advice.
Non-executive Directors
The structure of non-executive Director remuneration is
separate and distinct from the remuneration of the CEO
and other executives.
The Board seeks to set aggregate remuneration for
non-executive Directors at a level which provides the
Company with the ability to attract and retain Directors
of the highest calibre, whilst incurring a cost which is
acceptable to shareholders.
No remuneration is payable to Directors unless it is
approved by the Company’s shareholders, or permitted
under the NZX Listing Rules in the event of an increase
in the total number of Directors.
The NZX Listing Rules specify that shareholders can
approve a per Director remuneration amount or an
aggregate Directors’ fee pool. The Board has adopted
a remuneration pool approach, as referred to in NZX
Guidance Note - Governance. Shareholders approved
an aggregate remuneration pool for non-executive
Directors of $309,000 per annum in August 2020.
Within the fee pool available, the Board reviews its
fees annually to ensure the Company’s non-executive
Directors are fairly remunerated for their services,
recognising the level of skill and experience required
to fulfil the role, and to enable the Company to attract
and retain talented non-executive Directors. The
process involves benchmarking against a group of peer
companies.
In addition, the Board reviews the People and
Performance Committee structure and appropriate
level of resourcing required to make an on-going
contribution to long term value creation. Non-executive
Directors have no entitlement to any performance-
based remuneration or participation in any share-based
incentive schemes.
Each non-executive Director receives a fee for services as
a Director of the Company and an additional fee is also
paid to the Chair, and members of the Board Committees
to recognise the additional time commitment required
for that role. All Directors are entitled to be reimbursed
for reasonable costs associated with carrying out their
duties.
For the period 1 April 2022 to 31 March 2023 the
allocation of the fee pool was as follows:
AUDIT REMU-
AND RISK NERATION
BOARD COMMITTEE COMMITTEE
Chair $85,000 $10,000 $7,000
Deputy Chair $55,000 N/A N/A
Member $45,000 $7,000 $3,000
Non-executive Directors are encouraged to be
shareholders, but are not required to hold shares in the
Company.
Fees payable to the non-executive Directors of the
Company for the period 1 April 2022 to 31 March 2023
were as follows:
BLIS TECHNOLOGIES LIMITED
31
AUDIT REMU-
AND RISK NERATION
BOARD COMMITTEE COMMITTEE TOTAL
G Plunket 85,000 - - $85,000
A Balfour 55,000 - 3,000 $58,000
Dr J Andreas
*
11,250 - - $11,250
A McCammon 45,000 4,667 - $49,667
A Offen
**
15,000 3,333 - $18,333
Dr B Richardson 45,000 9,000 - $54,000
T Rönnlund
***
33,750 - - $33,750
Dr A Stewart 45,000 - 7,000 $52,000
*Dr J Andreas appointed January 2023
**A Offen resigned July 2022
***T Rönnlund resigned December 2022
Remuneration of the CEO and Employees
The Company is committed to providing a remuneration
framework that promotes a high-performance culture
and aligns rewards to the creation of sustainable value
for shareholders. The underlying principle is to reward
employees for Company and business unit performance
against targets set by reference to appropriate
benchmarks and key performance indicators and to:
• Align their interests with those of shareholders; and
• Ensure total remuneration is competitive by market
standards.
Total remuneration is made up of fixed remuneration, a
short term incentive (STI) and a long term incentive (LTI).
Fixed remuneration includes all benefits, allowances and
deductions.
The STI and LTI performance incentives are “at-risk”
and are directly linked to both the performance of the
Company and to each individual’s performance while
promoting the Company’s long-term success.
The total remuneration earned by the Executive is set
out in note 5 to the financial statements.
(i) Fixed annual remuneration
Remuneration levels are reviewed annually to ensure
that they are appropriate for the responsibility,
qualifications and experience of the Executives and are
competitive with the market.
The Executives receive their fixed annual remuneration
in cash and a limited range of prescribed fringe
benefits such as superannuation, motor vehicle and
health insurance. The total employment cost of any
remuneration package, including fringe benefit tax, is
taken into account in determining an employee’s fixed
annual remuneration.
For the financial year ended 31 March 2023, the CEO
received $338,863 (2022: $324,158) in fixed annual
remuneration.
(ii) Variable remuneration – STI Scheme
The objective of the STI Scheme is to link the
achievement of the annual financial and operational
targets with the remuneration received by the
Executives charged with meeting those targets. The
total potential remuneration under the STI Scheme is
set with a maximum of 30% for the CEO and 20% for
other Executives of fixed annual remuneration so as to
provide sufficient incentive to the Executive to achieve
the targets such that the cost of the Company is flexible
and in line with the trading outcome for the year.
Actual STI Scheme payments granted to the CEO and
each nominated Executive depend on the extent to
which specific targets, set at the beginning of each
year, are met. The targets may include a weighted
combination of Company, Departmental, Financial and
Non-Financial.
In determining the amount to be allocated the Board
considers the performance against the targets.
For the financial year ended 31 March 2023 there were
four nominated executives in the STI scheme (31 March
2022: four).
STI Scheme payments relating to the financial year
ended 31 March 2023 are delivered as a taxable cash
bonus and are payable on completion of the annual
audited financial statements. The total accrual for
FY23 for all nominated executives in the STI Scheme is
$250,000 (FY22: $nil). The actual amount paid for FY23
was $nil (FY22: $132,200).
In addition to the STI Scheme, the Board reserves the
ability to pay ad hoc bonus payments to any employee,
again directly related with the trading outcome.
ANNUAL REPORT
32
(iii) Variable remuneration – LTI Scheme
The objective of the LTI Scheme is to align the executive
with shareholder interests over the longer term, and
provide a longer term employee retention benefit.
The Company did not grant performance share rights
(PSRs) to the executive in the 2023 financial year. The
previous PSR issue occurred on 10 September 2021.
Details of the performance criteria are detailed in note 5
to the financial statements.
CEO remuneration
TAXABLE
SALARY BENEFITS
*
SUB-TOTAL STI LTI
**
TOTAL
FY23
328,993 9,870 338,863 - - 338,863
FY22
324,158 11,181 335,339 48,000 12,404 395,743
*Includes the value of benefits including health care,
superannuation, vehicle and low interest loan.
**LTI includes PSRs awarded to the CEO during the financial
year. In the 2023 financial year no PSRs were granted (FY22:
1,023,000). PSRs granted in FY22 will vest, if the performance
criteria are met, in the 2024 financial year. details of the plans
and valuation methodology are set out in Note 5 to the financial
statements.
Total remuneration paid is fixed remuneration and any
STI Scheme payment physically received during the year.
Performance based payments are paid in the following
year.
The CEO’s STI scheme payment for FY23 comprises
several financial and non-financial performance
measures. Overall, the STI is set at 30% of fixed
remuneration. A breakdown of the STI components
follows:
PERFORMANCE MEASURES PERCENT
ACHIEVED
50% based on financial revenue
and profitability targets FY22 Not achieved
50% based on non-financial targets FY22 Not achieved
Employee remuneration
The number of employees of the Company (including
former employees) who received remuneration and
other benefits in excess of $100,000 in the period 1 April
2022 to 31 March 2023 are shown below:
REMUNERATION NUMBER OF
BANDING EMPLOYEES
FY23 FY22
100,001 – 110,000 3 3
110,001 – 120,000 2 1
120,001 – 130,000 2 1
130,001 – 140,000 - 3
140,001 – 150,000 1 -
170,000 – 180,000 1 -
180,001 – 190,000 - 1
200,001 – 210,000 1 1
220,001 – 230,000 1 -
240,001 – 250,000 - 1
330,001 – 340,000 1 -
380,001 – 390,000 - 1
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.”
Risk Management Framework
Blis operates in an environment that contains
operational and strategic risks. Risks are actively
managed to ensure Blis operates a safe workplace and is
able to sustain the achievement of its business objectives
while at the same time accepting an appropriate
level of commercial risk that is consistent with desired
profitability.
The Board is responsible for ensuring that key business
and financial risks are identified, and that appropriate
controls and procedures are in place to effectively
manage those risks.
BLIS TECHNOLOGIES LIMITED
33
The Audit and Risk Committee has overall responsibility
for ensuring that Company’s risk management framework
is appropriate and that risks are identified, considered
and managed. Risk management is a standing item on
the agenda for Audit and Risk Committee meetings, with
detailed reports provided by management.
A Risk Management Policy provides guidance on the
Board’s approach to risk management. The objectives of
the Risk Management Policy are:
• To allow Blis to pursue opportunities that involve risk
in an informed manner, so as to meet the expectations
of stakeholders;
• To enable full and due consideration to be given
to the balance of risk and reward in pursuing the
achievement of Blis’ business objectives;
• To apply risk management practices to enhance
strategic, tactical and operational decision making;
and
• To ensure that Blis operates in a sustainable manner.
The policy is available at the Investor Centre.
Insurance
In managing the Company’s business risks, the Board
approves and monitors policy and procedures in areas such
as treasury management, financial performance, taxation
and delegated authorities. Blis has insurance policies in
place covering most areas where risk to its assets and
business can be insured at a reasonable cost.
Product Quality and Safety
Ensuring the safety and quality of our products is a key
priority. We establish processes that effectively manage
risk and drive continuous improvement in product quality
throughout the product production cycle.
We have introduced proactive quality control mechanisms
within our manufacturing operations. Through the use of
data collection and statistical analysis, we are improving
the control of our manufacturing processes, with the aim
of being able to intervene and correct a process prior to
product quality being compromised. This approach is
providing further assurance that our customers receive
high quality products that are safe and effective.
Health, Safety and Wellbeing
Overall responsibility for health and safety, specifically for
setting of high-level strategy and policy, resides with the
Board which is committed to continuous improvement
and progressively higher standards of work health and
safety for the benefit of all employees and others who
work in, use or visit the Company’s workplace.
The principles of the health and safety framework are to:
• Understand and comply with all applicable health
and safety legislation and regulations;
• Establish objectives and management systems
consistent with health and safety best practice; and
• Ensure all officers and workers engage in creating a
positive workplace culture to support health, safety
and wellbeing.
The Executive are responsible for implementation of the
health and safety framework and will:
• Determine and implement business and action plans
to give effect to Board strategy;
• Acquire and maintain good understating of health,
safety and wellbeing matters;
• Be responsible and accountable for health and safety
compliance;
• Promote and role-model high workplace health,
safety and wellbeing standards; and
• Ensure business objectives are complementary to
health, safety and wellbeing objectives.
Management reports to the Board include the following
lead and lag indicators - H&S Committee minutes,
monthly hazard assessment, incidents & accidents
(including near miss incidents), good news stories,
achievements and training activities.
No lost time injuries, injuries resulting in workers being
unable to perform normal duties at next shift, have
occurred over the last five years.
ANNUAL REPORT
34
Material business risks mitigation
After completing the risk management processes outlined on the previous page, the following key business and financial
risks have been identified.
PRINCIPLE 7 - Auditors
“The board should ensure the quality and
independence of the external audit process.”
External Auditor
Oversight of the Company’s external audit arrangements
to safeguard the integrity of financial reporting is the
responsibility of the Audit and Risk Committee.
AREAPRINCIPAL RISKSTRATEGIES TO MITIGATE
Product
quality and
customer
safety
Customer harm caused as a result of
using Blis products
Our production facility operates under a Food Control Plan
which requires high standards and procedures to ensure quality
and safety from our production. We work with our suppliers
and contract manufacturers to ensure high standards are
adhered to. Our company values also include a focus on high
quality standards across our business.
Market accessLoss of regulatory approval to market
and sell Blis products in certain countries
Blis has robust regulatory affairs processes for obtaining and
maintaining product licenses, as well as a quality management
system that ensures compliance with applicable regulatory
requirements.
Health and
safety
Work related injuriesPractices and processes are reviewed annually by an accredited
Workplace Health and Safety independent expert.
Health, safety and wellbeing metrics reported regularly to the
Board.
Intellectual
Property
Third parties assert IP rights against usA comprehensive patent portfolio across our products is held
and maintained. These are complemented by trademarks, trade
secrets and specialist know how. Market searches undertaken
in product development phase of product design. Competitor
patent filings are actively monitored.
Business
continuity
Loss of continuity and quality of supplyWe actively monitor the quality of raw materials, end products,
production processes and systems. Business impact analysis
is used to identify, understand and quantify the impact of
a material disruption to a key facility, location, supplier or
business process.
Technology and know-how for future production of both
BLIS K12™ and BLIS M18 ™ is transferred to an offshore
fermentation supplier which ensures production can be
continued in the event of a failure at our New Zealand based
supplier.
