AI assistant
EDEN INNOVATIONS LTD — Annual Report 2017
Sep 28, 2017
64820_rns_2017-09-28_251a1b05-d903-4be6-9008-53be54208972.pdf
Annual Report
Open in viewerOpens in your device viewer
==> picture [596 x 430] intentionally omitted <==
==> picture [157 x 71] intentionally omitted <==
Annual Report for the Year Ended 30 June 2017
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
CONTENTS
| Highlights | 2 |
|---|---|
| Corporate Directory | 3 |
| Review of Operations | 4 |
| Directors’ Report | 14 |
| Auditors’ Independence Declaration | 19 |
| Consolidated Statement of Proft or | |
| Loss and Other Comprehensive Income | 20 |
| Consolidated Statement of Financial Position | 21 |
| Consolidated Statement of Changes in Equity | 22 |
| Consolidated Statement of Cash Flows | 23 |
| Notes to the Financial Statements | 24 |
| Directors’ Declaration | 38 |
| Independent Auditor’s Report | 39 |
| Additional Information for Listed Public Companies | 42 |
ASX Code: EDE
1
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
HIGHLIGHTS DURING THE 2016-2017 FINANCIAL YEAR
EDENCRETE®
Colorado
-
¬ Construction and testing of Eden’s expanded Colorado production facility was completed during the year and the expanded Colorado production facility is now operational.
-
¬ Eden purchased the building housing its existing Colorado plant together with an adjoining building, securing additional space, and facilitating a possible further increase in the EdenCrete® production capacity in Colorado.
-
¬ Denver Public Works commenced EdenCrete® evaluation in Colorado.
Georgia
-
¬ EdenCrete® was officially added to the Georgia Department of Transportation (“GDOT”) Qualified Products List for its 24 hour repair mix and the first EdenCrete® order (for US$50,000) was received and shipped for a GDOT repair project.
-
¬ GDOT advised that EdenCrete® is to be used in all of its State-funded, full depth concrete slab repair projects in Georgia over the next 12 months ending 30 June 2018.
-
¬ A field trial of EdenCrete® in concrete used for new road construction in Georgia commenced in March 2017.
-
¬ Encouraging 90 days permeability results received from MARTA trial conducted in May 2016.
Texas
-
¬ Texas Department of Transportation (“TxDOT”) approved concrete mixes incorporating EdenCrete® for a large TxDOT approved pre-cast/ pre-stressed concrete manufacturer.
-
¬ Eden entered into a three year, bulk supply contract for EdenCrete® with the manufacturer and the first order worth more than US$100,000 was shipped in April 2017. The estimated aggregate annual sales under this contract may be up to US$1 million p.a. and EdenCrete® is now being added by the manufacturer to the concrete used for bridge beams in Texas.
Sales and Marketing Progress
-
¬ Experienced sales team appointed.
-
¬ Eden received and shipped its first European order for EdenCrete®, worth US$25,000.
-
¬ Trials by various possible customers for a range of applications commenced and continue to occur on an ongoing basis as an integral part of the process of securing new customers.
-
¬ Approvals for use of EdenCrete® for one or more applications secured in Arkansas, Colorado, Georgia, Mississippi, North Carolina, Tennessee, Texas and Virginia.
-
¬ Eden signed Memorandum of Understanding with Korean engineering firm to review feasibility of proposed Korean EdenCrete® Distributorship.
ASTM Test Programme
-
¬ ASTM C494 “S” Test Programme for EdenCrete®, which measured changes in performance of EdenCrete® enriched concrete over 12 months, was successfully completed.
-
¬ A 90 days trial of EdenCrete® undertaken in accordance with the ASTM C1543 delivered a significant improvement (reduction) in permeability in concrete immersed in a brine solution.
EdenCrete® US Patent Application
- ¬ US Patent application submitted in relation to methods and systems for producing admixtures for concrete that contain nano-carbon particles.
OPTIBLEND® DUAL FUEL
- ¬ Orders received during the year for 21 units (approx. US$580,000).
EDENPLAST™
- ¬ Eden and University of Queensland (“UQ”) awarded A$310,000 grant by the Australian Research Council (“ARC”).
CORPORATE
-
¬ A$15 million placement completed through Bell Potter, mainly to 4 Australian institutions.
-
¬ Companies in the Group changed their name from “Eden Energy” to “Eden Innovations” reflecting the Group’s future focus.
ASX Code: EDE
2
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
CORPORATE DIRECTORY
DIRECTORS:
Gregory H Solomon LLB (Executive) Douglas H Solomon BJuris LLB (Hons) (Non-Executive) Guy T Le Page B.A., B.Sc. (Hons).,M.B.A., F.FIN., MAusIMM (Non-Executive) Richard J Beresford FAICD FAIE (Non-Executive)
COMPANY SECRETARY:
Aaron P Gates BCom CA AGIA
REGISTERED OFFICE:
Level 15 197 St Georges Terrace Perth Western Australia 6000 Tel +61 8 9282 5889 Fax +61 8 9282 5866 Email: [email protected] Website: www.edeninnovations.com
SOLICITORS:
Solomon Brothers Level 15 197 St Georges Terrace Perth WA 6000
AUDITORS:
Nexia Perth Audit Services Pty Ltd Level 3 88 William Street Perth WA 6000
SHARE REGISTRY:
Advanced Share Registry Services 110 Stirling Highway Nedlands WA 6009
STOCK EXCHANGE LISTING:
ASX Code: EDE (ordinary shares)
Quotation has been granted for all the ordinary shares and issued EDEO options of the company on all Member Exchanges of the Australian Securities Exchange Limited.
ASX Code: EDE
3
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
REVIEW OF OPERATIONS
During the year Eden made significant progress towards achieving its goal of having EdenCrete®, Eden’s carbon nanotube-enriched concrete admixture, become a product that is widely used in the concrete market, particularly the huge US infrastructure market. Progress was also achieved in Eden’s collaborative research projects being conducted with the University of Queensland and Deakin University.
Whilst sales of the Optiblend® dual fuel system remained slow due to the ongoing low oil prices and the limited oil and gas exploration taking place as a result, nevertheless a combined total of 21 Optiblend® dual fuel systems were sold in India and the USA during the year, having an aggregate value of US$0.58 million.
EDENCRETE® (Eden 100%)
Expansion of Eden’s Colorado EdenCrete® Production Capability
The expansion of the EdenCrete® production capability in Colorado, from 108,000 gallons per annum to a targeted output of between approximately 2 million - 2.4 million gallons (7.6 - 9.1 million litres) per annum, or approximately 40,000 gallons (151,000 litres) per week, was undertaken and the plant is now operational. The new plant includes two new large-scale carbon nanotube (CNT) production reactors, and 40,000 gallons of underground storage capacity (see Figures 1 and 2).
==> picture [397 x 218] intentionally omitted <==
Figure 1. Reactor Being Lifted off Low Loader.
==> picture [397 x 202] intentionally omitted <==
Figure 2. Two 20,000 gallons capacity EdenCrete® underground storage tanks.
ASX Code: EDE
4
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
These new reactors are far larger than the two earlier reactors, and operating 24 hours per day, are intended to be able to produce sufficient carbon nanotubes for between 2 million and 2.4 million gallons of EdenCrete® per year. Eden’s expanded EdenCrete® production capability in Colorado incorporates:
-
¬ Two reactors for producing the carbon nanotubes which were successfully trialled and produced commercial quantities of carbon;
-
¬ A carbon silo and the automated pneumatic conveyor system for the carbon;
-
¬ A liquid nitrogen gas supply;
-
¬ A mixing system that is integrated with the rest of the production process. One of the larger components in the mixing system:
-
is supplied by the same supplier and operates in the same manner as, but is smaller than, the final mixing system (“Full Capacity Mixing System”) that is planned to be used in Colorado, and which is also currently intended to be used in the future Georgia plant;
-
will be replaced in the Colorado manufacturing process with a Full Capacity Mixing System when justified by increasing EdenCrete® sales, to provide production capacity in Colorado up to the currently estimated maximum production capacity of the Colorado plant of approximately 2-2.4 million gallons of EdenCrete® per annum;
-
when replaced, the process is seamless and is will involve simply substituting the larger capacity piece of equipment for the existing component; and
-
is intended to continue to be used, after the Full Capacity Mixing System is installed, as a second mixing system for the future production of other variations of EdenCrete® that are currently being planned;
-
¬ Current capability of producing, on a 24-hour basis, over 1 million gallons of EdenCrete® per annum which will be increased to 2-2.4 million gallons of EdenCrete® per annum as and when sales increase;
-
¬ A computerized control system for the whole plant which was trialled and is operational; and
-
¬ A roadside bulk delivery system for loading the EdenCrete® into bulk road tankers which was tested and is operational.
Eden can now confidently commit to supplying greatly increased quantities of EdenCrete®.
Purchase of Original Colorado Production Facility Completed
During the year the company completed the purchase of the land and building housing its original Denver based production facility for approximately US$1.2million, payable over 5 years and carrying interest to the vendor at the rate of 2% p.a, giving Eden security over its expanded Colorado production facility.
New Colorado property purchased to facilitate further EdenCrete® production expansion
Eden also purchased an adjoining property that shares a common rear boundary with Eden’s existing Colorado plant, for US$1.525 million to secure the additional space. The property comprises a parcel of land with an area of 24,829 square feet (2,306 m2) on which is erected a two storey building with a total area of 12,599 square feet (1,170 m2) that was built in 1999.
The building has a number of offices, a large workshop/ warehouse area and loading dock suitable for semi-trailers.
It enabled the administration, the OptiBlend® business and a greatly expanded research and development facility to be re-located from Eden’s existing site, freeing up additional space in the original for the EdenCrete® production.
This added space adds significantly to the company’s EdenCrete® production capability in Colorado.
Denver Public works commenced EdenCrete® evaluation in Colorado
During the year, trials commenced with the Denver Public Works to evaluate EdenCrete® in several locations around Denver. EdenCrete® is being evaluated for its ability to improve the durability of concrete placed in Denver where it is exposed to significant quantities of de-icing salts and road chemicals. The evaluation period may last for perhaps up to 12 months.
If the trials are successful, it is hoped that positive results will translate into the Denver Public Works commencing to use EdenCrete® on a broad scale in suitable projects across Denver, and potentially leading to its use in other areas of Colorado, and perhaps into other States as well, for similar applications.
To date, two sections of roadways in Denver that are exposed to high application rates of de-icing salts and road chemicals to inhibit the formation of ice on the roads, have been trialled and the results to date have been encouraging (see Figure 3).
These trials in Colorado by the Denver Public Works represented the first governmental field trials of EdenCrete® on road projects in any State outside of Georgia and compliment the recently addition of EdenCrete® to the Colorado Department of Transportation’s Approved Product List.
ASX Code: EDE
5
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
==> picture [505 x 234] intentionally omitted <==
Figure 3. EdenCrete® Trial Slabs on in Denver, Colorado.
EdenCrete® - Georgia
EdenCrete® to be used in all state funded, concrete road repair projects in Georgia over next 12 months
In January 2017 EdenCrete® was added to the Georgia Department of Transportation (“GDOT”) Approved Product List, which was followed on 23 January 2017 by the amendment of the GDOT specifications for its 24-hour Accelerated Strength Concrete repair mix that required the addition of EdenCrete® to this repair mix (see Figure 4).
==> picture [248 x 163] intentionally omitted <==
Figure 4. GDOT Twenty-Four Hour Accelerated Strength Concrete Specifications
GDOT has now confirmed that EdenCrete® is to be included in the concrete repair mix to be used on all State funded, full depth concrete slab replacement projects on highways in Georgia undertaken during the financial year commencing 1 July 2017.
Around 16 projects over the 12 month period are currently anticipated, including up to 5 or 6 major repair projects, with the remainder being likely to be of a smaller scale.
The schedule, including the number and details of projects that are nominated by each district is not fixed and may change at any time for various reasons including changes in priorities of the district.
More details of the schedule, the anticipated size, value and timing of these projects, are awaited over the coming months.
The inclusion of EdenCrete® in the GDOT 24 hour concrete repair mix on all State funded, full depth concrete slab replacement projects on highway projects in Georgia during the 2017-2018 financial year represented a major milestone and a significant advance towards the broad penetration by EdenCrete® into the US concrete and infrastructure markets.
First Order for a GDOT road repair project
In February 2017, Eden received and shipped its first order for US$50,000 worth of EdenCrete® for a GDOT road repair project, in which EdenCrete® was added at a dosage rate of 2 gallons (7.57 litres) per cubic yard (0.765 metres3) and the amount of cement used was reduced by 15%. The project required approximately 1,000 cubic yards of concrete, equivalent to approximately 125 standard sized ready-mix concrete truck loads (8 cubic yards capacity).
EdenCrete® Field Trial in GDOT New Highway Projects
During the year a field trial of EdenCrete® by GDOT, for possible future use in new concrete road construction in Georgia commenced. The trial is taking place on a state highway involved the addition of EdenCrete®, at a dosage rate of 2 US gallons (7.57 litres) per cubic yard (0.7645 cubic metres) of concrete, to sufficient concrete to lay a two lane wide section of new highway approximately 80 yards (73.15 metres) in length (see Figure 5).
ASX Code: EDE
6
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
==> picture [505 x 169] intentionally omitted <==
Figure 5. Completed section of highway with added EdenCrete
The evaluation period to be undertaken by GDOT of the field trial is likely to be at least 12 months. A successful outcome could open the way for the possible future participation of EdenCrete® in the construction of new roads and highways in Georgia, the annual budget for which currently exceeds US$700 million per annum.
This field trial was undertaken pursuant to the decision of the GDOT New Products Evaluation Committee in December 2015 that EdenCrete® be allowed to undertake a Field Test in the applications of Portland cement for concrete pavements (GDOT Specification Section 430 and/or 439) and concrete whitetopping (GDOT Specification Section 453) (replacing the surface of an asphalt pavement with a concrete surface layer).
On 6 December 2016, the Commissioner of GDOT gave a presentation in which he outlined the projections for Georgia’s transportation infrastructure programme and GDOT budget through to the end of 2019.
It included a detailed breakdown of work that is underway and planned in relation to highways, roads and bridges, as well as budgeted expenditure of US$1.5 billion dollars for the 2017 financial year (1 July 2017- 30 June 2018), and gives a very good picture of Eden’s primary target market in Georgia for EdenCrete®.
The work planned by GDOT through until June 2018 includes:
-
¬ Over 2,500 miles of roadway resurfacings;
-
¬ 118 bridge replacements;
-
¬ More than 300 bridge rehabilitations; and
-
¬ Upgrade and improve 109 intersections with signals.
Significant Improvement Achieved in Permeability Test in MARTA Trial
During the year, permeability tests were also completed of concrete incorporating EdenCrete® that showed a significant improvement (reduction) in permeability of EdenCrete® enriched concrete after immersion in a 3% chloride brine solution for 90 days, in accordance with the ASTM C1543 and AASHTO T259 standard test procedures
(see Table 1). AASHTO is the American Association of State Highway and Transportation Officials.
In this trial EdenCrete® was added at 3 US gallons / cubic yard (7.43 litres / cubic metre) of concrete, and was compared with the same concrete mix containing no EdenCrete®. The tests involved completely submerging in the 3% chloride brine solution for ninety days, a 12 inch (304.8mm) square block, 4 inches (101.6mm) thick, of each of the reference concrete and the EdenCrete® enriched concrete, and after the 90 days immersion:
-
¬ Removing with a diamond drill a 2 inch (50.8 mm) diameter, full-depth circular core from the centre of each test block;
-
¬ Cutting horizontally 4 cross-sections of each core at the specified depths shown in Table 1 above, with each cross section being 10 mm thick (10-20mm, 25-35mm, 40-50mm and 55-65mm) for analysis; and
-
¬ The 4 cross sections from each core were then pulverised and the total percentage of chloride (by weight) (ASTM C1152) in each of these cross sections was the analysed.
| Depth of Cross Sections Tested |
Reference Concrete |
EdenCrete® Concrete |
|---|---|---|
| 10-20mm | 0.055% chloride | 0.006% chloride |
| 25-35mm | 0.039% chloride | 0.001% chloride |
| 40-50mm | 0.001% chloride | 0.000% chloride |
| 55-65mm | 0.001% chloride | 0.000% chloride |
Table 1. Chloride Levels (by weight) in each analysed cross section after 90 days’ immersion
This dramatic reduction in chloride ingress, reflecting a far lower permeability of the EdenCrete® enriched concrete, is a further significant step forward in accessing both repairs and construction of highways and bridges were salt is spread to retard the formation of ice, and also for both coastal and marine applications where concrete is exposed to elevated salinity.
ASX Code: EDE
7
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
REVIEW OF OPERATIONS (Continued)
EdenCrete® - Texas
During the year, the Texas Department of Transportation (“TxDOT”) approved the use of EdenCrete® in two proprietary concrete mixes developed by a significant Texas based manufacturer of pre-stressed concrete beams which are used in the construction of bridges in Texas. Following this approval, Eden entered into a three year, bulk supply agreement with this manufacturer to supply it with the required EdenCrete®.
Whilst there are no minimum sales requirements in the contract, and it is not certain what will be the aggregate sales of EdenCrete® to be supplied on an annual basis, based on the current throughput at the plant, Eden anticipates that it could be in the order of US $1million per annum and EdenCrete® is now being added by the manufacturer to the concrete used for bridge beams in Texas (see Figure 6).
Eden had been trialling EdenCrete® with the manufacturer to develop alternative, better concrete mixes that also meet all current and proposed standards required by TxDOT that require a significant reduction in the aggregated quantity of cementitious material that is used to make the concrete.
After nearly six months of work with the support of Eden, the manufacturer developed the two concrete mixes that each includes EdenCrete®, added at a dosage rate of 0.5 US gallon/ cubic/yard (2.476 litres/ cubic metre) of concrete respectively that have been approved by TXDOT for use in pre-cast / pre-stressed bridge applications. Each of these two new concrete mixes:
-
¬ Reduce the total cost of the concrete;
-
¬ Achieve a more workable and less sticky concrete mix that achieves all the required break strengths for the particular applications for which they will use the concrete;
-
¬ Result in a smoother finish with fewer bug holes, that looks better and is anticipated will require less patching and/or repairs;
-
¬ Will enable the manufacturer to reduce the cementitious content of the mixes which in turn will lower the cost of production of the products; and
-
¬ Will enable the manufacturer to meet the new standards that TxDOT has announced will commence at the end of September 2017, partly driven by an emerging shortage of fly ash, requiring a lower cementitious content in the concrete used in bridge construction.
==> picture [505 x 287] intentionally omitted <==
Figure 6. Typical prestressed bridge beam being fabricated at Valley Prestress Products
ASX Code: EDE
8
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
Other benefits may also potentially be achieved when the mixes are used commercially.
Under the terms of the three year contract, Eden will supply and deliver EdenCrete®, using a road tanker, in bulk into a 5,000 US gallon dispensing tank (supplied by Eden) at the manufacturer’s plant in Texas, and that will then be added into the concrete batching process in the same way that other admixtures are added to concrete.
The first order of EdenCrete® for the Texas market was received in early April 2017 under this contract and was for more than US$100,000 worth of EdenCrete®, and was shipped on 9th April 2017 in a bulk tanker (see Figure 7) and a second order was delivered in July 2017. Eden has been advised that EdenCrete® is now being included by the manufacturer in the concrete they are using to make bridge beams for TxDOT at the plant where the trials were carried out.
The manufacturer also has three other plants, at least one of which is also involved in production of products for bridges in Texas and which may also commence to use EdenCrete® once a successful operation at the first plant has been established.
Additionally there are over ten other precast manufacturers in Texas who are approved by TxDOT for precast/ prestressed bridge components and Eden has
trials underway or planned with a number of them and plans to progressively approach all the TxDOT approved precast manufacturers in due course.
The precast concrete market represents a large portion of the total US concrete market. In particular, in addition to precast building products for low and high rise construction, the use of precast products is particularly common in the construction and maintenance of bridges. The US bridge market is a primary target for the possible future use of EdenCrete®, with a growing emphasis on using more durable concrete to produce much longer lasting structures.
In July 2015, the US Federal Department of Transportation published a State-by-State analysis of the condition of Federal roads and bridges in the USA (1), and concluded that of the 604,000 bridges, over 124,000 were functionally obsolete or structurally deficient.
Relevantly, Texas has both the most bridges (52,561) of any State, representing 8.68% of all the bridges in the USA, and the highest number, being 9,998 (or 19% of all the bridges in Texas) that were determined by the US Federal Department of Transportation in July 2015 to be functionally obsolete or structurally deficient.
==> picture [505 x 287] intentionally omitted <==
Figure 7. Loading tanker with first bulk delivery of EdenCrete® to Texas
ASX Code: EDE
9
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
REVIEW OF OPERATIONS (Continued)
EdenCrete® - Sales and Marketing Progress
Sales Team Appointed
During the year, Eden appointed an experienced sales team with more than 200 years collective experience in selling concrete admixtures to sell EdenCrete®. The team is spread out across the USA.
First European Order
During the year, Eden received and shipped its first European order for EdenCrete® worth US$25,000. The order was received from a significant European construction company that specialises in pre-cast and prefabricated construction and that operates widely throughout Eastern Europe. At the date of this report, the trials by the European construction company are continuing.
The future plan is to export EdenCrete® that is proposed to be produced at Eden’s proposed production facility in Augusta, Georgia, through the Port of Savannah, 130 miles away and open up the global market for EdenCrete®.
Various Trials Commenced
Trials of EdenCrete® by a number of possible customers for a range of applications commenced in various parts of the US during the year. A number of them that have been completed and it is hoped some will translate into sales. Trials with new customers, which can take an extended time to complete, are almost always required and are expected to continue to occur on an ongoing basis as an integral part of the process of securing new customers. At the date of this report there are a number of trials scheduled to commence over the next few months.
Approval to Use EdenCrete® in Seven State Departments of Transport
As at the date of this report, Eden has received approval for the use of EdenCrete® in concrete for one or more applications, from the Departments of Transportation in Arkansas, Colorado, Georgia, Mississippi, North Carolina, Tennessee, Texas and Virginia. Additionally, EdenCrete® has also been successfully field trialled in both Georgia and Texas, and is now in commercial use in both of these States. Eden has also commenced discussions with the Federal Highways Administration in relation to whether it may be possible at some stage in the future to obtain approval for the use of EdenCrete® in Federal funded projects in Georgia.
Eden intends to progressively increase the number of States where EdenCrete® is approved for use. Each State has its own procedures and timetables for considering applications. Eden has also initiated the national highways (NTPEP) certification process that will take at least 12 months to complete from when the trials actually begin
which are anticipated to commence in the next few months. The NTPEP certification is similar to the ASTM certification process that Eden has completed, but unlike the NTPEP certification that is only relevant to US roads and bridges, the ASTM certification is widely accepted around the world, such as in Korea.