Cyber security
and data
protection
Cyber security attack results in
disruption to operations and data
breach.
Independent review of control mechanisms is undertaken.
Competitor
activity
Increasing demand for probiotics may
see greater pricing competition from
established and new competitors.
Competition may also come from other
products with similar health benefits.
The Company’s market position is based on a reputation for
quality and scientific support for our unique strains. Innovation
and development complement this market position.
Blis maintains an Auditor Independence Policy to
ensure that audit independence is maintained, both in
fact and appearance. The quality of the audit opinion
is considered to be paramount. Accordingly, any
compromises to auditor objectivity and independence
that are considered to exist require appropriate
safeguards to eliminate or reduce the risk of compromise
to an acceptable level.
BLIS TECHNOLOGIES LIMITED
35
Blis has adopted the following requirements in relation
to auditor independence:
• the Blis auditor is required to comply with relevant
independence requirements promulgated by the
Financial Markets Authority and other governing
bodies;
• the Audit and Risk Committee must approve the
appointment of the auditor to provide any non-
audit services to the Company or its subsidiaries;
• the auditor is required to report to the Audit and
Risk Committee annually on matters pertaining to
their independence; and
• the external auditor attends the Company’s annual
meeting each year to answer questions from
shareholders in relation to the audit.
Internal audit
The Company does not have a formal internal audit
function, however it does have internal processes and
controls that are considered to be appropriate for the
size and complexity of the organisation. The Audit
and Risk Committee carefully considers the auditor’s
management report which lists its key findings and
recommendations about significant matters arising from
the audit.
PRINCIPLE 8 – Shareholder Relations
“The board should respect the rights of
shareholders and foster relationships with
shareholders that encourage them to engage with
the issuer.”
Shareholder Rights and Relations
The Company is committed to regularly communicating
with shareholders and other stakeholders in a timely,
accurate and clear manner with respect to both
procedural matters and major issues affecting the
Company.
To achieve this, the Company communicates through a
range of forums and publications. Annual reports, NZX
releases, governance policies and charters, and a variety
of corporate information is available at the Investor
Centre.
Each shareholder is entitled to receive a hard copy of each
annual report on request.
Documents relating to annual shareholder meetings are
available at the Investor Centre.
Annual shareholder meetings to date have been held at
a venue in Dunedin, reflecting the head office location
for the Company, as well as being live streamed to
shareholders joining online.
The speeches and slides are lodged with NZX at the
commencement of the meeting. Shareholders may raise
matters for discussion at the annual shareholder meeting
either in person or by emailing the Company with a
question to be asked.
Electronic Communications
Shareholders have the option of receiving their
communications electronically. Contact details for the
Company’s head office are available on the Blis website.
Major Decisions
The Directors’ commitment to timely and balanced
disclosure is set out in its Continuous Disclosure Policy and
Communications Policy. The commitments include advising
shareholders on any major decisions. Where voting on
a matter is required, the Board encourages investors to
attend the meeting or to send in a proxy vote. Online
voting is made available for annual shareholder meetings.
Equity Issues
In the event of a capital raising, the Board will carefully
consider and, where practical, will favour an offer of shares
to existing shareholders on a pro-rata basis and on no less
favourable terms before offering shares to other investors.
Dividend Policy
Under the current strategy of full reinvestment into
growth and pipeline development, no dividend has been
declared.
Notice of Meeting
The Notice of Meeting will be lodged with NZX at least 20
working days prior to the annual shareholder meeting and
will be available in the Investor Centre.
ANNUAL REPORT
36
DIRECTORS’ SHAREHOLDINGS
The following table sets out, for the purposes of the disclosures required under Listing Rule 3.7.1 (d) of the NZX Listing
Rules, the relevant interests of Directors and associated persons of the Directors in equity securities of the Company as at
31 March 2023:
NAME OF DIRECTOR NUMBER OF EQUITY SECURITIES IN WHICH A RELEVANT INTEREST IS HELD BY A DIRECTOR
G Plunket Ordinary 800,000 (a)
A Balfour - -
A McCammon - -
Dr B Richardson Ordinary 17,903,625 (b)
Dr A Stewart Ordinary 350,000 (c)
Dr J Andreas - -
Note that particular shareholdings can appear under more than one director.
(a) The number of equity securities in which Mr G Plunket holds a relevant interest includes 800,000 ordinary shares
held by Mr Plunket personally.
(b) The number of equity securities in which Dr B Richardson holds a relevant interest includes 17,903,625 ordinary
shares held by Dr B Richardson and Mrs JV Richardson
(c) The number of equity securities in which Dr A Stewart holds a relevant interest includes 350,000 ordinary shares held
by Custodial Services Limited
DIRECTOR’S SHARE DEALINGS
No Directors (or associated entities in which the Directors have relevant interests) acquired or disposed of equity
securities in the Group during the year ended 31 March 2023 as entered in the interests register of the Company.
DIRECTORS’
INTERESTS
BLIS TECHNOLOGIES LIMITED
37
DISCLOSURES OF INTEREST BY DIRECTORS
NAME OF DIRECTOR ORGANISATION ACTIVE INTERESTS
G Plunket Orokonui Foundation Trust Trustee
Orokonui Ecosanctuary Limited Director
Otago Natural History Trust Trustee
Ports of Auckland Limited Director
A Balfour Bottom Right-Hand Corner Limited Director/Shareholder
Les Mills International Limited Director/Shareholder
Little Stream Water Company Limited Director/Shareholder
Pioneer Energy Limited Director
The Warehouse Group Limited Director/Shareholder
Wakatipu High School Trustee
Wayfare Group Limited (and its wholly owned subsidiaries) Director
A McCammon Pic’s Peanut Butter Chief Executive/Shareholder
Scarborough Wright Trustee Limited Director
Dr B Richardson CertusBio Limited Director/Shareholder
Zircon Services Limited Director/Shareholder
Dr A Stewart Arable Food Industry Council Executive committee member
Foundation for Arable Research Chief Executive
GIA Brown Marmorated Stink Bug Council Council Member
GIA Plant Biosecurity Council Governance Group Member
MBIE Tissue Culture Partnership Chair Governance Group
MPI A Lighter Touch SFFF Governance Group Member
Seed & Grain Readiness & Response Chair Governance Group
Seed Industry Research Centre Advisory Board member
Vegetable Research & Innovation Governance Group Member
Dr J Andreas Symrise AG President Scent & Care and
Member of Executive Board
Probi AB Director
USE OF COMPANY INFORMATION
There were no notices from Directors regarding the use of Company information.
INDEMNITIES AND INSURANCE
Pursuant to s162 of the Companies Act 1993 and the Company’s Constitution, the Company has entered into deeds of
access, insurance and indemnity, with the directors of the Company to indemnify them to the maximum extent permitted
by law, against all liabilities which they may incur in the performance of their duties as directors of any company within
the Group. Insurance cover extends to directors and officers for the expenses of defending legal proceedings and the
cost of damages incurred. Specifically excluded are proven criminal liability and fines and penalties other than those
pecuniary penalties which are legally insurable. In accordance with commercial practice, the insurance contract prohibits
further disclosure of the terms of the policy. All Directors who voted in favour of authorising the insurance certified that
in their opinion, the cost of the insurance is fair to the Company.
DONATIONS
There were no donations made by the Company during the year ended 31 March 2023 (2022: Nil).
ANNUAL REPORT
38
DIRECTORS’
RESPONSIBILITY
STATEMENT
The Directors of Blis Technologies Limited are pleased to present to shareholders the financial statements for the Group
for the year ended 31 March 2023.
The Directors are responsible for presenting financial statements in accordance with New Zealand law and generally
accepted accounting practice, which fairly presents the financial position of the Group as at 31 March 2023 and the
results of its operations and cash flows for the year ended on that date.
The Directors consider the financial statements of the Group have been prepared using accounting policies which
have been consistently applied and supported by reasonable judgements and estimates and that all relevant financial
reporting and accounting standards have been followed.
The Directors believe that proper accounting records have been kept which enable with reasonable accuracy, the
determination of the financial position of the Group and facilitate compliance of the financial statements with the
Financial Reporting Act 2013 and the Financial Markets Conduct Act 2013.
The Directors consider that they have taken adequate steps to safeguard the assets of the Group, and to prevent and
detect fraud and other irregularities. Internal control procedures are also considered to be sufficient to provide a
reasonable assurance as to the integrity and reliability of the financial statements.
The Financial Statements are signed on behalf of the Board by:
Geoff Plunket Barry Richardson
Chair Director
24 May 2023 24 May 2023
BLIS TECHNOLOGIES LIMITED
39
2023 2022 2021 2020 2019
($000) ($000) ($000) ($000) ($000)
Revenue 10,235 8,965 10,613 10,642 8,239
Earnings before interest, tax, depreciation,
amortisation and impairment (EBITDA) (617) (2,061) 975 2,119 922
Depreciation and amortisation 570 654 406 513 525
Net interest (revenue)/ expense (173) (8) 5 4 16
Net profit after tax (NPAT) (1,350) (2,707) 564 1,602 381
Net debt - 35 83 128 829
Shareholder’s Equity 10,836 12,149 5,662 5,056 3,421
Total assets 12,809 14,141 7,806 7,058 5,201
Current assets 10,864 11,451 5,146 5,746 3,966
Current liabilities 1,583 1,478 1,812 1,642 1,651
Working capital 9,281 9,973 3,334 4,104 2,315
Net tangible assets (NTA)
1
9,361 9,999 3,473 4,311 2,856
Cash generated from operations 106 (2,305) 589 3,197 (583)
Number of shares on issue (‘000) 1,273,802 1,273,802 1,107,654 1,107,654 1,107,654
Earnings per share (EPS) – basic (cents) (0.11) (0.22) 0.05 0.14 0.03
Share price at 31 March 0.03 0.04 0.06 0.06 0.02
NTA per share (cents) 0.73 0.78 0.31 0.39 0.26
Cash conversion ratio
2
(17.1%) 111.8% 60.3% 150.9% (63.2%)
Return on shareholders’ equity
3
(12.5%) (22.3%) 10.0% 31.7% 11.1%
Return on assets
4
(13.1%) (24.7%) 7.7% 26.2% 8.7%
Gearing ratio
5
(0.0%) 0.3% 1.4% 2.5% 19.5%
EBIT to revenue ratio (14.9%) (30.3%) 5.4% 15.1% 4.8%
Current assets to current liabilities (times) 6.9 7.7 2.8 3.5 2.4
% CHANGE ON PRIOR YEAR
Revenue 14.2% (15.5%) (30.0%) 29.2% 55.9%
EBITDA 70.1% (311.4%) (54.0%) 129.8% 315.9%
NPAT 50.1% (580.0%) (64.8%) 320.5% 136.6%
EPS 51.8% (540.2%) (64.8%) 320.5% 136.6%
1. Calculated as Net Assets less right of use assets and finite life intangible assets.
2 . Calculated as cash generated from operations divided by EBITDA.
3 . Calculated as net profit after tax divided by closing shareholders’ equity.
4 . Calculated as EBIT divided by average total assets (average based on past 3 years).
5 . Gearing ratio is calculated as net debt divided by the sum of net debt and shareholders’ equity.
5 YEAR TREND
ANNUAL REPORT
40
FINANCIAL
STATEMENTS
2023
BLIS TECHNOLOGIES LIMITED
41
CONSOLIDATED STATEMENT OF
COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2023
2023 2022
NOTES $’000 $’000
REVENUES
Revenue 2 (a) 10,235 8,965
Other income 2 (b) 255 488
Total Revenue and Other Income 10,490 9,453
EXPENSES
Distribution expenses 236 263
Marketing expenses 1,329 3,436
Occupancy expenses 117 70
Employee benefits 4,099 3,594
Raw materials and consumables 2,188 1,925
Operating expenses 3,836 2,827
Finance expenses 35 45
Total Expenses 2 (c) 11,840 12,160
SURPLUS / (DEFICIT) BEFORE TAX (1,350) (2,707)
Income tax expense 3 - -
SURPLUS / (DEFICIT) FOR THE PERIOD (1,350) (2,707)
Other comprehensive income - -
TOTAL COMPREHENSIVE INCOME (1,350) (2,707)
Earnings / (deficit) per Share:
Basic (cents per ordinary share) 15 (0.11) (0.22)
Diluted (cents per ordinary share) 15 (0.11) (0.22)
The above consolidated statements should be read in conjunction with the accompanying notes on pages 46 to 75.