Obtaining DOT approvals in the various States is proving to be a reasonably slow process, and if approved, field trials are still likely to be required. Initial steps are underway to seek field trials of EdenCrete® with the DOTs in several States where EdenCrete® has been added to the Approved Product List but not yet field trialled.
Memorandum of Understanding Executed for Possible Korean EdenCrete® Distributorship
In June 2017, Eden signed a Memorandum of Understanding (“MOU”) with Korea Consultants International Co., Ltd. (“KCI”), a Seoul-based engineering consulting firm, to jointly review the feasibility of KCI being appointed as the sole distributor in the Republic of Korea (“Korea”) for EdenCrete®. Initial meetings were held with both with the Korean Government testing authority, and the Korean Government owned corporation that constructs, maintains and operates an expressway network in Korea on behalf of both the Government and Public Private Partnerships and provided EdenCrete® was positively received. In late July 2017, the Korean Government testing authority agreed to proceed with the laboratory testing of EdenCrete® and this is planned to commence by early September 2017.
Whilst the MOU that has been signed is non-binding and preliminary, depending on outcomes from these tests which may take 6 months or more to complete, Eden and KCI intend to negotiate the possible appointment of KCI as the exclusive distributor of EdenCrete® in Korea.
KCI, an innovative, integrated engineering consultancy company that approached Eden, provides planning, design, supervision, project management and construction management services for a broad range of infrastructure and construction projects, including for roads, bridges, railways, ports, airports, water supply and sewerage projects. Since 1982, KCI has been involved in hundreds of significant projects in Korea, including the construction of some of the longest bridges and tunnels in the world, for a range of clients including the Korean Government, Public Private Partnerships and other companies.
With its head office in Seoul, KCI also maintains 9 overseas offices. Over the years it has participated in over 140 significant engineering projects in 23 other countries, spread across Asia, Africa, the Middle East, South America and Oceania, including a number of major infrastructure projects that were funded through international aid programmes. Out of these 140 projects,
ASX Code: EDE
10
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
the majority of these were undertaken in the Asian/Pacific region, in which KCI has been involved in 123 projects in 13 countries.
The potential size of the Asian/ Pacific market was detailed in a 2015 report on the potential global spending on transport infrastructure around the world between 2015 and 2025, published by PricewaterhouseCoopers*, in which the cumulative global expenditure in trillions of dollars, by regions, was estimated (see Figure 8 below).
*Assessing the global transport infrastructure market: Outlook to 2025
www.pwc.com/gx/en/transportation-logistics/pdf/ assessing-global-transport-infrastructure-market.pdf
ASTM Test Programme
Completion of ASTM C494 “S” Test Programme
In December 2016, Eden completed the 12 months long testing programme for EdenCrete® enriched concrete that was undertaken in Colorado, to test EdenCrete® in accordance with the standards and the procedures of the American Society for Testing and Materials (“ASTM”) for ASTM C494 “S” certification of EdenCrete®, the industry standard certification procedure for specific performance concrete admixtures.
The details of the positive results achieved during the 12 month trial period are set out in Figure 9.
==> picture [392 x 258] intentionally omitted <==
Figure 8. (Source: PricewaterhouseCoopers and Oxford Economics)
==> picture [393 x 176] intentionally omitted <==
Figure 9: Completed ASTM C494 Results
ASX Code: EDE
11
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
REVIEW OF OPERATIONS (Continued)
The completion of the ASTM C494 “S” trial programme is another major milestone and will facilitate:
Proposed Georgia based EdenCrete® Production Facility
- ¬ The continuation of the approval process towards a future approval to use EdenCrete® on highways by other State Departments of Transportation in the USA to which Eden has already applied for approval, but which first require the completion of the ASTM C494 Programme, in addition to satisfaction of other later conditions; and
In 2015-2016, Eden’s wholly owned subsidiary, EdenCrete Industries Inc. (“ECI”) secured an attractive financial assistance and incentives package worth an aggregate of US$24.76 million to assist it establish its large scale global manufacturing plant in Augusta, Georgia on 45 hectares (112 acres) of industrial land and with an option over a further 31.5 acres. The area of land that will be the subject of the grant that ECI will receive, was during the year increased to 143.5 acres, and includes the additional area that was originally subject to the option.
- ¬ Assessment of the performance of EdenCrete® for its possible future use by a range of groups including engineers and architects both in the USA and also in other countries.
The ASTM C494 “S” trial results were all based on a dosage rate of 3.5 US gallons of EdenCrete® per cubic yard of concrete, 12.5% lower dosage than that trialled by GDOT.
ECI proposes to establish its large-scale global EdenCrete® production facility in Augusta over the next seven years at an estimated cost of US$67 million to create 251 jobs, and upon which the incentive package is conditional.
EdenCrete® US Patent Application
At the date of this report, Eden has lodged an application for a US patent in relation to methods and systems for producing admixtures for concrete that contain nanocarbon particles (including carbon nanotubes), and methods and systems for making concrete using the admixtures.
The 2 miles of new roadway has now been cleared down to the proposed EdenCrete® plant site and engineers have been commissioned to commence the preliminary site plans for the proposed Eden plant.
The facility that is being planned be built in up to 7-8 separate buildings, each with four production lines with a total planned annual production capacity of approximately 189 million litres (50 million gallons) of EdenCrete® concrete admixture per building. A concept plan for the total developed site has now been prepared, and the latest version is attached as Figure 10.
The patent application includes methods and systems of manufacturing admixtures that contain one or more of a broad range of nano-carbon materials including carbon nanotubes, and including EdenCrete®.
Applications for similar patents, based on the US patent application are intended to be lodged in due course in Europe and a number of other strategic countries, in which, under the Patent Convention Treaty, Eden’s priority will operate from the date of lodgement of the application in the US.
==> picture [360 x 240] intentionally omitted <==
Figure 10. Concept Plan for Future Augusta EdenCrete® Production Plant
ASX Code: EDE
12
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
High strength CNT enriched concrete requiring little or no reinforcing steel
The research project with Deakin University (“Deakin”), partly funded by an Australian Research Council (“ARC”) Linkage Grant into ultra-high strength carbon nanotube enriched concrete requiring little or even no reinforcing steel, continued during the year. A range of different formulations of EdenCrete® have been produced and during the period, a reasonably large consignment of these formulations of EdenCrete® was shipped to Deakin to enable the trials and research to begin.
This project offers Eden an opportunity to collaborate in world-leading, high level research into how its EdenCrete® carbon nanotube enriched concrete admixture affects concrete at a nano-scale in delivering increased flexural and compressive strength, increased abrasion resistance and reduced permeability, amongst other benefits.
This research could potentially lead to both the improvement of EdenCrete® and the development of ultra-high strength concrete that requires little or no steel re-enforcing. Quite apart from the enormous environmental and financial implications, such an outcome would have major implications for the global construction industry. Eden has already made significant advances with EdenCrete® towards ultimately achieving this goal, and this new project could assist in accelerating this progress.
EdenPlast™ / CNT Enriched Polymers and Plastics
Work continued on the 2014 collaborative research project, partially funded by the Australian Research Council (“ARC”) (to the extent of A$255,000), that Eden and the University of Queensland have been undertaking into carbon nanotubes in plastics. Additionally, an application for further ARC grant funding was lodged to enable the work to continue past the end of the current program, and a grant of $310,000 payable over 3 years was approved in February 2017.
The following conclusions from the preliminary result have been achieved to date with Eden’s new product (EdenPlast™):
-
¬ Excellent combination of high modulus (stiffness) and outstanding ductility (elongation-at-break) achieved for Nylon containing <1% Eden’s CNTs compared to commercial grades of nano Nylon 6.
-
¬ Superior ductility with comparable tensile strength (> 75 MPa, 50% Relative Humidity (“RH”) conditions) compared to super-tough commercial Nylons containing higher levels (4wt%) of nanoclays.
-
¬ Higher tensile strength than comparable Nylon based materials with similar ductility.
-
¬ Excellent dispersion of the Eden’s CNTs in EdenPlast™.
-
¬ Visual clarity and transparency suggests suitability for a super-tough-film grade.
-
¬ The relatively low-cost processing method of EdenPlast™ could potentially result in production of cost-effective, high-stiffness and/or high-toughness grades of nano Nylon 6.
-
¬ Possible suitable future markets for EdenPlast™, indicated by the results to date, are the automotive and packaging markets.
-
¬ Whilst fundamental studies (XRD, rheology, thermal and electrical analysis) and further standard characterization (ASTM, ISO) need to be carried out (impact, flexural, tensile, dynamical, fatigue) before possible commercialisation could be considered, these preliminary results from extruded filaments are considered very encouraging.
At the date of this report, Eden has lodged an application for a US patent in relation to methods for making nanostructured materials using intercalation of carbon nanoparticles.
OPTIBLEND® DUAL FUEL SYSTEM (EDEN 100%)
During the year, despite the continued lower price of oil and the on-going slow-down in oil and gas exploration, Eden Innovations LLC, Eden’s wholly owned U.S. subsidiary, received purchase orders for 18 OptiBlend® systems worth US$530,000 and Eden Innovations India Pvt Ltd received orders for 3 units worth US$50,000.
Eden developed OptiBlend®, an efficient dual fuel system that is capable of operating on diesel, and displacing up to 70% of the diesel fuel with natural gas The use of the natural gas not only reduces the greenhouse gas emissions from the engine but, where natural gas is cheaper than diesel, it can also reduce fuel costs. It has significant market potential particularly in both the back-up power market and also the oil and gas drilling market where diesel-powered generator sets (“gensets”) are used.
CORPORATE
Successful A$15 million capital raising
During the year Eden completed an A$15m placement to Australian institutional and sophisticated investors.
Re-branding of “Eden Energy” to “Eden Innovations”
In order to reflect more accurately the ongoing focus of the Group as a clean technology innovator that is now engaged exclusively in developing and marketing a range of new technologies, a resolution to change the name of the company from “Eden Energy Ltd” to “Eden Innovations Ltd” was approved at the company’s Annual General Meeting on 28 October 2016, and this has been implemented.
ASX Code: EDE
13
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
DIRECTORS’ REPORT
Your directors present their report on the Company and its controlled entities for the financial year ended 30 June 2017.
Directors
The names of directors in office at any time during or since the end of the year are:
Gregory H Solomon Guy T Le Page Douglas H Solomon Richard J Beresford
Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.
Company Secretary
The following person held the position of company secretary at the end of the financial year:
Mr Aaron P Gates has worked for Eden Innovations Ltd for the past 9 years. He is a Chartered Accountant and Chartered Secretary. He has completed a Bachelor of Commerce (Curtin University) with majors in accounting and business law and completed a Diploma of Corporate Governance. Prior to joining Eden he worked in public practice in audit and corporate finance roles.
Principal Activities
Financial Position
The net assets of the consolidated group have increased from $15,041,421 at 30 June 2016 to $19,565,322 in 2017. This increase is largely the result of capital raisings during the year. The group’s working capital, being current assets less current liabilities, has decreased from $11,234,511 in 2016 to $6,544,901 in 2017.
Significant Changes in State of Affairs
There have been no significant changes in the state of affairs that occurred during the financial year.
After Balance Date Events
No matters or circumstances have arisen since the end of the financial year which significantly affected or may significantly affect the operations of the group, the results of those operations, or the state of affairs of the group in future financial years.
Future Developments, Prospects and Business Strategies
The Group proposes to continue developing and marketing its technologies, including EdenCrete® and OptiBlend® as detailed in the Review of Operations.
Environmental Issues
The Group is subject to environmental regulation and complies fully with all requirements.
Eden Innovations Ltd produces and sells a high performance concrete admixture, EdenCrete® and retrofit dual fuel technology, OptiBlend®, developed for diesel generator sets.
There were no other significant changes in the nature of the consolidated group’s principal activities during the financial year.
Operating Results
The consolidated loss of the group after providing for income tax amounted to $11,263,770 (2016: $3,340,533).
Dividends Paid or Recommended
No dividends were paid or declared for payment during the year.
Review of Operations
A review of the operations of the Group during the year ended 30 June 2017 is set out in the Review of Operations on Page 4.
ASX Code: EDE
14
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
DIRECTORS’ REPORT
Information on Directors
Gregory H SolomonExecutive Chairman
Qualifications LLB Experience Appointed Executive Chairman 2004. A qualified lawyer with more than 30 years’ Australian and international experience in a wide range of areas including commercial negotiation and corporate law. Following 15 years’ experience as a director on a number of ASX listed companies, for the past 13 years in his role as Executive Chairman he has been responsible for initiating and managing the entire business development of all companies in the Group since its incorporation. Interest in Shares and Options 27,652,546 Ordinary Shares, 13,092,309 EDEO options Directorships held in other Tasman Resources Limited (ASX:TAS) listed entities Conico Limited (ASX:CNJ)
Douglas H Solomon Non-Executive Qualifications BJuris LLB (Hons) Experience Board member since May 2004. A Barrister and Solicitor with more than 20 years’ experience in the areas of mining, corporate, commercial and property law. He is a partner in the legal firm, Solomon Brothers.
Interest in Shares and Options Directorships held in other listed entities
23,868,198 Ordinary Shares, 11,264,416 EDEO options Tasman Resources Limited (ASX:TAS) Conico Limited (ASX:CNJ)
Non-Executive
Guy T Le Page Non-Executive Qualifications B.A., B.Sc. (Hons).,M.B.A., F.FIN., MAusIMM Experience Board member since May 2004. Currently a corporate adviser specialising in resources. He is actively involved in a range of corporate initiatives from mergers and acquisitions, initial public offerings to valuations, consulting and corporate advisory roles. He previously spent 10 years as an exploration and mining geologist in Australia, Canada and the United States. His experience spans gold and base metal exploration and mining geology and he has acted as a consultant to private and public companies. This professional experience included the production of both technical and valuation reports for resource companies. Interest in Shares and Options 1,350,405 Ordinary Shares, 2,013,321 EDEO Options Directorships held in other Tasman Resources Limited (ASX:TAS) listed entities Conico Limited (ASX:CNJ) Mt Ridley Mines Ltd (ASX: MRD) Red Sky Energy Ltd (ASX: ROG)
Richard J Beresford
Non-Executive
Qualifications FAICD FAIE Experience Board member since May 2007. Mr Beresford has an engineering background and has in excess of 30 years’ experience in renewable energy and natural gas. This includes corporate experience with British Gas (now BG) in the UK and Indonesia, Woodside in Australia and China Light and Power (CLP) in Hong Kong. Mr Beresford has been a director and company chairman of several listed and unlisted companies. Interest in Shares and Options 3,150,000 Ordinary Shares, 700,000 EDEO Options Directorships held in other Liquefied Natural Gas Limited (ASX:LNG) listed entities
ASX Code: EDE
15
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
DIRECTORS’ REPORT
REMUNERATION REPORT (AUDITED)
This report details the nature and amount of remuneration for each director of Eden Innovations Ltd, and for the executives receiving the highest remuneration.
Remuneration policy
The remuneration policy of Eden Innovations Ltd has been designed to align director and executive objectives with shareholder and business objectives by providing a fixed remuneration component and offering specific long-term incentives based on key performance areas affecting the consolidated Group’s financial results. The board of Eden Innovations Ltd believes the remuneration policy to be appropriate and effective in its ability to attract and retain the best executives and directors to run and manage the consolidated group, as well as create goal congruence between directors, executives and shareholders.
The board’s policy for determining the nature and amount of remuneration for board members and senior executives of the economic entity is as follows:
- ¬ All executives receive a base salary (which is based on factors such as length of service and experience), superannuation, fringe benefits and options.
Executives are also entitled to participate in the employee share and option arrangements.
The executive directors and executives receive a superannuation guarantee contribution required by the government, which is currently 9.5%, and do not receive any other retirement benefits. Some individuals, however, have chosen to sacrifice part of their salary to increase payments towards superannuation.
All remuneration paid to directors and executives is valued at the cost to the Company and expensed. Shares issued to directors and executives are valued as the difference between the market price of those shares and the amount paid by the director or executive. Options are valued using the Black-Scholes methodology. The Group does not have a policy on directors hedging their shares.
The maximum aggregate amount of fees that can be paid to non-executive directors is subject to approval by shareholders at the Annual General Meeting. Fees for non-executive directors are not linked to the performance of the consolidated group. However, to align directors’ interests with shareholder interests, the directors are encouraged to hold shares in the Company and are able to participate in the employee option plan.
Performance-based remuneration
No performance based remuneration was paid during the year.
Key Management Personnel Remuneration Policy
The Board's policy for determining the nature and amount of remuneration of management for the Group is as follows:
The remuneration structure for key management personnel is based on a number of factors, including length of service, particular experience of the individual concerned, and overall performance of the Company. The contracts for service between the Company and key management personnel are on a continuing basis, the terms of which are not expected to change in the immediate future. Upon retirement key management personnel are paid employee benefit entitlements accrued to date of retirement. Any options not exercised before or on the date of termination lapse.
Key Management Personnel Remuneration
| Key Management Person |
Short-term Benefts | Short-term Benefts | Short-term Benefts | Post- Employ- ment Benefts |
Other Long Term Benefts |
Termi- nation Benefts |
Share- based Payment |
Share- based Payment |
Total | Perfor- mance Related |
|---|---|---|---|---|---|---|---|---|---|---|
| Salary and Fees |
Cash proft share |
Non-cash beneft |
Super- annuation |
Other | Other | Equity | Options | |||
| 2017 Gregory H Solomon Douglas H Solomon Guy T Le Page Richard J Beresford Roger W Marmaro Aaron P Gates |
$ $ $ $ $ $ $ $ $ % 300,000 - - 28,500 - - - - 328,500 - 46,800 - - 4,446 - - - - 51,246 - 46,800 - - 4,446 - - - - 51,246 - 46,800 - - 4,446 - - - - 51,246 - 609,409 - 32,425 20,006 - - - 419,203 1,081,043 - (a) - - - - - - 18,864 18,864 - |
|||||||||
| 1,049,809 - 32,425 61,844 - - - 438,067 1,582,145 - |
ASX Code: EDE
16
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
DIRECTORS’ REPORT
Key Management Personnel Remuneration Continued
| Key Management Person |
Short-term Benefts | Short-term Benefts | Short-term Benefts | Post- Employ- ment Benefts |
Other Long Term Benefts |
Termi- nation Benefts |
Share-based Payment |
Share-based Payment |
Total | Perfor- mance Related |
|---|---|---|---|---|---|---|---|---|---|---|
| Salary and Fees |
Cash Proft Share |
Non-cash beneft |
Super- annuation |
Other | Other | Equity | Options | |||
| 2016 Gregory H Solomon Douglas H Solomon Guy T Le Page Richard J Beresford Roger W Marmaro Aaron P Gates |
$ $ $ $ $ $ $ $ $ % 172,500 - - 16,387 - - - - 188,887 - 36,000 - - 3,420 - - - - 39,420 - 36,000 - - 3,420 - - - - 39,420 - 36,000 - - 3,420 - - - - 39,420 - 408,854 - 32,467 19,014 - - - 16,000 476,335 - (a) - - - - - - 16,000 16,000 - |
|||||||||
| 689,354 - 32,467 45,661 - - 32,000 799,482 - |
-
(a) This officer is provided by Princebrook Pty Ltd (a company in which Mr Gregory H Solomon and Mr Douglas H Solomon have an interest) under the Management services Agreement with the Company. During the year the Company paid $300,000 (2016: $194,670) to Princebrook Pty Ltd for management services.
-
(b) The appointment of Roger Marmaro may be terminated by giving not less than two months’ written notice.
Options issued as part of remuneration for the year ended 30 June 2017
27,861,269 ESOP options were issued as part of remuneration during the year, of which 10,450,000 ESOP options were issued to key management personnel.
Meetings of Directors
During the financial year, 4 meetings of directors were held. Attendances by each director during the year were as follows:
==> picture [252 x 104] intentionally omitted <==
----- Start of picture text -----
Number eligible Number attended
to attend
Gregory H Solomon 4 4
Douglas H Solomon 4 4
Guy T Le Page 4 4
Richard J Beresford 4 4
----- End of picture text -----
Options
Options granted to directors and ofcers of the Company
During the year no options were issued to directors and 450,000 ESOP options were issued to officers of the Company.
ASX Code: EDE
17
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
DIRECTORS’ REPORT
Unissued shares under options
At the date of this report, the unissued ordinary shares of Eden Innovations Ltd under option are as follows:
==> picture [508 x 28] intentionally omitted <==
----- Start of picture text -----
Issue Date Date of Expiry Exercise Price Number under Option
----- End of picture text -----
| Issue Date Date of Expiry Exercise Price |
Number under Option |
|---|---|
| Various 30 September 2018 $0.03 16 March 2016 28 February 2019 $0.095 8 March 2017 1 March 2019 $0.40 8 March 2017 1 March 2019 $0.48 20 May 2016 19 May 2019 $0.31 20 May 2016 19 May 2019 $0.2875 20 May 2016 19 May 2019 $0.3875 Various 28 February 2020 $0.27 9 May 2017 30 November 2020 $0.25 |
204,810,242 5,900,000 5,000,000 5,000,000 22,490,000 2,250,000 1,125,000 26,452,022 330,000 |
| 275,357,264 |
The Options expiring on 28 February 2019, 28 February 2020 and 30 November 2020 are all held, pursuant to the Company’s Employee Share Option Plan, by overseas employees or directors of subsidiaries of the Company or key consultants. No person entitled to exercise the option has any right by virtue of the option to participate in any share issue of any other body corporate.
Indemnifying Officers or Auditor
The Company has arranged for an insurance policy to insure the directors against liabilities for costs and expenses incurred by them in defending any legal proceedings arising out of their conduct while acting in the capacity of director of the Company, other than conduct involving a wilful breach of duty in relation to the Company. The total premium payable was approximately $33,220.
Proceedings on Behalf of Company
No person has applied for leave of Court to bring proceedings on behalf of the Company or intervene in any proceedings to which the Company is a party for the purpose of taking responsibility on behalf of the Company for all or any part of those proceedings.
The Company was not a party to any such proceedings during the year.
The directors are satisfied that the services disclosed below did not compromise the external auditor’s independence for the following reasons:
- ¬ the nature of the services provided do not compromise the general principles relating to auditor independence in accordance with APES 110: Code of Ethics for Professional Accountants set by the Accounting Professional and Ethical Standards Board.
No fees for non-audit services were paid / payable to the external auditors during the year ended 30 June 2017.