ANNUAL REPORT
42
CONSOLIDATED STATEMENT OF
CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2023
SHARE BASED
RETAINED PAYMENT TOTAL
SHARE EARNINGS/ EQUITY ATTRIBUTABLE
NOTES CAPITAL (DEFICIT) RESERVE TO GROUP
$’000 $’000 $’000 $’000
OPENING EQUITY – 1 APRIL 2021 37,469 (31,830) 23 5,662
Surplus / (deficit) for the year - (2,707) - (2,707)
Other comprehensive income - - - -
Total comprehensive Income - (2,707) - (2,707)
Equity contributions and distributions
Share capital issued 9,188 - - 9,188
Capital raising costs paid 15 (54) - - (54)
CEO share option equity reserves 15,16 46 - (13) 33
Employee performance rights
plan reserve 16 - - 27 27
9,180 - 14 9,194
CLOSING EQUITY – 31 MARCH 2022 46,649 (34,537) 37 12,149
OPENING EQUITY – 1 APRIL 2022 46,649 (34,537) 37 12,149
Surplus / (deficit) for the year - (1,350) - (1,350)
Other comprehensive income - - - -
Total comprehensive Income - (1,350) - (1,350)
Equity contributions and distributions
Employee performance rights
plan reserve 16 - - 37 37
- - 37 37
CLOSING EQUITY – 31 MARCH 2023 46,649 (35,887) 74 10,836
The above consolidated statements should be read in conjunction with the accompanying notes on pages 46 to 75.
BLIS TECHNOLOGIES LIMITED
43
CONSOLIDATED
BALANCE SHEET
AS AT 31 MARCH 2023
2023 2022
NOTES $’000 $’000
ASSETS
Current Assets
Cash and cash equivalents 6 4,272 8,519
Short term deposits 6 4,000 -
Trade and other receivables 7 1,444 1,751
Prepayments 339 298
Inventory 8 734 782
NZX Bond 6 75 75
Foreign exchange contracts 22 (e) - 26
TOTAL CURRENT ASSETS 10,864 11,451
NON CURRENT ASSETS
Property, plant and equipment 9 470 540
Finite life intangible assets 10 889 1,455
Right-of-use assets 11 586 695
TOTAL NON CURRENT ASSETS 1,945 2,690
TOTAL ASSETS 12,809 14,141
Continued overleaf / >>
The above consolidated statements should be read in conjunction with the accompanying notes on pages 46 to 75.
ANNUAL REPORT
44
2023 2022
NOTES $’000 $’000
LIABILITIES
Current Liabilities
Trade and other payables 12 1,353 1,238
Current borrowings 13 - 35
Lease liabilities 11 229 205
Foreign exchange contracts 22 (e) 1 -
TOTAL CURRENT LIABILITIES 1,583 1,478
Non Current Liabilities
Lease liabilities 11 390 514
TOTAL NON CURRENT LIABILITIES 390 514
TOTAL LIABILITIES 1,973 1,992
NET ASSETS 10,836 12,149
OWNERS EQUITY
Share capital 15 46,649 46,649
Retained earnings / (deficits) (35,887) (34,537)
Share based payment equity reserves 16 74 37
TOTAL EQUITY 10,836 12,149
CONSOLIDATED
BALANCE SHEET CONTINUED
AS AT 31 MARCH 2023
Geoff Plunket Barry Richardson
Chair Director
These financial statements have been authorised for issue on 24 May 2023.
The above consolidated statements should be read in conjunction with the accompanying notes on pages 46 to 75.
BLIS TECHNOLOGIES LIMITED
45
CONSOLIDATED
STATEMENT OF CASHFLOWS
FOR THE YEAR ENDED 31 MARCH 2023
2023 2022
NOTES $’000 $’000
CASH FLOWS FROM OPERATING ACTIVITIES
Cash was provided from / (applied to):
Receipts from customers 10,603 9,141
Interest received 217 53
Payments to suppliers and employees (10,680) (11,454)
Finance costs (34) (45)
Net cash inflow / (outflow) from operating activities 21 106 (2,305)
CASH FLOWS FROM INVESTING ACTIVITIES
Cash was provided from / (applied to):
Purchase of Short term deposits (4,000) -
Purchase of intangible assets (47) (49)
Purchase of property, plant and equipment (50) (213)
Net cash inflow / (outflow) from investing activities (4,097) (262)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash was provided from / (applied to):
Repayment of borrowings (37) (48)
Repayment of lease liabilities (238) (198)
Proceeds from share capital issued - 9,188
Capital raising costs paid - (54)
Receipt of share option - 33
Net cash inflow / (outflow) from financing activities (275) 8,921
Net Increase / (Decrease) in cash held (4,266) 6,354
Add cash and cash equivalents at start of period 8,519 2,187
Foreign exchange differences 19 (22)
Balance at end of period 4,272 8,519
COMPRISED OF:
Cash and cash equivalents 4,272 8,519
4,272 8,519
ANNUAL REPORT
46
1. BASIS OF REPORTING
Reporting entity
The consolidated financial statements presented are
those of Blis Technologies Limited (the “Company”)
and its subsidiary Blis Functional Foods Limited (the
“Group”).
The Group’s principal activity is developing healthcare
products based on strains of bacteria that produce
bacteriocin activity for sale in New Zealand and overseas.
Statutory Base
The Company is a profit-oriented entity, domiciled in
New Zealand, registered under the Companies Act 1993
and listed on the New Zealand Stock Exchange. The
Company is an FMC reporting entity under the Financial
Markets Conduct Act 2013. The financial statements
have been prepared in line with the requirements of
these Acts and the Financial Reporting Act 2013.
Basis of Preparation
The financial statements have been prepared in
accordance with New Zealand Generally Accepted
Accounting Practice (“NZ GAAP”). They comply with
the New Zealand Equivalents to International Financial
Reporting Standards (“NZ IFRS”) and other applicable
financial reporting standards as appropriate for profit-
oriented entities. The financial statements comply with
International Financial Reporting Standards (“IFRS”).
The Financial Statements were authorised for issue by
the Board of Directors on 24th May 2023.
Basis of Measurement
The financial statements have been prepared on the
historical cost basis, except for the derivative financial
instruments that are measured at fair value at the end
of each reporting period as explained in the relevant
accounting policies.
Historical cost is based on the fair values of the
consideration given in exchange for assets.
Accounting policies are selected and applied in a manner
which ensures that the resulting financial information
satisfies the concepts of relevance and reliability,
thereby ensuring that the substance of the underlying
transactions or other events is reported.
Unless otherwise stated the accounting policies set out
below have been applied in preparing the consolidated
financial statements for the year ended 31 March 2023
and 31 March 2022.
The financial statements are presented in thousands
of New Zealand dollars. The New Zealand dollar is the
Group’s functional currency.
Significant Judgements, Estimates and
Assumptions
In the application of NZ IFRS, the Directors are required
to make judgements, estimates and assumptions about
carrying values of assets and liabilities that are not
readily apparent from other sources. The estimates
and associated assumptions are based on historical
experience and various other factors that are believed
to be reasonable under the circumstance, the results of
which form the basis of making the judgements. Actual
results may differ from these estimates.
NOTES TO AND FORMING
PART OF THE CONSOLIDATED
FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2023
BLIS TECHNOLOGIES LIMITED
47
The estimates and underlying assumptions are reviewed
on an ongoing basis. Revisions to accounting estimates
are recognised in the period in which the estimate is
revised if the revision affects only that period or in the
period of the revision and future periods if the revision
affects both current and future periods.
Judgements made by the Directors in the application
of NZ IFRS that have significant effects on the financial
statements and estimates with a significant risk of
material adjustments in the next year include:
• Assessing the point at which a project has moved
from the research phase to the development phase
and which costs may be capitalised as internally
generated intangible assets. Refer to note 10 for
further information.
• The Group determines whether finite life
intangibles are impaired at least on an annual basis,
or more frequently when there are indicators of
impairment. Determining the recoverable amounts
of intangible assets requires judgement in relation
to the effects of uncertain future events at balance
date. Assumptions are required with respect to
future cash flows and discount rates used. Refer
note 10 for sensitivities and assumptions used.
• The determination of separate performance
obligations for the recognition of revenue. Refer to
note 2 for further information
• Tax Losses - The recognition of a deferred tax asset
arising from prior year tax losses and temporary
differences is dependent on generating future
taxable profits.
No deferred tax asset has been recognised as at
31 March 2023 but this position will be reviewed
in future periods as the Company demonstrates a
consistent track record of profitable Group results.
The Group’s ability to utilise tax losses is explained
in note 3.
Significant Accounting Policies
The principal accounting policies applied in the
preparation and presentation of the financial statements
are set out below or in the notes with the item to
which they relate, where policies are specific to certain
transactions or balances.
These policies have been consistently applied unless
otherwise stated.
Basis of Consolidation
The Group financial statements incorporate the financial
statements of the Company and all entities controlled by
the Company (its subsidiaries) that comprise the Group,
being Blis Technologies Limited (the parent entity) and
its subsidiary Blis Functional Foods Limited. Control
is obtained when the Company has power over the
investee, is exposed to or has rights to variable returns
from its investment, and has the ability to use its power
to affect returns. Consistent accounting policies are
employed in the preparation and presentation of the
group financial statements.
The results of subsidiaries acquired or disposed of during
the year are included in the Consolidated Statement
of Comprehensive Income from the effective date of
acquisition or up to the effective date of disposal, as
appropriate.
Where necessary, adjustments are made to the financial
statements of subsidiaries to bring their accounting
policies into line with those used by the Group.
All intra-group transactions, balances, income and
expenses are eliminated in full on consolidation.
Foreign Exchange
In the course of normal trading activities, the Group
undertakes transactions denominated in foreign
currencies, hence exposures to exchange rate
fluctuations arise. Transactions in currencies other than
the New Zealand dollar are recognised at the rate of
exchange prevailing on the dates of the transactions.
Trade and other receivables, trade and other payables,
the Canadian Dollar (CAD) denominated bank account,
the Euro denominated bank account and the United
States Dollar (USD) denominated bank account balances
are translated at the exchange rates prevailing at the
end of each reporting period as sourced from the
Reserve Bank of New Zealand. Exchange differences are
recognised in the statement of comprehensive income in
the period in which they occur.
Goods and Services Tax (GST)
All items in the balance sheet are stated exclusive of GST,
with the exception of receivables and payables, which
include GST. All items in the statement of comprehensive
income are stated exclusive of GST.
ANNUAL REPORT
48
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
The GST component of cash flows arising from investing
and financing activities which is recoverable from,
or payable to, the taxation authority is classified as
operating cash flows.
New and revised NZ IFRS Standards and
Interpretations issued but not yet adopted
All mandatory new and revised standards and
interpretations have been adopted in the current
year. None had a material impact on these financial
statements
At the date of authorisation of these financial
statements, certain new standards and interpretations to
existing standards have been published but are not yet
effective. The Group expects to adopt these when they
become mandatory. None are expected to materially
impact the Group’s financial statements.
2. SURPLUS / (DEFICIT) FROM
OPERATIONS
Policy
Revenue is recognised from the following major sources:
• Sale of goods;
• Right to access;
• License Fee and Royalties and
• Grants.
Revenue is measured at the fair value of the
consideration the Group expects to be entitled to
in accordance with customer contracts and excludes
amounts collected on behalf of third parties.
Sale of Goods
The Group sells ingredients and finished goods to
manufacturer and wholesale customers. In addition to
product sales, the Group provides sales training and
support to its customers. The Group has determined
that the sales training and support is not a distinct
performance obligation.
In addition to selling products to customers, the Group
also arranges delivery of the products to its customers.
Where control of the product passes to the customer
on departure, the delivery services represent a separate
performance obligation. The Group is an agent in the
performance of the delivery service and the allocated
revenue is recognised net of costs.
Revenue from the sale of goods is recognised when
the Group has transferred control of the goods to the
customer, which is typically at the point goods are
dispatched. For some customers, the customer does not
obtain control until the goods have been delivered to
their premises.For these customers, revenue is recognised
at the date the goods are delivered. One of the Group’s
major customers has entered into a consignment
arrangement. Sales to this customer are not recognised
until the sale is made to the end customer.
Rebates
The Group provides rebates to certain customers based
on the quantity of products purchased during the
period. Rebates are offset against revenue. To estimate
the variable consideration for the expected rebates, the
Group applies the expected value method. The Group
recognises a refund liability for the expected rebates.
Right to access
Right to access agreements with customers provide
exclusive rights to the customer for specified products
throughout the contract period.
Revenue from right to access agreements is recognised
over time, on a straight-line basis over the contract
term, as this depicts the period of exclusive supply to the
customer.
A material right is recognised as a separate performance
obligation where the customer has the right to extend
the access period at a discounted price. In such instances,
the Group recognises revenue when the rights are
exercised or expired. The material right is estimated
BLIS TECHNOLOGIES LIMITED
49
based on the likelihood of the customer exercising the
option.
License fee and royalties
Licensing fee and royalty revenue is recognised as the
underlying sales and usage occurs and the performance
obligation to the license fee and royalty has been
satisfied.
Contract liabilities
Revenue is recognised when all associated obligations
have been met. Where consideration has been received
but the associated obligations have not been met, for
instance goods have not yet been provided, it will be
recognised as a contract liability on the balance sheet.
Grant Income
Grant income is recognised when the Group has met
all of the requirements established by the grant. Grant
income that is receivable as compensation for expenses
or losses already incurred or for the purpose of giving
immediate financial support to the entity with no future
required costs are recognised as revenue of the period in
which it becomes receivable.
Interest Income
Interest income is accrued on a time basis, by reference
to the principal outstanding and the effective interest
rate applicable, which is the rate that exactly discounts
estimated future cash receipts through the expected life
of the financial asset to that asset’s net carrying amount.
(a) Revenue
2023 2022
$’000 $’000
Revenue consists of the following items:
Point in time recognition:
Sale of goods – domestic sales
Finished goods 1,989 1,596
Ingredients 62 84
Sale of goods – export sales
Finished goods 1,525 1,341
Ingredients 6,375 5,776
License fee and royalties 284 -
Over time recognition:
Right to access - 168
10,235 8,965
(b) Other Income
2023 2022
$’000 $’000
Grant income 37 435
Other income 11 -
Interest income 207 53
255 488
ANNUAL REPORT
50
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
(c) Expenses
2023 2022
$’000 $’000
This includes the following specific expenses:
Amortisation of finite life intangible assets (note 10) 228 289
Depreciation of property, plant and equipment (note 9) 120 144
Depreciation of right of use assets (note 11) 221 205
Director’s fees 362 352
Employee benefits 3,955 3,468
Employee performance rights 37 27
(Gain) / loss on fair value of derivatives (19) 84
Loss on disposal of intangibles (note 10) 51 16
Impairment of intangibles (note 10) 334 -
Operating lease payment 2 1
Other operating expenses 2,200 1,546
Post-employment benefits 107 99
Provision for inventory write-off 43 277
Research and development expense 337 191
FX (gain) / loss 52 40
3. INCOME TAXES
Policy
Current tax
Current tax is calculated by reference to the amount of income taxes payable or recoverable in respect of the taxable
profit or tax loss for the period. It is calculated using tax rates and tax laws that have been enacted or substantively
enacted by reporting date. Current tax for current and prior periods is recognised as a liability (or asset) to the extent it is
unpaid (or refundable).
Deferred tax
Deferred tax is accounted for using the comprehensive balance sheet liability method in respect of temporary differences
arising from differences between the carrying amount of assets and liabilities in the financial statements and the
corresponding tax base of those items.
In principle, deferred tax liabilities are recognised for all taxable temporary differences. Deferred tax assets are
recognised to the extent that it is probable that sufficient taxable amounts will be available against which deductible
temporary differences or unused tax losses and tax offsets can be utilised.
BLIS TECHNOLOGIES LIMITED
51
However, deferred tax assets and liabilities are not recognised if the temporary differences giving rise to them arise from
the initial recognition of assets and liabilities (other than as a result of a business combination) which affects neither
taxable income nor accounting profit.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the liability
is settled, or the asset is realised based on tax rates that have been enacted or substantively enacted at reporting date.
Deferred tax is charged or credited in the statement of comprehensive income, except when it relates to items charged
or credited directly to equity, in which case the deferred tax is also dealt with in equity.
(a) Income tax recognised in profit or loss
The prima facie income tax expense on pre-tax accounting profit reconciles to the income tax expense in the financial
statements as follows:
2023 2022
$’000 $’000
Net surplus before tax (1,350) (2,707)
Income tax expense calculated at 28% (378) (758)
Non-deductible items 41 101
Temporary differences excluding tax losses not recognised 38 57
Tax losses (recognised)/not recognised 299 600
Income tax expense - -
(b) Income tax recognised directly in equity
There was no current or deferred tax charged/ (credited) directly to equity during the period.
(c) Deferred tax balances
The Group has an unrecognised deferred tax asset of $5,280,091 (2022: $4,954,677). The unrecognised deferred tax
asset arises in relation to temporary differences of $393,489 (2022: $365,522) and gross tax losses of $17,452,150 (2022:
$16,389,840) with a tax effect of $4,886,602 (2022: $4,589,155). The tax losses may be able to be carried forward and
offset against future taxable income (subject to meeting the requirements of the Income Tax Act 2007) and accounting
recognition requirements.
ANNUAL REPORT
52
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
4. REMUNERATION OF AUDITORS
2023 2022
$’000 $’000
Audit of the financial statements 110 100
Other Assurance 2 2
112 102
The auditor of Blis Technologies Limited is Deloitte Limited.
5. KEY MANAGEMENT PERSONNEL COMPENSATION
2023 2022
$’000 $’000
Short term employee benefits 1,212 1,160
Long term employee benefits 31 34
Share based payments 37 27
1,280 1,221
Equity settled share based payments
The fair value (at grant date) of performance share rights plan (PSRs) granted to the CEO and certain other senior
management, is recognised in profit or loss within the Consolidated Statement of Comprehensive Income over the
vesting period with a corresponding increase in the share based payment reserve. The estimate of the number of PSRs for
which non market based conditions are expected to be satisfied is revised at each reporting date, with any cumulative
catch-up adjustment recognised in profit or loss. When any PSRs are exercised, the amount in the share based equity
payment reserve relating to those instruments is transferred to share capital as consideration of one option per share.
When any PSRs are cancelled, the amount in the share based payment reserve relating to those PSRs is also transferred to
retained earnings.
Employee share based compensation
From 21 December 2020, the Company grants PSRs to certain members of its senior leadership and senior management
teams under the 2020 and 2021 Performance Share Rights Plan. There were no Employee share based schemes prior to
December 2020.
i) Performance share rights plan
Under the 2020 and 2021 Performance Share Rights Plan, one share right gives the employee the potential to exercise a
share right for an ordinary share in the Company. Performance share rights will only become exercisable if the Company
meets certain market-based and performance based requirements set by the board in respect of its share price and net
profit, and the continuous employment of the relevant holder.
BLIS TECHNOLOGIES LIMITED
53
The plan is a three year scheme, with the potential rights to fully vest on the third anniversary of the grant date (Vesting
Date) if the following criteria are met:
• 50% of the Performance rights shall vest on the Vesting Date subject to the average market price of the shares of
the Company from the Grant Date to the Vesting Date increase by 15% per annum.
• 50% of the Performance rights shall vest on the Vesting Date subject to the Company achieving 15% compound
annual growth rate (CAGR) for net profit from 31 March of the most recent balance date at grant date to the
Vesting Date; and
• The holder of the Performance Rights is continuously employed by the Company during the period from the Grant
Date to the Vesting Date.
Measurement
The fair value of the PSRs was determined using the Black Scholes option pricing model to value the 50% performance
rights which vest on achieving 15% CAGR for net profit being non market conditions and a Monte Carlo simulation
valuation methodology for the 50% performance rights with market based vesting conditions.
The compensation of the key management personnel of the entity, is set out below:
Movements in the number of PSRs outstanding and their exercise prices are as follows:
2023 2022
Number of options outstanding
As at beginning of the year 4,847,000 2,674,000
Granted during the year - 3,270,000
Exercised during the year - -
Lapsed during the year - 1,097,000
As at end of the year 4,847,000 4,847,000
Exercisable at year end - -
Number of employees 4 4
Weighted average exercise price $0.08 $0.08
Weighted average remaining contractual life (months) 14 26
Fair value of rights granted during the year - 104,640
Fair value of rights granted during the year ($ per share) - 0.03
The options outstanding at 31 March 2023 had an exercise price in the range of $0.07 - $0.08 (2022: $0.07-$0.08).
No options lapsed during the year. The weighted average exercise price for options lapsed during the year in 2022 was
$0.08.
ANNUAL REPORT
54
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
Key inputs and assumptions used in fair value of PSRs granted during the year
2023 2022
Share price at grant date - $0.07
Contractual life (years) - 4
Exercise price - $0.07
Dividend yield - 0%
Expected volatility (i) - 70-75%
Risk free rate - 1.28%
(i) The expected share price volatility is derived by analysing the historical volatility over the most recent historical period corresponding to the
term of the PSR.
6. CASH AND CASH EQUIVALENTS AND SHORT-TERM DEPOSITS
Policy
Cash and cash equivalents
Cash and cash equivalents comprise cash on hand, demand deposits, and other short-term highly liquid investments that
are readily convertible to a known amount of cash and are subject to an insignificant risk of changes in value. Cash and
short-term deposits are initially recognised at fair value and subsequently measured at amortised cost using the effective
interest method.
Short term Deposits
Short term deposits includes investments with Bank of New Zealand, with periods ranging up to 365 days.
NZX Bond
A short term deposit is held at Bank of New Zealand as security for a bond issued to the NZX. These funds do not
represent operating cash reserves.
2023 2022
$’000 $’000
Cash and cash equivalents 4,272 8,519
Short-term deposits 4,000 -
8,272 8,519
NZX bond 75 75
7. TRADE AND OTHER RECEIVABLES
Policy
Trade and other receivables
Trade and other receivables are initially recognised at fair value and subsequently measured at amortised cost using the
effective interest method, less any provision for expected credit losses.
BLIS TECHNOLOGIES LIMITED
55
The Group applies the simplified approach to measuring expected credit losses which uses a lifetime expected credit loss
allowance.
The measurement of expected credit losses is a function of the probability of default, loss given default and the exposure
at default.
The expected credit losses on trade receivables are estimated using a provision matrix by reference to past default
experience of the debtor and an analysis of the debtor’s current financial position, adjusted for factors that are specific
to the debtors, general economic conditions of the industry in which the debtors operate and an assessment of both the
current as well as the forecast direction of conditions at the reporting date.
The allowance recognised is measured as the difference between the asset’s carrying amount and the present value of
estimated future cash flows discounted at the effective interest rate computed at initial recognition.
2023 2022
$’000 $’000
Trade receivables 1,448 1,689
Allowance for expected credit losses (note 22 g) - (2)
GST receivable (4) 64
1,444 1,751
Trade receivables and other receivables are non-interest bearing and receipt is normally on 30 to 60 day terms. Therefore,
the carrying value of trade debtors and other receivables approximates its fair value.
8. INVENTORY
Policy
Inventories are stated at the lower of cost and net realisable value. Cost is determined using average cost. Net realisable
value represents the estimated selling price less all estimated costs of completion and costs to be incurred in marketing,
selling and distribution.
2023 2022
$’000 $’000
Raw materials 540 589
Finished goods 241 470
Provision for write-off (47) (277)
734 782
During the year $43,866 (2022: $276,507) was recognised as an expense in respect of write-downs to inventory to net
realisable value.
ANNUAL REPORT
56
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
9. PROPERTY, PLANT AND EQUIPMENT
Policy
All items of Property, Plant and Equipment are stated at cost less accumulated depreciation, and impairment. Cost includes
expenditure that is directly attributable to the acquisition of the item. In the event that settlement of all or part of a purchase
consideration is deferred, cost is determined by discounting the amounts payable in the future to their present value as at the
date of acquisition.