Auditor’s Independence Declaration
The lead auditor’s independence declaration for the year ended 30 June 2017 has been received and can be found on page 19.
Rounding of amounts
Eden Innovations Ltd is a type of Company referred to in ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191 and therefore the amounts contained in this report and in the financial report have been rounded to the nearest $1.
Signed in accordance with a resolution of the Board of Directors.
Non-audit Services
The Board of Directors is satisfied that the provision of non-audit services during the year is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001.
Gregory H Solomon Chairman
Dated this 28[th] day of September 2017
ASX Code: EDE
18
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
Lead auditor’s independence declaration under section 307C of the Corporations Act 2001
To the directors of Eden Innovations Ltd
I declare that, to the best of my knowledge and belief, in relation to the audit for the financial year ended 30 June 2017 there have been:
-
(i) no contraventions of the auditor’s independence requirements as set out in the Corporations Act 2001 in relation to the audit; and
-
(ii) no contraventions of any applicable code of professional conduct in relation to the audit.
Nexia Perth Audit Services Pty Ltd
TJ Spooner Director
Perth 28 September 2017
ASX Code: EDE
19
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME FOR YEAR ENDED 30 JUNE 2017
| Note Revenue 2 Other income Changes in inventories Raw materials and consumables used Depreciation and amortisation expense Employee benefts expense 3 Finance costs Other fnancial items 4 Other expenses Loss before income tax Income tax (expense)/beneft 7 Loss from continuing operations Loss after tax from discontinued operations Loss for the year Other Comprehensive Income / (Loss) Items that may be reclassifed subsequently to proft or loss Foreign currency translation reserve Income tax relating to comprehensive income Items reclassifed to proft or loss Foreign currency translation reserve Total Other Comprehensive Income / (Loss), net of tax Total Comprehensive Income / (Loss) attributable to members of the parent Basic/Diluted loss per share (cents per share) 6 The accompanying notes form part of these fnancial statements. |
Consolidated Group Consolidated Group 2017 2016 $ $ 949,467 1,206,849 7,093 6,821 121,859 (64,464) (419,782) (491,284) (479,997) (196,830) (6,770,049) (2,328,056) (19,941) (64,586) (390,483) 197,061 (4,305,276) (1,719,292) |
|---|---|
| (11,307,109) (3,453,781) 43,339 139,842 |
|
| (11,263,770) (3,313,939) - (26,594) |
|
| (11,263,770) (3,340,533) (31,083) (125,048) - - - (519,189) |
|
| (31,083) (644,237) (11,294,853) (3,984,770) |
|
| (0.9138) (0.3226) |
ASX Code: EDE
20
Eden Innovations Limited and Controlled Entities
Annual Report 2017
ABN 58 109 200 900
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017
| Note ASSETS CURRENT ASSETS Cash and cash equivalents 10 Trade and other receivables Inventories 11 Other current assets TOTAL CURRENT ASSETS NON-CURRENT ASSETS Property, plant and equipment 12 Intangible assets 13 Deposits TOTAL NON-CURRENT ASSETS TOTAL ASSETS CURRENT LIABILITIES Trade and other payables 14 Interest bearing liabilities 15 Provisions 16 TOTAL CURRENT LIABILITIES NON-CURRENT LIABILITIES Interest bearing liabilities 15 TOTAL NON-CURRENT LIABILITIES TOTAL LIABILITIES NET ASSETS EQUITY Issued capital 17 Reserves 21 Accumulated losses TOTAL EQUITY |
Consolidated Group Consolidated Group 2017 2016 $ $ 7,984,726 11,249,445 103,421 189,024 613,192 491,333 104,844 75,392 |
|---|---|
| 8,806,183 12,005,194 |
|
| 10,463,280 690,659 3,711,401 3,009,306 - 106,945 |
|
| 14,174,681 3,806,910 |
|
| 22,980,864 15,812,104 |
|
| 1,939,047 622,130 217,452 - 104,783 148,553 |
|
| 2,261,282 770,683 |
|
| 1,154,260 - |
|
| 1,154,260 770,683 |
|
| 3,415,542 770,683 |
|
| 19,565,322 15,041,421 |
|
| 83,385,716 68,890,525 6,689,278 5,396,798 (70,509,672) (59,245,902) |
|
| 19,565,322 15,041,421 |
The accompanying notes form part of these financial statements.
ASX Code: EDE
21
Eden Innovations Limited and Controlled Entities
Annual Report 2017
ABN 58 109 200 900
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR YEAR ENDED 30 JUNE 2017
==> picture [508 x 49] intentionally omitted <==
----- Start of picture text -----
Ordinary Option Foreign Accumulated Total
Shares Reserve Currency Losses
Translation
Reserve
----- End of picture text -----
| Ordinary Shares Option Reserve Foreign Currency Translation Reserve Accumulated Losses Total |
Ordinary Shares Option Reserve Foreign Currency Translation Reserve Accumulated Losses Total |
|
|---|---|---|
| Balance at 30 June 2015 Shares issued during the year, net of issue costs Options issued during the year Loss for year Other comprehensive loss Total comprehensive loss Balance at 30 June 2016 Shares issued during the year, net of issue costs Options issued during the year Loss for year Other comprehensive loss Total comprehensive loss Balance at 30 June 2017 |
$ $ $ $ $ 55,567,452 2,046,258 452,966 (55,905,369) 2,161,307 13,323,073 - - - 13,323,073 - 3,541,811 - - 3,541,811 - - - (3,340,533) (3,340,533) - - (644,237) - (644,237) |
|
| - | - (644,237) (3,340,533) (3,984,770) |
|
| 68,890,525 | 5,588,069 (191,271) (59,245,902) 15,041,421 |
|
| 14,495,191 - - - |
- - - 14,495,191 1,323,563 - - 1,323,563 - - (11,263,770) (11,263,770) - (31,083) - (31,083) |
|
| - | - (31,083) (11,263,770) (11,294,853) |
|
| 83,385,716 | 6,911,632 (222,354) (70,509,672) 19,565,322 |
The accompanying notes form part of these financial statements.
ASX Code: EDE
22
Eden Innovations Limited and Controlled Entities
Annual Report 2017
ABN 58 109 200 900
CONSOLIDATED STATEMENT OF CASH FLOWS FOR YEAR ENDED 30 JUNE 2017
| Note CASH FLOWS FROM OPERATING ACTIVITIES Receipts from customers Payments to suppliers and employees Income taxes paid / (received) Interest paid Interest received Net cash used in continuing operations Net cash used in discontinued operations Net cash used in operating activities 19 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of property, plant and equipment 12 Payment for research and development 13 Proceeds on sale of subsidiary, net of cash Net cash provided by (used in) investing activities CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issue of shares, net of issue costs Proceeds from borrowings Repayment of borrowings Net cash provided by fnancing activities Net increase (decrease) in cash held Net increase (decrease) due to foreign exchange movements Cash at beginning of fnancial year Cash at end of fnancial year 10 |
Consolidated Group Consolidated Group 2017 2016 $ $ 1,164,991 1,183,680 (9,646,695) (4,323,411) 43,339 139,842 (19,941) (71,431) 7,093 6,783 |
|---|---|
| (8,451,213) (3,064,537) - (30,297) |
|
| (8,451,213) (3,094,834) |
|
| (7,943,781) (510,588) (949,884) (1,329,650) - (34,189) |
|
| (8,893,665) (1,874,427) |
|
| 14,513,859 16,278,186 - 1,745,968 - (1,931,074) |
|
| 14,513,859 16,093,080 |
|
| (2,831,019) 11,123,819 (433,700) (381,878) 11,249,445 507,504 |
|
| 7,984,726 11,249,445 |
The accompanying notes form part of these financial statements.
ASX Code: EDE
23
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES
The financial report is a general purpose financial report that has been prepared in accordance with Australian Accounting Standards, other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001. The financial report complies with all International Financial Reporting Standards (IFRS) issued by the International Accounting Standards Board in their entirety.
The financial report covers the consolidated group of Eden Innovations Ltd and controlled entities as at and for the year ended 30 June 2017. Eden Innovations Ltd is a listed public company, incorporated and domiciled in Australia. The Group is a for-profit entity and primarily is involved in clean technology solutions.
The financial report was authorised for issue on 28 September 2017 by the Board of Directors.
The following is a summary of the material accounting policies adopted by the consolidated group in the preparation of the financial report. The accounting policies have been consistently applied, unless otherwise stated.
Basis of Preparation
The accounting policies set out below have been consistently applied to all years presented.
Reporting Basis and Conventions
The financial report has been prepared on an accruals basis and is based on historical costs modified by the revaluation of selected non-current assets, financial assets and financial liabilities for which the fair value basis of accounting has been applied. These consolidated financial statements are presented in Australian dollars, which is the Parent’s functional currency. The subsidiaries’ functional currencies are USD and INR.
Financial Position
These financial statements have been prepared on a going concern basis, which contemplates continuity of normal business activities, the realisation of assets and extinguishment of liabilities in the ordinary course of business. The Group reported a working capital surplus of $6,544,901 (2016: $11,234,511) at 30 June 2017 and a loss of $11,263,770 (2016: $3,340,533) and a cash outflow from operating activities of $8,451,213 (2016: $3,064,537) for the year then ended. Management have prepared a cash flow forecast for 15 months from the commencement of the 2018 financial year. Based on the cash flow forecast and the historic ability of the Group to raise equity funding if needed, the directors are confident that the Group will be able to continue its operations as a going concern.
Accounting Policies
a. Principles of Consolidation
A controlled entity is any entity Eden Innovations Ltd is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. A list of controlled entities is contained in Note 22 to the financial statements. All controlled entities have a June year-end.
All inter-company balances and transactions between entities in the consolidated group, including any unrealised profits or losses, have been eliminated on consolidation. Accounting policies of subsidiaries have been changed where necessary to ensure consistencies with those policies applied by the parent entity.
b. Income Tax
The charge for current income tax expense is based on the profit for the year adjusted for any non-assessable or disallowed items. It is calculated using the tax rates that have been enacted or are substantially enacted by the balance sheet date.
Deferred tax is accounted for using the balance sheet liability method in respect of temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the financial statements. No deferred income tax will be recognised from the initial recognition of an asset or liability, excluding a business combination, where there is no effect on accounting or taxable profit or loss. Deferred income tax assets are recognised to the extent that it is probable that future tax profits will be available against which deductible temporary differences can be utilised.
Eden Innovations Ltd, Adamo Energy Ltd and Eden Energy Holdings Pty Ltd, its wholly-owned Australian subsidiaries, have formed an income tax consolidated group under the tax consolidation regime. The Group notified the Australian Tax Office that it had formed an income tax consolidated group to apply from 1 July 2005. The tax consolidated group has entered a tax sharing agreement whereby each company in the group contributes to the income tax payable in proportion to their contribution to the net profit before tax of the tax consolidated group. The R&D tax rebate is recognised as income tax benefit upon receipt.
c. Inventories
Inventories are measured at the lower of cost and net realisable value. The cost of manufactured products includes direct materials, direct labour and an appropriate portion of variable and fixed overheads. Costs are assigned on the basis of first-in, first-out.