Depreciation is provided on property, plant and equipment. Depreciation is calculated on a straight-line basis so as to write
off the net cost of the asset over its expected useful life to its estimated residual value. The following estimates of useful lives
are used in the calculation of depreciation:
Leasehold improvements 3 – 10 years
Furniture and fittings 3 – 15 years
Plant and equipment 2 – 18 years
2023
ACCUMULATED ACCUMULATED ACCUMULATED BOOK
COST COST DEPRECIATION DEPRECIATION DEPRECIATION VALUE
1 APRIL ADDITIONS/ 31 MARCH 1 APRIL DEPRECIATION REVERSED ON 31 MARCH 31 MARCH
2022 TRANSFERS DISPOSALS 2023 2022 EXPENSE DISPOSAL TRANSFER 2023 2023
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Leasehold
improvements 364 2 - 366 (325) (4) - - (329) 37
Furniture
and fittings 178 3 - 181 (119) (18) - - (137) 44
Plant and
equipment 1,683 45 - 1,728 (1,241) (98) - - (1,339) 389
2,225 50 - 2,275 (1,685) (120) - - (1,805) 470
2022
ACCUMULATED ACCUMULATED ACCUMULATED BOOK
COST COST DEPRECIATION DEPRECIATION DEPRECIATION VALUE
1 APRIL ADDITIONS/ 31 MARCH 1 APRIL DEPRECIATION REVERSED ON 31 MARCH 31 MARCH
2021 TRANSFERS DISPOSALS 2022 2021 EXPENSE DISPOSAL TRANSFER 2022 2022
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Leasehold
improvements 364 - - 364 (320) (5) - - (325) 39
Furniture
and fittings 130 48 - 178 (107) (12) - - (119) 59
Plant and
equipment 1,518 165 - 1,683 (1,114) (127) - - (1,241) 442
2,012 213 - 2,225 (1,541) (144) - - (1,685) 540
BLIS TECHNOLOGIES LIMITED
57
10. FINITE LIFE INTANGIBLE ASSETS
Policy
Intangible assets acquired separately are reported at cost less accumulated amortisation and accumulated impairment
losses. Amortisation is recognised on a straight-line basis over their estimated useful lives. The estimated useful lives,
residual values and amortisation method are reviewed at the end of each reporting period, with the effect of any
changes in estimate being accounted for on a prospective basis.
Intellectual Property
The cost of intellectual property is written off until such time as it becomes clear that future economic benefits
attributable to that expenditure will flow to the Group and there is sufficient evidence to support the probability of the
expenditure generating sufficient future economic benefits.
Intellectual property including patents, trademarks and licenses are considered finite life intangibles and are recorded at
cost less accumulated amortisation and impairment. Amortisation is charged on a straight-line basis over the estimated
useful life of the intangible asset being 10 to 20 years. The estimated useful life and amortisation method is reviewed at
the end of each annual reporting period.
Website
Following the initial investment, which is recorded at cost and amortised over 3 years, the cost of further website
development is expensed as incurred.
Internally generated Intangible Assets – Capitalised Product Development Expenditure
Expenditure on research activities is recognised as an expense in the period in which it is incurred.
An internally generated intangible asset arising from development (or from the development phase of an internal
project) is recognised if, and only if, all of the following have been demonstrated:
• the technical feasibility of completing the intangible asset so that it will be available for use or sale;
• the intention to complete the intangible asset and use or sell it;
• the ability to use or sell the intangible asset;
• how the intangible asset will generate probable future economic benefits;
• the availability of adequate technical, financial and other resources to complete the development and to use or sell
the intangible asset; and
• the ability to measure reliably the expenditure attributable to the intangible asset during its development.
The amount initially recognised for internally generated intangible assets is the sum of the expenditure incurred from
the date when the intangible asset first meets the recognition criteria listed above. Where no internally generated
intangible asset can be recognised, development expenditure is charged to profit or loss in the period in which it is
incurred.
Subsequent to initial recognition, internally generated intangible assets are reported at cost less accumulated
amortisation and accumulated impairment losses, on the same basis as intangible assets acquired separately. The useful
life of internally generated intangible assets is 8 years.
ANNUAL REPORT
58
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
Impairment of Assets
At each balance sheet date, the Group reviews the carrying amounts of its assets to determine whether there is any
indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the
asset is estimated in order to determine the extent of the impairment loss (if any). Where the asset does not generate cash
flows that are independent from other assets, the Group estimates the recoverable amount of the cash-generating unit to
which the asset belongs.
The recoverable amount is the higher of fair value less costs to sell and value in use. In assessing value in use, the
estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market
assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have
not been adjusted.
If the recoverable amount of an asset (cash-generating unit) is estimated to be less than its carrying amount, the carrying
amount of the asset (cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised in profit
or loss immediately.
Where an impairment loss subsequently reverses, the carrying amount of the asset (cash-generating unit) is increased to
the revised estimate of its recoverable amount, but only to the extent that the increased carrying amount does not exceed
the carrying amount that would have been determined had no impairment loss been recognised for the asset (cash-
generating unit) in prior years.
IT, WEBSITE
CAPITALISED DEVELOPMENT
TRADEMARKS PATENTS DEVELOPMENT AND SOFTWARE TOTAL
2023 $’000 $’000 $’000 $’000 $’000
Gross Carrying Amount
Balance at 1 April 2022 212 1,191 4,169 400 5,972
Additions 12 35 - - 47
Disposals - - (66) - (66)
Balance at 31 March 2023 224 1,226 4,103 400 5,953
Accumulated amortisation and impairment
Balance at 1 April 2022 47 960 3,252 258 4,517
Amortisation expense 19 62 116 31 228
Impairment expense 29 - 215 90 334
Disposals - - (15) - (15)
Balance 95 1,022 3,568 379 5,065
Net Book Value at 31 March 2023 129 204 535 21 889
BLIS TECHNOLOGIES LIMITED
59
IT, WEBSITE
CAPITALISED DEVELOPMENT
TRADEMARKS PATENTS DEVELOPMENT AND SOFTWARE TOTAL
2022 $’000 $’000 $’000 $’000 $’000
Gross Carrying Amount
Balance at 1 April 2021 206 1,164 4,169 400 5,939
Additions - acquired 6 43 - - 49
Disposals - (16) - - (16)
Balance at 31 March 2022 212 1,191 4,169 400 5,972
Accumulated amortisation and impairment
Balance at 1 April 2021 26 900 3,115 187 4,228
Amortisation expense 21 60 137 71 289
Balance 47 960 3,252 258 4,517
Net Book Value at 31 March 2022 165 231 917 142 1,455
Trademarks are amortised over their estimate useful lives, which is on average 10 years.
Patents are amortised over their estimated useful lives, which is on average 20 years.
The amortisation period for development costs incurred on the Group’s K12, M18 and Q24 product development is 8
years.
The amortisation period for the development costs incurred on the Group’s IT, website and software development is 3
years.
$334,000 impairment losses have been recorded in the current year (2022: Nil). The $334,000 impairment loss relates to
capitalised product development expenditure and IT, website development and software expenditure attributable to
product lines which have been discontinued during the year where it was assessed that the carrying value exceeded their
recoverable amount.
Capitalised product development expenditure relates to costs incurred in relation to the development of ingredient,
intermediate and food products containing BLIS, and the associated regulatory approval processes.
Impairment test for Intangible Assets
For the purposes of preparing these accounts, the Board reviewed the intangible assets and have determined that there
is no further impairment of any intangible assets.
The Group is considered to be one cash-generating unit.
The calculation of the recoverable amount has been determined based on a value-in-use calculation that uses cash flow
projections based on the financial forecasts prepared by management covering a five-year period.
The recoverable amount calculations are most sensitive to assumptions regarding sales growth rate.
ANNUAL REPORT
60
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
Annual sales growth rates have increased from previous assessments reflecting forecast growth in existing and emerging
markets.
Key assumptions used in the value-in-use calculation are:
• Annual sales growth rate of between 11% - 38% (2022: 12-30%)
• Contribution margins of 67% - 70% (2022: 70% – 83%)
• Pre-tax discount rate of 18.39% (2022: 18.36% pre tax)
• Terminal growth rate of 2% (2022: 2%)
The calculation supports the carrying amount of intangible assets.
• Reducing sales growth by 20% overall would not result in an impairment loss.
If sales growth and/or contribution margins fall short of projections, the recoverable amount of the capitalised product
development and patent expenditure may be less than the carrying value.
11. LEASES
Policy
The Group as a lessee
The Group leases certain property, plant and equipment. The Group recognises a right-of-use asset and a corresponding
lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases and leases of
low value assets where the Group recognises the lease payments as an other operating expense on a straight-line basis
over the term of the lease.
Lease Liabilities
Lease liabilities are initially measured at the present value of the lease payments that are not paid at the commencement
date, discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its
incremental borrowing rate (IBR).
Lease payments included in the measurement of the lease liability comprise:
• Fixed lease payments, less any lease incentives;
• Variable lease payments that depend on an index or rate, initially measured using the index or rate at the
commencement date;
• The exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
• Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the
lease.
Lease liabilities are presented as a separate line in the balance sheet and are subsequently measured by increasing the
carrying amount to reflect interest on the lease (using the effective interest method) and reducing the carrying amount
to reflect the lease payments made.
BLIS TECHNOLOGIES LIMITED
61
The Group remeasures the lease liability if:
• The lease term has changed or there is a change in the assessment of exercise of a purchase option, in which case the
lease liability is remeasured by discounting the revised lease payments using a revised discount rate;
• Lease payments changing due to changes in an index or rate, in which case the lease liability is remeasured by
discounting the revised lease payments using the initial discount rate; or
• A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease
liability is remeasured by discounting the revised lease payments using a revised discount rate.
Right of Use (ROU) assets
ROU assets comprise of the initial measurement of the corresponding lease liability, lease payments made at or before the
commencement date and any initial direct costs. They are subsequently measured at cost less accumulated depreciation and
impairment losses.
Wherever the Group incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is
located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is
recognised and measured under NZ IAS 37. The costs are included in the related ROU asset, unless those costs are incurred
to produce inventories.
ROU assets are depreciated over the shorter period of lease term and useful life of the underlying asset. The estimated
useful lives of ROU assets are determined on the same basis as similar owned assets within property, plant and equipment.
Depreciation starts at the commencement date of the lease.
ROU assets are presented as a separate line in the balance sheet.
The Group applies NZ IAS 36 to determine whether a ROU asset is impaired and accounts for any identified loss under the
same policy adopted for property, plant and equipment.
Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and ROU
asset. The related payments are recognised as an expense in the period in which the event or condition that triggers those
payments occurs and are included in other operating expenses in the statement of comprehensive income.
Right-of-use assets
OFFICE
PROPERTIES EQUIPMENT TOTAL
2023 $’000 $’000 ’000
As at 1 April 2022 664 31 695
Additions 112 - 112
Terminations - - -
Depreciation expense (211) (10) (221)
Depreciation write back on terminations - - -
Net Book Value as at 31 March 2023 565 21 586
ANNUAL REPORT
62
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
OFFICE
PROPERTIES EQUIPMENT TOTAL
2022 $’000 $’000 ’000
As at 1 April 2021 437 41 478
Additions 422 - 422
Terminations - - -
Depreciation expense (195) (10) (205)
Depreciation write back on terminations - - -
Net Book Value as at 31 March 2022 664 31 695
Lease Liabilities – Maturity Analysis
2023 2022
$’000 $’000
Less than one year 229 205
Between one and five years 294 427
More than five years 96 87
619 719
Current 229 205
Non-Current 390 514
Total 619 719
The Group leases various properties and office equipment under non-cancellable leases expiring within one to nine years.
The leases have varying terms and have no option to purchase in respect to the leased equipment in the financial year
ended 31 March 2023.
2023 2022
Amounts Recognised in consolidated statement of comprehensive income:
Depreciation of right-of-use assets 221 205
Interest expense on lease liabilities 43 36
Expense relating to short-term leases 2 1
Expense relating to low value assets - -
The total cash outflow for leases in 2023 was $257,028 (2022: $235,254).
The incremental borrowing rate applied on properties was 6% (2022: 6%) and office equipment 6% (2022: 6%).
BLIS TECHNOLOGIES LIMITED
63
The below table details changes in the group’s lease liabilities from financing activities, including both cash and non-cash
changes.
Liabilities arising from financing activities are those for which cash flows were, or future cash flows will be, classified in
the group’s statement of cash flows from financing activities.
OPENING RECOGNISED CLOSING
BALANCE AT NON-CASH ON NON-FINANCING FINANCING BALANCE AT
1 APRIL 2022 CHANGES
1
ACQUISITION CASH FLOWS CASH FLOWS 31 MARCH 2023
2023 $’000 $’000 $’000 $’000 $’000 $’000
Lease liabilities 719 118 - - (218) 619
719 118 - - (218) 619
OPENING RECOGNISED CLOSING
BALANCE AT NON-CASH ON NON-FINANCING FINANCING BALANCE AT
1 APRIL 2021 CHANGES
1
ACQUISITION CASH FLOWS CASH FLOWS 31 MARCH 2022
2022 $’000 $’000 $’000 $’000 $’000 $’000
Lease liabilities 495 422 - - (198) 719
495 422 - - (198) 719
(1) Non-cash changes within lease liabilities relate to new leases entered into during the financial year, interest, lease modifications and
reassessments of lease terms.