ASX Code: EDE
24
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
d. Segment reporting
Segment results that are reported to the Group’s board of directors (the chief operating decision maker) include items directly attributable to a segment as well as those that can be allocated on a reasonable basis.
h. Financial Instruments
Recognition
Financial instruments are initially measured at cost on trade date, which includes transaction costs, when the related contractual rights or obligations exist.
e. Employee Benefits
Provision is made for the company’s liability for employee benefits arising from services rendered by employees to balance date. Employee benefits that are expected to be settled within one year have been measured at the amounts expected to be paid when the liability is settled, plus related on-costs.
f. Revenue
Revenue from the sale of goods is recognised upon delivery of goods to customers. Interest revenue is recognised on a proportional basis taking into account the interest rates applicable to the financial assets.
g. Property, Plant and Equipment
Each class of property, plant and equipment is carried at cost less, where applicable, any accumulated depreciation and impairment losses.
Plant and equipment
Plant and equipment are initially recognised at acquisition cost or manufacturing cost, including any costs directly attributable to bringing the assets to the location and condition necessary for it to be capable of operating in the manner intended by the Group’s management.
The carrying amount of plant and equipment is reviewed annually by directors to ensure it is not in excess of the recoverable amount of these assets. The recoverable amount is assessed on the basis of the expected net cash flows that will be received from the asset’s employment and subsequent disposal. The expected net cash flows have been discounted to their present values in determining recoverable amounts.
The depreciation rates used for each class of depreciable assets are:
Subsequent to initial recognition these instruments are measured as set out below.
Available-for-sale financial assets
Available-for-sale financial assets are non-derivative financial assets that are either designated as such or that are not classified in any of the other categories. They comprise investments in the equity of other entities where there is neither a fixed maturity nor fixed or determinable payments.
Loans and receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market and are stated at amortised cost using the effective interest rate method.
Financial liabilities
Non-derivative financial liabilities are recognised at amortised cost, comprising original debt less principal payments and amortisation.
Fair value
Fair value is determined based on current bid prices for all quoted investments. Valuation techniques are applied to determine the fair value for all unlisted securities, including recent arm’s length transactions, reference to similar instruments and option pricing models.
Impairment
At each reporting date, the group assesses whether there is objective evidence that a financial instrument has been impaired. In the case of available-for-sale financial instruments, a prolonged decline in the value of the instrument is considered to determine whether an asset is impaired. Impairment losses are recognised in the income statement.
==> picture [234 x 48] intentionally omitted <==
----- Start of picture text -----
Class of Fixed Asset Depreciation Rate
Plant and equipment 15 – 50% straight line
Buildings 4% straight line
----- End of picture text -----
Gains and losses on disposals are determined by comparing proceeds with the carrying amount. These gains and losses are included in the income statement. When revalued assets are sold, amounts included in the revaluation reserve relating to that asset are transferred to retained earnings.
ASX Code: EDE
25
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 1: STATEMENT OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
i. Impairment of Assets
At each reporting date, the group reviews the carrying values of its tangible and intangible assets to determine whether there is any indication that those assets have been impaired. If such an indication exists, the recoverable amount of the asset, being the higher of the asset’s fair value less costs to sell and value in use, is compared to the asset’s carrying value. Any excess of the asset’s carrying value over its recoverable amount is expensed to the income statement.
Impairment testing is performed annually for goodwill and intangible assets with indefinite lives.
Where it is not possible to estimate the recoverable amount of an individual asset, the group estimates the recoverable amount of the cash-generating unit to which the asset belongs.
j. Intangibles
Research and development
Expenditure during the research phase of a project is recognised as an expense when incurred. Development costs are capitalised only when technical feasibility studies identify that the project will deliver future economic benefits and these benefits can be measured reliably.
Development costs have a finite life and are amortised on a systematic basis matched to the future economic benefits over the useful life of the project.
Intellectual Property
Intellectual property, which includes trademarks and engineering knowledge, is included in the financial statements at cost, being their fair value on acquisition.
Intellectual property and trademarks are only amortised or written down where the useful lives are limited or impaired by specific circumstances, in such cases amortisation is charged on a straight line basis over their useful lives and write downs are charged fully when incurred. The directors have assessed the useful life of the intellectual property and have determined that it has a finite useful life of 10 to 20 years. The intellectual property is amortised on a systematic basis matched to the expected future economic benefits over the useful life of the project.
Intellectual property is amortised over 10-20 years in line with its useful life.
k. Foreign Currency Transactions and Balances
Functional and presentation currency
The functional currency of each of the group’s entities is measured using the currency of the primary economic environment in which that entity operates. The consolidated financial statements are presented in Australian dollars which is the parent entity’s functional and presentation currency.
Transaction and balances
Foreign currency transactions are translated into functional currency using the exchange rates prevailing at the date of the transaction. Foreign currency monetary items are translated at the yearend exchange rate. Non-monetary items measured at historical cost continue to be carried at the exchange rate at the date of the transaction. Non-monetary items measured at fair value are reported at the exchange rate at the date when fair values were determined.
Exchange differences arising on the translation of monetary items are recognised in the income statement.
Group companies
The financial results and position of foreign operations whose functional currency is different from the group’s presentation currency are translated as follows:
-
assets and liabilities are translated at year-end exchange rates prevailing at that reporting date;
-
income and expenses are translated at average exchange rates for the period; and
-
retained earnings are translated at the exchange rates prevailing at the date of the transaction.
Exchange differences arising on translation of foreign operations are transferred directly to the group’s foreign currency translation reserve in the balance sheet. These differences are recognised in the income statement in the period in which the operation is disposed. Intercompany loans are treated as investments for foreign currency translation purposes.
l. Equity-settled compensation
The group operates a number of share-based compensation plans. These include both a share option arrangement and an employee share scheme. The bonus element over the exercise price of the employee services rendered in exchange for the grant of shares and options is recognised as an expense in the income statement. The total amount to be expensed over the vesting period is determined by reference to the fair value of the shares of the options granted.
ASX Code: EDE
26
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
m. Comparative Figures
When required by Accounting Standards, comparative figures have been adjusted to conform to changes in presentation for the current financial year.
n. Ordinary shares
Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares are recognised as a deduction from equity.
o. New accounting standards and interpretations
A number of new and revised standards became effective for the first time to annual periods beginning on or after 1 July 2017. The adoption of these new standards and amendments has not had a material impact on the Group.
p. New accounting standards and interpretations not yet adopted
A number of new standards and amendments to standards are effective for annual periods beginning after 1 July 2017, and have not been applied in preparing these consolidated financial statements. Significant new standards include:
AASB 9 Financial Instruments - Refer to Note 27 for the Group’s financial instruments at reporting date: the Group’s financial instruments primarily comprise cash and cash equivalents and trade payables. Management are of the view that the standard will not have a significant impact on these types of financial instruments.
Critical Accounting Estimates and Judgments
The directors evaluate estimates and judgments incorporated into the financial report based on historical knowledge and best available current information. Estimates assume a reasonable expectation of future events and are based on current trends and economic data, obtained both externally and within the group.
Key Estimates — Impairment
The group assesses impairment of intangible assets at each reporting date by evaluating conditions specific to the group that may lead to impairment of assets. At the date of this report the Group has sufficient reason to believe that no impairment triggers exist for intangible assets.
There is a significant risk of actual outcomes being different from those forecasted due to changes in economic or market conditions and events.
Key Estimates — Share-based payment transactions
The consolidated entity measures the cost of equity settled transactions with suppliers and employees by reference to the fair value of the equity instruments as at the date at which they are granted. The fair value is determined using a Black-Scholes model. Refer to Note 24 for the inputs to the Black-Scholes model.
AASB 15 Revenue from Contracts with Customers – Based on current revenue for the year ended 30 June 2017, the application of this Standard is not expected to be significant.
AASB 16 Leases - Based on current operating leases for the year ended 30 June 2017, the application of this Standard is not expected to be significant.
ASX Code: EDE
27
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 2: REVENUE
| Operating activities — sale of goods or services Total Revenue NOTE 3: EMPLOYEE BENEFITS Short-term employee benefts Post-employment benefts Other long-term benefts Termination benefts Share based payments Total NOTE 4: OTHER FINANCIAL ITEMS Foreign exchange realisation on disposal of subsidiary Foreign exchange gain / (loss) Total NOTE 5: AUDITORS’ REMUNERATION Remuneration of the auditor of the parent entity for: — auditing or reviewing the fnancial report — other services Remuneration of other auditors of subsidiaries for: — auditing or reviewing the fnancial report — other services NOTE 6: EARNINGS PER SHARE a. Reconciliation of earnings to proft or loss Proft/(loss) Earnings used to calculate basic EPS b. Weighted average number of ordinary shares outstanding during the year used in calculating basic EPS |
2017 2016 $ $ 949,467 1,206,849 |
|---|---|
| 949,467 1,206,849 |
|
| (5,366,605) (1,981,388) (206,628) (130,668) - - (115,753) - (1,081,063) (216,000) |
|
| (6,770,049) (2,328,056) |
|
| - 519,188 (390,483) (322,127) |
|
| (390,483) 197,061 |
|
| 44,250 43,850 - 1,200 35,022 33,129 3,490 4,636 2017 2016 $ $ (11,263,770) (3,340,533) |
|
| (11,263,770) (3,340,533) 1,232,634,131 1,035,442,691 |
The options on issue are not potentially dilutive shares.
ASX Code: EDE
28
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017
| 2017 | 2016 | ||
|---|---|---|---|
| $ | $ | ||
| NOTE 7: INCOME TAX BENEFIT | |||
| a. | The prima facie tax on loss from ordinary activities before income tax is reconciled to the income tax as follows: | ||
| Prima facie tax payable on loss from ordinary activities before income tax | |||
| at 27.5% (2016: 30%) | (3,109,455) | (1,036,134) | |
| Add tax efect of: | |||
| — Non-deductible expenses | 135,741 | 161,438 | |
| — Current year tax losses not recognised | 2,358,362 | 2,564,056 | |
| Less tax efect of: | |||
| — Non-assessable gains | - | (155,756) | |
| — Efect of change in tax rate | (1,697,411) | - | |
| — Current year temporary diferences not recognised | 2,269,424 | (1,673,446) | |
| Income tax expense / (beneft) | (43,339) | (139,842) | |
| b. | Components of deferred tax | ||
| — Unrecognised deferred tax asset – losses | 19,260,036 | 18,436,695 | |
| — Property, Plant & Equipment | (854,096) | - | |
| — Capital raising costs | 201,316 | 216,894 | |
| — Provisions and accruals | 28,815 | 44,566 | |
| — Interest Bearing liabilities (intercompany) | 1,004,527 | - | |
| — Intangibles | (969,073) | (846,542) | |
| Total unrecognised deferred tax asset | 18,671,525 | 17,851,613 |
Deferred tax assets have not been brought to account as it is not probable within the immediate future that tax profits will be available against which deductible temporary differences and tax losses can be utilised. The benefit of the tax losses will only be obtained if the Group complies with conditions imposed by the relevant tax legislation.
NOTE 8: RELATED PARTY TRANSACTIONS
Transactions between related parties are on normal commercial terms and conditions no more favourable than those available to other parties unless otherwise stated.