12. TRADE AND OTHER PAYABLES
Policy
Trade Payables
Trade payables are initially measured at fair value and subsequently measured at amortised cost using the effective
interest rate method.
Employee Benefits
Provision is made for benefits accruing to employees in respects of wages and salaries and annual leave when it is
probable that settlement will be required, and they are capable of being measured reliably. Provisions are initially
measured at fair value and subsequently measured at amortised cost using the effective interest rate method.
Provisions made in respect of employee benefits expected to be settled within 12 months are measured at their nominal
values using the remuneration rate expected to apply at the time of settlement. Provisions made in respect of employee
benefits which are not expected to be settled within 12 months are measured at the present value of the estimated
future cash outflows to be made by the Group in respect of services provided by employees up to reporting date.
2023 2022
$’000 $’000
Trade payable 1,155 1,053
Employee entitlements 198 185
1,353 1,238
ANNUAL REPORT
64
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
13. BORROWINGS
Policy
Borrowings are recognised initially at fair value less directly attributable transaction costs and subsequently measured at
amortised cost using the effective interest method.
2023 2022
$’000 $’000
Asset finance - 35
Total borrowings - 35
2023 2022
$’000 $’000
Current borrowings - 35
Non-current borrowings - -
Total borrowings - 35
The Group has an undrawn trade credit loan facility with the Bank of New Zealand that has a base limit of $550,000. The
effective interest rate of the trade credit loans is between 5.89% - 6.87% (2022: 5.89% - 6.87%).
Asset Finance loan with the Bank of New Zealand was utilised to finance the purchase of the Natoli tablet press. The
loan had an effective interest rate for 2022 of 5.70%. The term of this loan was over 60 months with the final payment in
December 2022. The loan was secured over the Natoli tablet press, purchased for $293,479.
Security
The banking facilities from Bank of New Zealand are secured by general security agreement over all present and after
acquired property of Blis Technologies Limited. There is assignment of Trade Credit Insurance Policy covering export
receivables and specific security (set off and charge) over Term Deposit funds to secure NZX Bond.
14. INVESTMENT IN SUBSIDIARY
PERCENTAGE BALANCE PRINCIPAL
HELD DATE ACTIVITY
2023 2022
Blis Functional Foods Limited 100% 100% 31 March Non-trading
BLIS TECHNOLOGIES LIMITED
65
15. SHARE CAPITAL AND EARNINGS PER SHARE
2023 2022
NO. OF SHARES $’000 NO. OF SHARES $’000
Balance at the beginning of the year (fully paid) 1,273,801,599 46,649 1,107,653,565 37,469
Share capital issued - - 166,148,034 9,188
Capital raising costs paid - - - (54)
Shares pursuant to the CEO share plan
- - - 46
Balance at the end of the year 1,273,801,599 46,649 1,273,801,599 46,649
All 1,273,801,599 ordinary shares are issued and carry equal voting rights. All issued shares participate equally in any
dividend distribution or any surplus on winding up of the Company.
On 2 June 2016, 5,500,000 shares were issued to Mr Brian Watson, Chief Executive of the Company. The shares were
issued at a price of $0.0299 per share. Details of this transaction is shown in note 17.
2023 2022
Loss per share $’000 $’000
Loss attributable to members of the Company used in
calculating basic and diluted EPS ($’000) (1,350) (2,707)
Weighted average number of ordinary shares (‘000) for basic EPS 1,273,802 1,229,982
Effect of dilution due to performance rights - -
Weighted average number of ordinary shares (‘000) for diluted EPS 1,273,802 1,229,982
Loss per share
Basic EPS (cents) (0.11) (0.22)
Diluted EPS (Cents) (0.11) (0.22)
Recognition and measurement
Basic EPS is calculated as net profit attributable to members of the parent, adjusted to exclude any costs of servicing
equity (other than dividends), divided by the weighted average number of ordinary shares outstanding during the
financial year. Diluted EPS adjusts basic EPS for the dilutive effect of employee share rights and options that may be
converted into ordinary shares in the Company.
16. RESERVES
Nature and purpose of share based payment equity reserves
Share based payment equity reserve
The Share option equity reserve relates to the CEO share plan refer note 17.
ANNUAL REPORT
66
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
Employee performance rights plan reserve
The Reserve is used to recognise the fair value of PSRs granted but not exercised refer to note 5. The movements relating to
the employee performance rights plan are reflected in the share based payments equity reserve.
2023 2022
$’000 $’000
Balance at the beginning of the year 37 23
Repayment of CEO share option equity reserve - (13)
Expense recognised in relation to employee performance rights plan reserve 37 27
Balance at end of the year 74 37
17. RELATED PARTY TRANSACTIONS
During the year, BLIS products were sold to the following related parties (excluding web sales).
ASSOCIATE ENTITY DIRECTOR 2023 2022
Probi AB Dr J Andreas $287,569 $3,900
In 2022 Blis entered into a licence and supply agreement which grants Probi rights to manufacture and sell Blis K12™ and
M18™. The above $287,569 reflects these transactions for the year ended 31 March 2023 (2022: $3,900).
At 31 March 2023 Blis had a receivable balance from Probi of $113,600 (2022:Nil).
Product seconds are made available to the staff and Board members for personal use at no charge.
CEO Share based payment and issue of shares to the CEO
The Company entered into a Subscription Agreement and issued 5,500,000 new ordinary shares to the CEO, Brian Watson,
on 2 June 2016. The shares were issued for cash consideration of 2.99 cents per share being an aggregate $164,500, which
was satisfied by way of a contemporaneous interest free loan provided by the Company to the CEO for an aggregate
amount equivalent to the subscription price for the shares.
The loan is secured by a lien on the issued shares and repayable in equal annual instalments commencing on the 1st of
December 2017 with the final instalment on 1 December 2021.
The shares were issued at 90% of the volume weighted average share price for the 5 trading days prior to 1 June 2016. The
issue price was considered by the Directors of the Company to be equivalent to the price that the tranche of shares would
have been issued to an independent third party at the time of issue.
The Subscription Agreement provides security against the loan through a charge on the shares.The appropriate approach
consistent with the relevant accounting standard is to treat the entire arrangement as a share option.
Using the Black Scholes option pricing model for the CEO Share Plan at an implied volatility of 32% and referenced to the
prevailing share price of 3.32 cents on 2 June 2016 yielded an aggregate option value of $54,517. This amount was treated
as an expense.
BLIS TECHNOLOGIES LIMITED
67
As a result of the charge to the statement of comprehensive income, a CEO Share based payment Reserve was created
in the Consolidated Balance Sheet. Upon receipt of each of the scheduled loan repayment the notional option value
associated with each tranche transfers from the CEO Share Plan Reserve to Share Capital and the amount of each loan
repayment recorded to equity to represent the consideration received for each tranche of shares issued to the CEO.
Consideration of $32,900 was received for the fifth and final tranche of shares in March 2022 (Fourth instalment
November 2020 $32,900, third instalment in November 2019: $32,900, second instalment in November 2018: $32,900, first
instalment in November 2017 $32,900).
Fair Value of Share Options
The fair value of the share options granted during the 2017 financial year was $54,517. Options were priced using
the Black-Scholes option pricing model. Expected volatility is based on the historical share price over the past 5 years,
consistent with the options lives, factoring in a step change in the 9 months prior to grant date.
No allowance for early exercise was incorporated into the fair value calculation as it was assumed that the CEO would
exercise the options at the latest exercise date.
There are no market or service conditions.
The fair value model is most susceptible to changes in the expected volatility. Had an expected volatility of 45% been
utilised, the fair value of the share options would have been $69,000.
Inputs to the model:
Option Series
1 2 3 4 5
Grant date weighted average share price $0.0322 $0.0322 $0.0322 $0.0322 $0.0322
Exercise price $0.0299 $0.0299 $0.0299 $0.0299 $0.0299
Expected volatility 31.93% 31.93% 31.93% 31.93% 31.93%
Option life (years) 1.5 2.5 3.5 4.5 5.5
Dividend yield 0% 0% 0% 0% 0%
Risk free interest rate 2.07% 2.01% 2.00% 2.06% 2.02%
Final exercise date 1/12/17 1/12/18 1/12/19 1/12/20 1/12/21
18. COMMITMENTS FOR EXPENDITURE
As at 31 March 2023 there was $86,293 of capital expenditure commitments (2022: $nil).
19. CONTINGENT ASSETS AND CONTINGENT LIABILITIES
There were no material contingent assets or contingent liabilities at 31 March 2023 (2022: $nil).
ANNUAL REPORT
68
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
20. SEGMENTAL REPORTING
20.1 Operating segments
The Group is internally reported as a single operating segment to the chief operating decision-maker.
20.2 Revenue from major products and services
2023 2022
$’000 $’000
The Group’s revenues from its major products and services were as follows:
BLIS products 10,235 8,965
Non-core business 255 488
Total Revenue and Other Income 10,490 9,453
Non-core business includes grant revenue and contract manufacturing revenue of non-BLIS branded products.
20.3 Information about geographical areas
The Group operates in 3 principal geographical areas, Asia Pacific, Europe Middle East and Africa (EMEA) and North
America.
The Group’s revenue from external customers and information about its assets by geographical location (of the customer)
are detailed below:
REVENUE FROM
EXTERNAL CUSTOMERS NON-CURRENT ASSETS
2023 2022 2023 2022
$’000 $’000 $’000 $’000
New Zealand 2,052 1,539 1,926 2,690
Asia Pacific (excl. NZ) 1,313 1,426 - -
EMEA 4,594 2,857 - -
North America 2,276 3,143 - -
Total revenue 10,235 8,965 1,926 2,690
Grant revenue 38 435 - -
Other revenue 10 - - -
Interest revenue 207 53 - -
Total revenue & other income 10,490 9,453 1,926 2,690
Included in revenue are revenues of $4,507k and $895k and $684k (2022: $2,822k and $1,775k and $909k) which arose
from sales to the Group’s three largest customers (2022: three).
Web sales are allocated to the region where the end consumer is based.
BLIS TECHNOLOGIES LIMITED
69
21. RECONCILIATION OF NET SURPLUS /(DEFICIT) WITH CASHFLOWS FROM
OPERATING ACTIVITIES
Policy
For the purpose of the cash flow statement, cash and cash equivalents includes cash on hand and in banks and
investments in money market instruments net of outstanding bank overdrafts.
The cash flow statement is prepared exclusive of GST, which is consistent with the method used in the consolidated
statement of comprehensive income.
Definition of terms used in the cash flow statement:
Operating activities include all transactions and other events that are not investing or financing activities.
Investing activities are those activities relating to the acquisition and disposal of current and non-current investments
and any other non-current assets.
Financing activities are those activities relating to changes in the equity and debt capital structure of the Group and
those activities relating to the cost of servicing the Group’s equity.
2023 2022
$’000 $’000
Net surplus /(Deficit) for the year (1,350) (2,707)
Adjustments for non-cash items:
Amortisation 228 289
Depreciation property, plant and equipment 120 144
Depreciation right of use assets 221 205
Foreign exchange loss / (gain) (16) (105)
ECL provision - -
Lease liability adjustment 24 -
PSR Expense 38 27
Loss /(gain) on fair value of foreign exchange contracts 27 84
Loss on disposal of intangible assets 51 16
Impairment of intangible assets 334 -
Loss /(gain) on disposal of fixed assets - -
(323) (2,047)
ANNUAL REPORT
70
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
2023 2022
$’000 $’000
Movements in working capital
Trade and other receivables 307 (179)
Prepayments (42) 10
Inventories 48 222
Trade and other payables 116 (311)
429 (258)
Net cash inflow/ (outflow) from operating activities 106 (2,305)
22. FINANCIAL INSTRUMENTS
Policy
Financial Instruments
Financial assets and financial liabilities are recognised on the Group’s Balance Sheet when the Group becomes a party to
the contractual provisions of the instrument.
All of the Group’s financial assets (excluding derivative financial assets) are measured at amortised cost. Foreign exchange
contracts are measured at fair value, all of the Group’s other financial liabilities are measured at amortised cost.
(a) Financial risk management objectives
Exposure to credit, interest rate, foreign currency and liquidity risks arises in the normal course of the Group’s business.
The Group does not enter into derivative financial instruments for speculative purposes. The Group utilises forward cover
on confirmed foreign currency transactions. Specific risk management objectives and policies are set out below.
(b) Capital risk management
The Group manages its capital to ensure that the Group will be able to continue as a going concern while maximising the
return to stakeholders through the optimisation of debt and equity.
The capital structure of the Group comprises issued capital reserves, share based payment equity reserves and retained
earnings as disclosed in the Statement of Changes in Equity.
The Group’s Board of Directors reviews the capital structure on a regular basis.
The Group is not subject to externally imposed capital requirements.
The Group’s overall strategy remains unchanged from 2022.
BLIS TECHNOLOGIES LIMITED
71
(c) Market risk
Market risk is the potential for change in the value of financial instruments caused by a change in the value, volatility
or relationship between market risks and prices. Market risk arises from the mismatch between assets and liabilities. The
Group’s activities expose it primarily to market risk associated with changes in foreign currency rates and interest rates
as set out below. These risks are measured using sensitivity analysis. The mechanisms for managing these risks are set
out below. The Group enters into foreign exchange contracts to manage its exposure to foreign currency transactions,
there have been no changes during the year to the Group’s exposure to such risks or the manner in which the risks are
measured and managed.
(d) Interest rate risk
The Group is exposed to interest rate risk as from time to time it borrows funds at floating interest rates and also invests
cash in short term deposits at fixed interest rates. Fair value interest rate risk is the risk that the value of a financial
instrument will fluctuate due to changes in market interest rates.
Investments and borrowings at fixed interest rates expose the Group to fair value interest rate risk. The Group does
not hedge this risk. Cash flow interest rate risk is the risk that the cash flows from a financial instrument will fluctuate
because of changes in market interest rates. Borrowings issued at variable interest rates expose the Group to cash flow
interest rate risk. The Group does not hedge this risk.
(e) Foreign exchange risk
In the course of normal trading activities, the Group undertakes transactions denominated in foreign currencies;
hence exposures to exchange rate fluctuations arise. The Group enters into foreign exchange contacts on certain sales
denominated in foreign currencies to economically hedge the foreign exchange risk associated with the timing between
the date of sale and receipt of payment. The Group has not adopted hedge accounting.
The carrying amount of the Group’s foreign currency denominated monetary assets are as follows:
2023 2022
$’000 $’000
Euro 108 104
United States dollar 113 114
Canadian dollar 1 7
ANNUAL REPORT
72
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
The table below details the notional principal amounts and remaining terms of foreign exchange contracts outstanding
at reporting date:
AVERAGE NOMINAL FAIR
CONTRACT FOREIGN CONTRACT VALUE ASSET
RATE CURRENCY VALUE /(LIABILITY)
2023 2022 2023 2022 2023 2022 2023 2022
$’000 $’000 $’000 $’000 $’000 $’000
Euro
Less than 1 year - 0.5901 - 433 - 458 - 25
USD
Less than 1 year 0.6263 - 320 - 319 - (1) -
CAD
Less than 1 year - 0.8404 - 23 - 24 - 1
320 456 319 482 (1) 26
The above tables express foreign currency amounts in New Zealand dollar equivalents using the exchange rates at 31
March 2023 and 31 March 2022.The rates applied at 31 March 2023 were:
2023 2022
$’000 $’000
EUR 0.5730 0.6238
USD 0.6250 0.6963
CAD 0.8449 0.8687
The fair value of the foreign exchange contracts is based on a discounted cash flow analysis using observable market data
and is a level 2 fair value measurement.
Foreign exchange rate sensitivity
Reasonable fluctuations in foreign exchange rates were determined based on a review of the last two years’ historical
movements. A movement of plus or minus 10% has therefore been applied to the exchange rates to demonstrate the
sensitivity to foreign currency risk of the Group.
The following sensitivity is based on the foreign currency risk exposures in existence at balance date. The impact of a plus
or minus 10% foreign exchange movement on New Zealand dollars against all trading currencies, with all other variables
held constant, is illustrated below:
-10% +10%
2023 2022 2023 2022
$’000 $’000 $’000 $’000
Surplus / (deficit) before tax (36) (97) 28 32
(f) Other price risk
The Group is not exposed to substantial other price risk arising from financial instruments.
BLIS TECHNOLOGIES LIMITED
73
(g) Credit risk
Credit risk refers to the risk that a counter-party will default on its contractual obligations resulting in financial loss to the
Group. Financial instruments which potentially subject the Group to credit risk, principally consist of bank balances and
trade and other receivables.
In the normal course of business, the Group is exposed to counterparty credit risk. The maximum exposure to credit risk
is equal to the carrying value of cash and short term deposits, trade and other receivables and transactions with financial
institutions (derivative financial instruments). The Group requires payment of deposits prior to production by high credit
risk customers and carries trade credit insurance for its four largest customers. The Group, as a result of the markets in
which they operate, can be exposed to significant concentrations of credit risk from trade receivables. They do not require
any collateral or security to support financial instruments as these represent deposits with, or loans to, banks and other
financial institutions with high credit ratings.
2023 2022
$’000 $’000
Cash and cash equivalents 8,272 8,519
NZX bond 75 75
Trade receivables (net of loss allowance) 1,448 1,687
GST receivable (4) 64
9,791 10,345
Ageing receivables breakdown
ALLOWANCE
GROSS FOR EXPECTED
AMOUNTS CREDIT NET
RECEIVABLE LOSSES BALANCE
2023 $’000 $’000 ’000
Current 1,362 - 1,362
0 – 30 days (past due) 64 - 64
31 – 60 days (past due) - - -
Greater than 60 days (past due) 22 - 22
Total past due 86 - 86
Total trade receivables 1,448 - 1,448
2022
Current 905 - 905
0 – 30 days (past due) 750 - 750
31 – 60 days (past due) 5 - 5
Greater than 60 days (past due) 29 (2) 27
Total past due 784 (2) 782
Total trade receivables 1,689 (2) 1,687
ANNUAL REPORT
74
NOTES TO AND FORMING PART OF THE CONSOLIDATED
FINANCAL STATEMENTS (CONTINUED)
At 31 March 2023, trade receivable includes amounts of $485k, $245k and $187k (2022: $266k, $181k and $860k) due
from the Group’s three largest receivables (2022: three). All of the Group’s bank accounts are held with Bank of New
Zealand. Otherwise the Group does not have any other concentrations of credit risk.
(h) Liquidity risk management
Ultimate responsibility for liquidity risk management rests with the Board of Directors, who have built an appropriate
liquidity risk management framework for the management of the Group’s short, medium and long-term funding and
liquidity management requirements. The Group manages liquidity risk by maintaining adequate reserves by continuously
monitoring forecast and actual cash flows and matching the maturity profiles of financial assets and liabilities. The Group
also has approved trade funding facilities with a base limit of up to $550k which are linked to customer specific limits. As
at 31 March 2023 the facility was not drawn down (2022: Nil).
The maturity profiles of the Group’s interest-bearing investments and borrowings are disclosed later in this note.
Liquidity and interest risk tables
The following tables detail the Group’s remaining contractual maturity for non-derivative financial assets and financial
liabilities. The tables have been drawn up based on the undiscounted contractual cash flows of the financial assets and
financial liabilities including interest that will accrue to those assets or liabilities.
WEIGHTED
AVERAGE YEARS
EFFECTIVE
INTEREST RATE < 1 1 - 2 2 - 3 3 - 4 4 - 5 5 + TOTAL
2023 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Financial liabilities at amortised cost
Trade payables - 1,155 - - - - - 1,155
Borrowings 5.70% - - - - - - -
Lease liabilities 6.00% 259 194 48 48 48 104 701
Total 1,414 194 48 48 48 104 1,856
WEIGHTED
AVERAGE YEARS
EFFECTIVE
INTEREST RATE < 1 1 - 2 2 - 3 3 - 4 4 - 5 5 + TOTAL
2022 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Financial liabilities at amortised cost
Trade payables - 1,053 - - - - - 1,053
Borrowings 5.70% 36 - - - - - 36
Lease liabilities 6.00% 242 242 177 30 30 95 816
Total 1,351 242 177 30 30 95 1,905
BLIS TECHNOLOGIES LIMITED
75
(i) Fair value of financial instruments
The fair values of financial assets and financial liabilities are determined as follows:
• the fair value of financial assets and financial liabilities with standard terms and conditions and traded on active
liquid markets are determined with reference to quoted market prices; and
• The fair value of other financial assets and financial liabilities (excluding derivative instruments) are determined
in accordance with generally accepted pricing models based on discounted cash flow analysis using prices from
observable current market transactions and dealer quotes for similar instruments.
The Directors consider that the carrying amount of financial assets and financial liabilities recorded at amortised cost in
the financial statements approximates their fair values.
23. EVENTS AFTER BALANCE DATE
There were no significant events after balance date (2022: nil).
ANNUAL REPORT
76
The Company’s ordinary shares are listed on the NZX Limited Main Board (NZSX).
As at 31 March 2023 the total number of issued ordinary shares in the Company was 1,273,801,599.
1. 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 that have a relevant interest in 5% or more of the ordinary
shares in the Company. As at 31 March 2023 details of the substantial product holders of the Company and their relevant
interests in the ordinary shares of the Company are as follows:
NAME OF SUBSTANTIAL PRODUCT HOLDER SHAREHOLDING AS AT 31 MARCH 2023 % OF ISSUED SHARE CAPITAL
Probi AB 166,148,034 13.04%
Sinclair Capital Management Limited 165,141,729 12.96%
Roger Norman Macassey and Mark Andrew Taylor as
Trustees of the E S Edgar Trust 142,213,158 11.16%
Included within the Sinclair Capital Management Limited shareholding is 142,213,158 shares in which Roger Norman
Macassey and Murray Graham Valentine as Trustees of the E S Edgar Trust have a relevant interest as beneficial owner
and are held by Leveraged Equities Finance as legal owner.
2. SPREAD OF SECURITY HOLDERS AT 31 MARCH 2023 – ORDINARY SHARES
NUMBER OF PERCENTAGE OF PERCENTAGE OF
SECURITY HOLDERS SECURITY HOLDERS SHARES HELD
1-50,000 1,370 51.66% 2.31%
50,001-100,000 450 16.97% 2.78%
100,001-150,000 171 6.45% 1.72%
150,001-200,000 135 5.09% 1.95%
200,001-300,000 135 5.09% 2.69%
300,001-500,000 152 5.73% 4.97%
500,001-1,000,000 110 4.15% 6.60%
1,000,001-5,000,000 94 3.54% 16.90%
5,000,001 and above 35 1.32% 60.06%
Total number of security holders is 2,652
FOR THE YEAR ENDED 31 MARCH 2023
ADDITIONAL STOCK
EXCHANGE INFORMATION
BLIS TECHNOLOGIES LIMITED
77
3. TWENTY LARGEST EQUITY SECURITY HOLDERS
The names of the 20 largest holders of each class of quoted equity security as at 31 March 2023 are listed below.
NUMBER OF ISSUED PERCENTAGE
TOP 20 SHAREHOLDERS ORDINARY SHARES ISSUED
Leveraged Equities Finance Limited 182,671,130 14.34%
Probi AB 166,148,034 13.04%
New Zealand Depository Nominee 49,196,028 3.86%
Mingchun Qiu 26,895,482 2.11%
Zhaoyi Li 25,000,000 1.96%
Mark Alexander Stevens & Wendy Joanne Stevens & W M C Trustees Limited 24,094,577 1.89%
Asia Pacific Partners Limited 21,850,878 1.72%
Barry Charles Richardson & Joy Vera Richardson 17,903,625 1.41%
Hui Ai Adriana Tong & Morlan Tong 16,878,179 1.33%
FNZ Custodians Limited 15,778,452 1.24%
Stephen Patrick Ward & Julie Patricia Ward & James Michael Ward 15,307,128 1.20%
Phaben Holdings Limited 15,243,436 1.20%
Custodial Services Limited 13,120,576 1.03%
Caroline Robyn Ball & Christopher John Thomson Bush 11,857,968 0.93%
Jennbring Fruit Ltd 11,800,000 0.93%
Anthony Paul Offen & Bilinda Jane Offen & Downie Stewart Trustee Limited 11,157,388 0.88%
Richard Mark Keenan 10,037,308 0.79%
Bilinda Jane Offen 10,000,000 0.79%
Circada Limited 10,000,000 0.79%
Edinburgh Securities Limited 10,000,000 0.79%
664,940,189 52.20%
4. CREDIT RATING
The Company does not currently have a credit rating.
5. NZX MATTERS
No waivers were granted by NZX (or relied upon) with respect to the Company during the period 1 April 2022 to 31
March 2023 and NZX did not exercise any powers under listing rule 9.9.3 during that period.