Key Management Personnel
| Key Management Personnel | ||
|---|---|---|
| Management fees paid/payable to Princebrook Pty Ltd, a company in which Mr GH | ||
| Solomon and Mr DH Solomon have an interest. | 300,000 | 194,670 |
| Legal fees paid/payable to Solomon Brothers, a frm in which Mr GH Solomon and Mr | ||
| DH Solomon are partners. | 17,343 | 91,506 |
| Capital raising fees paid to RM Corporate Finance Pty Ltd, a company in which Mr G T | ||
| Le Page has an interest. | - | 14,610 |
| Capital raising fees paid to RM Capital Pty Ltd, a company in which Mr G T Le Page has | ||
| an interest. | - | 10,000 |
| Consulting fees paid to Orequest Pty Ltd, a company in which Mr G T Le Page has an | ||
| interest. | - | 3,400 |
| Associated Companies | ||
| Noble Energy Pty Ltd, a company which has a 39% (2016: 42%) interest in Eden, pur- | ||
| chased fully paid ordinary shares in Eden by taking up its entitlement in a rights issue. | - | 2,415,641 |
ASX Code: EDE
29
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 9: KEY MANAGEMENT PERSONNEL COMPENSATION
-
a. Names and positions held of economic and parent entity key management personnel in office at any time during the financial year are:
-
Key Management Person Position
-
Gregory H Solomon Executive Chairman Douglas H Solomon Non-Executive Director Guy T Le Page Non-Executive Director Richard J Beresford Non-Executive Director Roger W Marmaro President Eden Innovations LLC Aaron P Gates Company Secretary / Chief Financial Officer
Key management personnel remuneration is included in the Remuneration Report of the Directors’ Report.
b. Options and Rights Holdings
Number of Options Held by Key Management Personnel
==> picture [508 x 286] intentionally omitted <==
----- Start of picture text -----
Balance Granted as Options Net Change Balance Total Vested Total Total
30.6.2016 Compensation Exercised Other 30.6.2017 30.6.2017 Exercisable Unexercisable
30.6.2017 30.6.2017
- - - -
Gregory Solomon 13,092,309 13,092,309 13,092,309 13,092,309
- - -
Douglas Solomon 11,499,542 (235,126) 11,264,416 11,264,416 11,264,416
- - - -
Guy Le Page 2,013,321 2,013,321 2,013,321 2,013,321
- - - -
Richard Beresford 700,000 700,000 700,000 700,000
- -
Roger Marmaro 500,000 10,000,000 10,500,000 500,000 500,000 10,000,000
- -
Aaron Gates 575,000 450,000 1,025,000 575,000 575,000 450,000
-
Total 28,380,172 10,450,000 (235,126) 38,595,046 28,145,046 28,145,046 10,450,000
Balance Granted as Options Net Change Balance Total Vested Total Total
30.6.2015 Compensation Exercised Other 30.6.2016 30.6.2016 Exercisable Unexercisable
30.6.2016 30.6.2016
- - -
Gregory Solomon 3,325,827 9,766,482 13,092,309 13,092,309 13,092,309
- - -
Douglas Solomon 2,764,826 8,734,716 11,499,542 11,499,542 11,499,542
- - - -
Guy Le Page 2,013,321 2,013,321 2,013,321 2,013,321
- - -
Richard Beresford 700,000 700,000 700,000 700,000
- -
Roger Marmaro 500,000 500,000 (500,000) 500,000 500,000 500,000
- - -
Aaron Gates 75,000 500,000 575,000 575,000 575,000
-
Total 7,365,653 1,000,000 (500,000) 20,514,519 28,380,172 28,380,172 28,380,172
----- End of picture text -----
- Net Change Other refers to options that have been purchased, sold, lapsed or issued during the year.
c. Shareholdings
Number of Shares held by Key Management Personnel
| Balance 30.6.2016 |
Received as Compensation |
Options Exer- cised |
Net Change Other* |
Balance 30.6.2017 |
|
|---|---|---|---|---|---|
| Gregory Solomon Douglas Solomon Guy Le Page Richard Beresford Roger Marmaro Aaron Gates Total |
27,652,546 - - - 27,652,546 23,633,072 - 235,126 - 23,868,198 1,971,570 - - (621,165) 1,350,405 3,150,000 - - - 3,150,000 2,478,648 - - - 2,478,648 100,000 - - - 100,000 |
||||
| 58,985,836 - 235,126 (621,165) 58,599,797 |
ASX Code: EDE
30
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 JUNE 2017
NOTE 9: KEY MANAGEMENT PERSONNEL COMPENSATION (CONTINUED)
c. Shareholdings (continued)
Number of Shares held by Key Management Personnel
==> picture [508 x 30] intentionally omitted <==
----- Start of picture text -----
Balance Received as Options Net Change Balance
30.6.2015 Compensation Exercised Other 30.6.2016
----- End of picture text -----*
| Balance 30.6.2015 Received as Compensation Options Exercised Net Change Other Balance 30.6.2016* |
|
|---|---|
| Gregory H Solomon Douglas H Solomon Guy T Le Page Richard J Beresford Roger W Marmaro Aaron P Gates Total |
16,629,130 - - 11,023,416 27,652,546 13,824,126 - - 9,808,946 23,633,072 - - - 1,971,570 1,971,570 3,500,000 - - (350,000) 3,150,000 2,478,648 - 500,000 (500,000) 2,478,648 100,000 - - - 100,000 |
| 36,531,904 - 500,000 21,953,932 58,985,836 |
- Net Change Other refers to shares purchased or sold during the financial year.
d. Remuneration
Refer to disclosures contained in the Remuneration Report section of the Directors’ Report.
The totals of remuneration paid to key management personnel of the Group during the year are as follows:
| Short-term employee benefts Post-employment benefts Other long-term benefts Termination benefts Share based payments Total |
2017 2016 $ $ 1,082,234 721,821 56,920 45,661 - - - - 438,067 32,000 |
|---|---|
| 1,577,221 799,482 |
NOTE 10: CASH AND CASH EQUIVALENTS
| NOTE 10: CASH AND CASH EQUIVALENTS | |
|---|---|
| Cash at bank and in hand | 2017 2016 $ $ 7,984,726 11,249,445 |
| 7,984,726 11,249,445 |
Reconciliation of cash
Cash at the end of the financial year as shown in the statement of cash flows is reconciled to the consolidated statement of financial position as follows:
| Cash and cash equivalents NOTE 11: INVENTORIES At cost |
7,984,726 11,249,445 |
|---|---|
| 7,984,726 11,249,445 |
|
| 613,192 491,333 |
|
| 613,192 491,333 |
ASX Code: EDE
31
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 12: PROPERTY, PLANT AND EQUIPMENT
==> picture [508 x 31] intentionally omitted <==
----- Start of picture text -----
Land and Plant and Total
buildings equipment
----- End of picture text -----
| Cost Balance 1 July 2016 Additions Disposals Net exchange diferences Balance 30 June 2017 Depreciation and impairment Balance 1 July 2016 Depreciation Disposals Net exchange diferences Balance 30 June 2017 Carrying amount at 30 June 2017 Cost Balance 1 July 2015 Additions Disposals Net exchange diferences Balance 30 June 2016 Depreciation and impairment Balance 1 July 2015 Depreciation Net exchange diferences Balance 30 June 2016 Carrying amount at 30 June 2016 |
- 1,363,614 1,363,614 3,957,702 6,270,088 10,227,790 - (146,493) (146,493) (76,285) (173,412) (249,697) |
|---|---|
| 3,881,417 7,313,797 11,195,214 |
|
| - (672,955) (672,955) (68,778) (172,281) (241,059) - 146,493 146,493 1,326 34,261 35,587 |
|
| (67,452) (664,482) (731,934) |
|
| 3,813,965 6,649,315 10,463,280 |
|
| - 791,514 791,514 - 584,609 584,609 (1,464) (1,464) - (11,045) (11,045) |
|
| - 1,363,614 1,363,614 |
|
| - (606,639) (606,639) - (71,664) (71,664) - 5,348 5,348 |
|
| - (672,955) (672,955) |
|
| - 690,659 690,659 |
Capitalised costs amounting to $7,943,781 (2016: $510,588) have been included in cash flows from investing activities in the statement of cash flows for the Consolidated Group. As at 30 June 2017 the Group had outstanding purchase orders for equipment totalling $131,680.
NOTE 13: INTANGIBLE ASSETS
| Intellectual property Accumulated amortisation Accumulated impairment expenses Net carrying value Balance at the beginning of the year Additions Amortisation expense Carrying amount at the end of the year |
13,594,842 12,644,958 (481,962) (234,173) (9,401,479) (9,401,479) |
|---|---|
| 3,711,401 3,009,306 |
|
| 3,009,306 1,804,923 949,884 1,329,650 (247,789) (125,267) |
|
| 3,711,401 3,009,306 |
Intellectual property relates to pyrolysis technology, EdenCrete® and OptiBlend®. Capitalised costs amounting to $949,884 (2016: $1,329,650) have been included in cash flows from investing activities in the statement of cash flows.
ASX Code: EDE
32
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
| NOTE 14: TRADE AND OTHER PAYABLES Trade payables and other payables |
2017 2016 $ $ 1,939,047 622,130 |
|---|---|
| 1,939,047 622,130 |
NOTE 15: INTEREST BEARING LIABILITIES
Relates to the loan for the purchase of the Dumont Way property. It is secured over the property, repayable in six equal annual instalments, carries an interest rate of 2% and is denominated in US dollars.
| Current portion | 217,452 | 217,452 | - | |||
|---|---|---|---|---|---|---|
| Non-current portion | 1,154,260 | - | ||||
| 1,371,712 | - | |||||
| NOTE 16: PROVISIONS | ||||||
| Provisions for staf entitlements and warranties | 104,783 | 148,553 | ||||
| 104,783 | 148,553 | |||||
| NOTE 17: ISSUED CAPITAL | 2017 | 2016 | 2017 | 2016 | ||
| No. | No. | $ | $ | |||
| a. Ordinary shares |
||||||
| At the beginning of reporting period | 1,163,937,561 | 945,861,754 | 68,890,525 | 55,567,452 | ||
| Shares issued during the year | 98,235,239 | 218,075,807 | 14,495,191 | 13,323,073 | ||
| At reporting date | 1,262,172,800 | 1,163,937,561 | 83,385,716 | 68,890,525 |
- i. The ordinary shares on issue have no par value and there is no limited amount of authorised share capital.
ii. Ordinary shares participate in dividends and in the proceeds on winding up of the parent entity in proportion to the number of shares held. At the shareholders meetings each ordinary share is entitled to one vote when a poll is called, otherwise each shareholder has one vote on a show of hands.
| b. Options At the beginning of reporting period Options issued Options exercised Options lapsed At reporting date |
2017 2016 No. No. 253,663,345 190,035,716 37,861,269 110,763,412 (14,901,906) (46,860,783) (1,354,426) (275,000) |
|---|---|
| 275,268,282 253,663,345 |
For information relating to the Eden Innovations Ltd employee option plan, refer to Note 24 Share-based Payments.
c. Capital Management
Management controls the working capital of the Group in order to maximise the return to shareholders and ensure that the Group can fund its operations and continue as a going concern. Management effectively manages the Group’s capital by assessing the Group’s financial risks and adjusting its capital structure in response to changes in these risks and in the market. These responses include the management of expenditure and share issues. There have been no changes in the strategy adopted by management to control the capital of the Group since the prior year.
NOTE 18: CONTINGENT LIABILITIES AND CONTINGENT ASSETS
The Directors are not aware of any contingent assets or contingent liabilities at 30 June 2017.