ANNUAL REPORT
78
Independent Auditor’s Report
To the Shareholders of Blis Technologies Limited
Opinion
We have audited the consolidated financial statements of Blis Technologies Limited (the ‘company’)
and its subsidiaries (the ‘Group’), which comprise the consolidated balance sheet as at
31 March 2023, and the consolidated statement of comprehensive income, consolidated statement
of changes in equity and consolidated statement of cash flows for the year then ended, and notes to
the consolidated financial statements, including a summary of significant accounting policies.
In our opinion, the accompanying consolidated financial statements, on pages 41 to 75, present
fairly, in all material respects, the consolidated financial position of the Group as at 31 March 2023,
and its consolidated financial performance and 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 (‘ISAs’) and
International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities under those
standards are further described in the
Auditor’s Responsibilities for the Audit of the Consolidated
Financial Statements section 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
International Code of Ethics for Assurance Practitioners (including International Independence
Standards) (New Zealand)
issued by the New Zealand Auditing and Assurance Standards Board and
the International Ethics Standards Board for Accountants’ International Code of Ethics for
Professional Accountants (including International Independence Standards), and we have fulfilled
our other ethical responsibilities in accordance with these requirements.
Other than in our capacity as auditor, we have no relationship with or interests in the Company or
any of its subsidiaries, except that partners and employees of our firm deal with the Company and
its subsidiaries on normal terms within the ordinary course of t
rading activities of the business of the
Company and its subsidiaries.
Audit materiality We consider materiality primarily in terms of the magnitude of misstatement in the financial
statements of the
Group that in our judgement would make it probable that the economic decisions
of a reasonably knowledgeable person would be changed or influenced (the ‘quantitative’
materiality). In addition, we also assess whether other matters that come to our attention during
the audit would in our judgement change or influence the decisions of such a person (the
‘qualitative’ materiality). We use materiality
both in planning the scope of our audit work and in
evaluating the results of our work.
We determined materiality for the Group’s financial statements as a whole to be $180,000.
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 period. 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.
BLIS TECHNOLOGIES LIMITED
79
Key audit matter How our audit addressed the key audit matter
Impairment of intangible assets
The Group’s ability to generate revenue is linked to capitalised
development costs in respect of ingredients for the Group’s
products. These are included in the balance sheet as internally
generated intangible assets.
The total carrying value of intangible assets at 31 March 2023 is
$0.889m as shown in the Consolidated Balance Sheet and note
10, of which $0.535m relates to capitalised internally developed
intangible assets.
The carrying value of intangible assets is particularly judgemental
given its dependency on forecasts of revenue growth.
The impairment of intangible assets is a key audit matter due to
the significant increase in internally developed intangible assets
in the prior year, alongside a decline in operating results and
impairment of intangible assets totalling $344,000 in the current
year. This increases the significance and complexity of audit work
required to assess the reasonableness of management’s
judgements and estimates involved in determining revenue
forecasts used by the Group to assess the recoverable amount of
these assets. If the Group is unable to produce sustainable
operating cashflows, this affects the carrying value of its key
intangible assets.
Disclosure of the Group’s impairment assessment is contained in
note 10.
Our procedures focused on evaluating the appropriateness of
the significant judgements and assumptions that relate to
revenue forecasts and operating cash flows included in the
impairment model.
Our procedures included, amongst others:
• Obtaining the Group’s impairment model and gaining an
understanding of key assumptions and judgements
underlying the model.
• Assessing the integrity of the value in use calculation,
including the mathematical accuracy of the underlying
model.
• Assessing compliance of the impairment model with the
requirements of NZ IAS 36 Impairment of Assets.
• Assessing the impairment model for consistency with
the prior year and determining whether any significant
changes to the model were appropriate.
• Challenging the reasonableness of the key assumptions
including those driving the cash flows underpinning the
analysis, by:
o Comparing historical budget forecasts against actual
results.
o Comparing forecast growth to business plans
approved by the Board.
o Engaging an internal valuation expert to assess the
appropriateness of the impairment model and
benchmark the Group’s discount rate by comparing
to an independently developed discount rate using
publicly available market data for similar entities.
• Performing sensitivity analysis on the model by varying
key assumptions such as revenue growth and discount
rate assumptions to assess the impact on forecasted
cashflows.
Other information The directors are responsible on behalf of the Group for the other information. The other
information comprises the information in the Annual Report that accompanies the consolidated
financial statements and the audit report.
Our opinion on the consolidated financial statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
Our responsibility is to read the other information and consider whether it is materially inconsistent
with the consolidated financial statements or our knowledge obtained in the audit
or otherwise
appears to be materially misstated. If so, we are required to report that fact. We have nothing to
report in this regard.
Directors’ responsibilities for the
consolidated financial statements
The directors are responsible on behalf of the Group 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 on behalf of the
Group for assessing the Group’s ability to continue as a going concern, disclosing, as applicable,
ANNUAL REPORT
80
matters related to going concern and using the going concern basis of accounting unless the
directors eith
er 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 and ISAs (NZ) 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 consolidated financial statements is
located on 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.
Restriction on use
This report is made solely to the Company’s shareholders, as a body. Our audit has been undertaken so
that we might state to the Company’s shareholders those matters 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 othe
r than the Company’s shareholders as a body, for our audit work,
for this report, or for the opinions we have formed.
Mike Hawken, Partner
for Deloitte Limited
Dunedin, New Zealand
24 May 2023
BLIS TECHNOLOGIES LIMITED
81
ANNUAL REPORT
82
COMPANY NUMBER
1042367
ISSUED CAPITAL
1,273,801,599 Ordinary Shares
REGISTERED OFFICE
Blis Technologies Limited
Ground Floor, 442 Moray Place, Dunedin Central
Dunedin 9016
SHAREHOLDERS
Listed on the NZX main board
SHARE REGISTRAR
Link Market Services Limited
Deloitte Centre, 80 Queen street
Auckland
DIRECTORS
G Plunket
A Balfour
A McCammon
Dr B Richardson
Dr J Andreas (appointed 1 January 2023)
Dr A Stewart
CHIEF EXECUTIVE
B Watson
AUDITORS
Deloitte Limited
PO Box 1245
Dunedin
BANKERS
Bank of New Zealand
Dunedin
SOLICITORS
Anderson Lloyd
Private Bag 1959
Dunedin 9054
Downie Stewart Lawyers
PO Box 1345
Dunedin 9054
Goldsmith Law
PO Box 40
Dunedin 9054
WEBSITE
www.blisprobiotics.co.nz
FACEBOOK
https://www.facebook.com/BLISTechnologiesLtd
INSTAGRAM
https://www.instagram.com/blistechnologies
COMPANY
DIRECTORY
FOR THE YEAR ENDED 31 MARCH 2023
BLIS TECHNOLOGIES LIMITED
83
ANNUAL REPORT
84
www.blis.co.nz
Physical Address
Blis Technologies Limited
Ground Floor
442 Moray Place
Dunedin 9016
Postal Address
PO Box 2208
Dunedin 9044
New Zealand
Email
info@blis.co.nz
Telephone
+64 3 474 0988
---
Results announcement
Results for announcement to the market
Name of issuer Blis Technologies Limited
Reporting Period 12 months to 31 March 2023
Previous Reporting Period 12 months to 31 March 2022
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$10,235 14%
Total Revenue $10,235 14%
Net profit/(loss) from
continuing operations
($1,350) (50%)
Total net profit/(loss) ($1,350) (50%)
Interim/Final Dividend
Amount per Quoted Equity
Security
It is not proposed to pay a dividend for the 12 months to 31
March 2023.
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
$0.0073 $0.0078
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
Please see attached result announcement for commentary on
the result.
Authority for this announcement
Name of person
authorised
to make this announcement
Richard Wingham
Contact person for this
announcement
Richard Wingham
Contact phone number +64 21 284 0446
Contact email address richard.wingham@blis.co.nz
Date of release through MAP
25/05/2023
Audited financial statements accompany this announcement.
---
Blis Technologies Limited: Ground Floor, 442 Moray Place, Dunedin Central 9016, PO Box 2208, Dunedin 9044, New Zealand
T:+64 3 474 0988 E: info@blis.co.nz W: www.blis.co.nz
25 May 2023
Revenue growth and a profitable second half year
Blis Technologies Limited (NZX:BLT) (Blis, the Company) has today reported its results for the 12
months to 31 March 2023. Blis has delivered revenue of $10.2 million, 14% growth on the prior year,
with an EBITDA loss of $0.6 million and a net deficit of $1.4m. A positive EBITDA of $0.6m and a net
profit of $0.3m was delivered in the second half of the year. These results are in line with the
upgraded guidance provided in early April 2023.
Key highlights for FY23 are:
• $10.2m Trading Revenue, 14% growth
• $0.6m EBITDA Loss
• $1.4m Net deficit
• 2HY23 positive EBITDA and a Net Profit
• Business to Business revenue growth 11%
• Business to Consumer revenue growth 21%
• First royalty payments from the Probi licensing partnership
“Blis Technologies’ (Blis) financial performance continues to improve. We have seen a rebound in
revenue from Europe, the first revenue from our strategic partnership with Probi and early signs of
an improved performance following the strategy reset.” said Blis Chairman Geoff Plunket.
“In July 2022 we confirmed a shift in our strategy, aimed at focusing on our strengths and returning
to a sustained profitable trading position. Our strengths centre around scientific discovery and
probiotic innovation. We are pleased with our progress implementing the revised strategy and there
are early positive signs of this delivering improved results.” added Blis CEO Brian Watson.
Key enablers of our strategy reset have been implemented. This includes quickly restructuring our
people resource and roles into B2B and B2C sales channel teams, a reset of our innovation pipeline
to support the B2B priorities, and the transition out of Unconditional Skincare Co. (USC) and retail
sales in Canada.
Along with this we are seeing early indicators of this refocus delivering improved performance
outcomes. In the second half of the financial year, we saw a positive EBITDA and profit, our B2B
business grew, and we delivered growth across prioritised B2C markets.
Outlook
Good progress has been made on our key objective of returning the company to a profitable trading
position. The coming year will see a continued focus on both growing revenue and enhancing
research and development capabilities.
Blis Technologies Limited: 81 Glasgow Street, South Dunedin 9012, PO Box 2208, Dunedin 9012, New Zealand
T:+64 3 474 0988 E: info@blis.co.nz W: www.blis.co.nz
Ends
For further information, please contact:
Brian Watson
CEO
+64 27 705 9133
About Blis Technologies Ltd
Delivering proven health benefits through evidence-based, advanced probiotics
Blis Technologies is an NZX-listed manufacturer of advanced probiotic strains that go beyond the gut.
Combining innovation with evidence-based research and the highest quality production controls enables
the delivery of probiotic solutions for specific health targets including throat health, halitosis (bad breath),
immune support, teeth and gum health and skin health. BLIS
®
products are sold throughout New Zealand
and in Australia, Asia, Europe and the USA. More information about Blis Technologies Ltd can be found at
www.blis.co.nz.
Website: www.blis.co.nz www.blisprobiotics.co.nz
Instagram: @blisprobiotics #blisk12 #blism18 #blisq24
Facebook: @BLISProbiotics
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.
Other issuers discussed similar conditions around this time
Matched by meaning across NZX announcement text, not keywords — based on our semantic index of announcement bodies.
- PEB — Pacific Edge Limited: Pacific Edge Delivers on Growth Strategy in FY 20232023-05-24
“FINANCIAL PERIOD (March Year)FY 23FY 22FY 21 FY 23 vs FY 22 $000$000$000 △ % Operating revenue$19,616$11,445$7,70171% To t a l re v e n u e$26,124$13,878$10,43988% Operating expenses$53,089$33,666$24,66258% Total comprehensive loss-$27,064-$19,674-$14,17738% Cash receipts from…”
- SML — Synlait Milk Limited: Synlait Publishes Half Year 2023 Result2023-03-26
“--- HALF YEAR RESULTS INVESTOR PRESENTATION For the six months ended 31 January 2023 KEY TAKEAWAYS FROM TODAY Two year recovery, now three years While underlying momentum is lifting, Synlait’s full financial recovery will take longer than planned. Business unit diversifi…”
- CVT — Comvita Limited: Record Sales at Comvita2023-08-21
“OUR STRATEGY Pleased with Progress Exciting things under way on a number of fronts 04. REPORTING A Sweet Future Resilient in the face of a tough year 10. FOCUS ON OUR MARKETS Continuing to Win Geographic top-line summary 32. OUR HARMONY PLAN Our Commitment to Care Sustaina…”