ASX Code: EDE
33
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
| NOTE 19: CASH FLOW INFORMATION | NOTE 19: CASH FLOW INFORMATION | 2017 | 2017 | 2016 |
|---|---|---|---|---|
| Reconciliation of Cash Flow from Operations with Loss after Income Tax | $ | $ | ||
| Loss after income tax | (11,263,770) | (3,340,533) | ||
| Non-cash fows in loss | ||||
| Depreciation and amortisation | 479,997 | 196,830 | ||
| Impairment expense | - | 25,000 | ||
| Options Expense | 1,323,563 | 216,000 | ||
| Other fnancial items | 390,483 | (197,061) | ||
| Changes in assets and liabilities, net of the efects of purchase and disposal of subsidiaries | ||||
| (Increase)/decrease in trade and other receivables | 85,603 | (117,167) | ||
| (Increase)/decrease in inventories | (121,859) | 61,464 | ||
| Increase/(decrease) in trade payables and accruals* | 611,000 | 52,592 | ||
| Increase/(decrease) in provisions | 43,770 | 8,041 | ||
| Cash fow from operations | (8,451,213) | (3,094,834) | ||
| * - Net of non-operating movements | ||||
| NO | TE 20: CAPITAL AND LEASING COMMITMENTS | |||
| a. | Capital Expenditure Commitments | |||
| — not later than 12 months | 131,680 | 1,191,123 | ||
| — greater than 12 months | - | - | ||
| 131,680 | 1,191,123 |
NOTE 20: CAPITAL AND LEASING COMMITMENTS
a. Capital Expenditure Commitments
b. Other Commitments
On 29 March 2016, Eden accepted an offer from AEDA to support construction of a manufacturing facility at Augusta Corporate Park. The agreement provides that for the first phase, within 4 years of receiving a Certificate of Occupancy, Eden must invest at least $67 million and create 251 jobs. If the goals are less than 80% complete at that time, it must purchase the Phase 1 property of 143 acres for $25,000 per acre.
NOTE 21: RESERVES
a. Option Reserve
The option reserve records items recognised as expenses on valuation of share options.
b. Foreign Currency Translation Reserve
The foreign currency translation reserve records exchange differences arising on the translation of foreign subsidiaries.
NOTE 22: CONTROLLED ENTITIES
| a. | Controlled Entities | Country of | Percentage | Percentage |
|---|---|---|---|---|
| Incorporation | Owned (%)* | Owned (%)* | ||
| 2017 | 2016 | |||
| Adamo Energy Ltd | Australia | 100 | 100 | |
| Eden Innovations (India) Pvt Ltd | India | 100 | 100 | |
| Eden Energy Holdings Pty Ltd | Australia | 100 | 100 | |
| Eden Innovations LLC | USA | 100 | 100 | |
| EdenCrete Industries Inc. | USA | 100 | 100 |
* Percentage of voting power is in proportion to ownership
b. Acquisition of Controlled Entities
No entities were acquired during the year.
c. Disposal of Controlled Entities
No entities were disposed of during the year.
ASX Code: EDE
34
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
| NOTE 23: PARENT COMPANY INFORMATION a. Parent Entity Assets Current assets Non-current assets (includes intercompany receivables of $39,225,942) Total Assets Liabilities Current liabilities Total liabilities Equity Issued Capital Retained Earnings Reserves Option reserve Total reserves Financial performance* Proft / (Loss) for the year Other comprehensive income, net of tax Total comprehensive income / (Loss) |
2017 2016 $ $ 5,811,253 10,567,109 44,389,119 26,732,586 |
|---|---|
| 50,200,372 37,299,695 207,485 199,953 |
|
| 207,485 199,953 83,385,716 68,890,525 (40,304,461) (37,374,112) 6,911,632 5,583,329 |
|
| 6,911,632 5,583,329 (2,925,609) (1,116,559) - - |
|
| (2,925,609) (1,116,559) |
-
- The intercompany receivables have been assessed for impairment and management do not consider a provision for impairment against these receivables is required. It is anticipated that these receivables will be recovered through the successful commercialisation of EdenCrete® and OptiBlend® by the subsidiary companies.
NOTE 24: SHARE-BASED PAYMENTS
The following share-based payment arrangements existed at 30 June 2017:
All options granted to personnel are over ordinary shares in Eden Innovations Limited, which confer a right of one ordinary share for every option held. When issued, the shares carry full dividend and voting rights.
| 2017 Number of Options |
2017 Weighted Average Exercise Price $ |
2016 Number of Options |
2016 Weighted Average Exercise Price $ |
|
|---|---|---|---|---|
| Outstanding at the beginning of the year Granted Exercised Lapsed Outstanding at year-end Exercisable at year-end |
6,550,000 0.095 3,375,000 0.025 27,861,269 0.27 6,750,000 0.095 - (3,300,000) 0.025 (1,354,426) 0.218 (275,000) 0.076 |
|||
| 33,056,843 0.238 6,550,000 0.095 |
||||
| 6,150,000 0.095 6,550,000 0.095 |
The options outstanding at 30 June 2017 had a weighted average exercise price of $0.238 and a weighted average remaining contractual life of 2.48 years.
Historical volatility has been the basis for determining expected share price volatility as it is assumed that this is indicative of future tender, which may not eventuate. Volatility of 52-69% and a risk free rate of 1.5-1.9% were used in the BlackScholes model. The life of the options is based on the historical exercise patterns, which may not eventuate in the future.
No options were exercised during the year ended 30 June 2017. Included under employee benefits expense in the income statement is $1,081,063 (2016: $216,000) and relates, in full, to equity settled share-based payment transactions.
ASX Code: EDE
35
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 25: SEGMENT REPORTING
The Group has identified its operating segments based on internal reports that are reviewed and used by the Board of Directors (chief operating decision maker) in assessing performance and determining allocation of resources. Activities of the Group are managed on Group structure basis and operating segments are therefore determined on the same basis. In this regard the following list of reportable segments has been identified.
-
¬ Eden Innovations LLC – EdenCrete® sales and development and Optiblend® sales, service and manufacturing.
-
¬ Eden Innovations (India) Pvt Ltd – Optiblend® sales, service and manufacturing in India.
==> picture [507 x 49] intentionally omitted <==
----- Start of picture text -----
Eden Innovations Eden Innovations Eliminations Economic Entity Discontinued
LLC India Pvt Ltd (continuing Operations
operations)
$ $ $ $ $
----- End of picture text -----
| 2017 External sales Internal sales Total segment revenue Segment Result Unallocated expenses Result from operating activities Finance costs Loss before income tax Income tax beneft Loss after income tax Segment assets Unallocated assets Total assets Segment liabilities Unallocated liabilities Total liabilities Capital expenditure Depreciation and amortisation Impairment expense 2016 External sales Internal sales Total segment revenue Segment Result Unallocated expenses Result from operating activities Finance costs Loss before income tax Income tax expense Loss after income tax Segment assets Unallocated assets Total assets Segment liabilities Unallocated liabilities Total liabilities Capital expenditure Depreciation and amortisation Impairment expense |
813,961 135,505 - 949,466 - 874,071 - (874,071) - - |
|---|---|
| 1,688,032 135,505 (874,071) 949,466 - |
|
| (8,972,224) (78,273) (901,881) (9,952,378) - (1,334,790) - (11,287,168) - (19,941) - (11,307,109) - 43,339 - (11,263,770) - 13,314,940 143,270 - 13,458,210 - 9,522,654 - 22,980,864 - 41,454,988 750,416 (38,997,347) 3,208,057 - 207,485 - 3,415,542 - 10,073,783 - - 10,073,783 - 232,208 - 247,789 479,997 - - - - - - 940,274 266,575 - 1,206,849 - 1,493,056 - (1,493,056) - - |
|
| 2,433,330 266,575 (1,493,056) 1,206,849 - |
|
| (2,132,866) (70,172) 639,945 (1,563,093) (26,594) (1,826,102) - (3,389,195) (26,594) (64,586) - (3,453,781) (26,594) 139,842 - (3,313,939) (26,594) 2,037,609 198,080 - 2,235,689 - 13,576,415 - 15,812,104 - 22,060,547 723,625 (22,213,443) 570,729 - 199,954 - 770,683 - 584,609 - 1,329,650 1,914,259 - 70,283 1,381 125,166 196,830 - - - 25,000 25,000 - |
ASX Code: EDE
36
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2017
NOTE 26: EVENTS AFTER THE BALANCE SHEET DATE
There were no material events occurring after the reporting date.
NOTE 27: FINANCIAL INSTRUMENTS
a. Financial Risk Exposures and Management
The main risks the company is exposed to through its financial instruments are liquidity risk and credit risk.
- i. Liquidity Risk
The Group manages liquidity risk by monitoring forecast cash flows and ensuring that adequate funding is maintained.
The remaining contractual maturities of the Group financial liabilities are:
| 12 months or less | 2017 | 2016 |
|---|---|---|
| $ | $ | |
| 2,156,499 622,130 1,154,260 - |
||
| 1year or more | ||
| Total | 3,310,759 622,130 |
- ii. Credit risk
Credit risk refers to the risk that the counterparty will default on its contractual obligations resulting in a financial loss to the company. The company has adopted a policy of only dealing with credit worthy counterparties and obtaining sufficient collateral or other security where appropriate, as a means of mitigating the risk of financial loss from defaults.
The maximum exposure to credit risk, excluding the value of any collateral or other security, at balance date to recognised financial assets, is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the balance sheet and notes to the financial statements.
The company does not have any material credit risk exposure to any single receivable or group of receivables under financial instruments entered into by the company.
- iii. Foreign currency risk
The Group is exposed to fluctuations in foreign currencies arising from the sale and purchase of goods and services in currencies other than the group’s measurement currency. At 30 June 2017, the effect on the loss and equity as a result of a 10% increase in the exchange rates, with all other variables remaining constant would be an decrease in loss by $300,000 (2016: increase of loss of $717,000) and an decrease in equity by $300,000 (2016: $717,000).
- iv. Interest rate risk
Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The group’s minimal exposure to interest rate risk, the only asset / liability affected by changes in market interest rates is Cash and cash equivalents.
b. Financial Instruments
Net Fair Values
The aggregate net fair values of financial assets and financial liabilities, at the balance date, are approximated by their carrying values.
NOTE 28: COMPANY DETAILS
The registered office of the company is: Eden Innovations Limited Level 15 197 St Georges Terrace Perth Western Australia 6000
The principal place of business is: Eden Innovations Limited Level 15 197 St Georges Terrace Perth Western Australia 6000
ASX Code: EDE
37
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
DIRECTORS’ DECLARATION
In the opinion of the directors of Eden Innovations Ltd:
-
a. the financial statements and notes set out on pages 20 to 37, and the Remuneration disclosures that are contained in pages 16 to 17 of the Remuneration Report in the Directors’ Report, are in accordance with the Corporations Act 2001, including:
-
(i) giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its performance, for the financial year ended on that date; and
-
(ii) complying with Australian Accounting Standards (including the Australian Accounting Interpretations) and the Corporations Regulations 2001; and
-
(iii) complying with International Financial Reporting Standards as disclosed in Note 1.
-
b. the remuneration disclosures that are contained in pages 16 to 17 of the Remuneration Report in the Directors’ Report comply with Australian Accounting Standard AASB 124 Related Party Disclosures and
-
c. there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable.
The Directors have been given the declarations required by Section 295A of the Corporations Act 2001 from the Executive Chairman and Chief Financial Officer for the financial year ended 30 June 2017.
This declaration is made in accordance with a resolution of the Board of Directors.
==> picture [176 x 38] intentionally omitted <==
Gregory H Solomon Chairman
Dated this 28[th] day of September 2017
ASX Code: EDE
38
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
Independent Auditor’s Report to the Members of Eden Innovations Limited
Report on the Audit of the Financial Report
Opinion
We have audited the financial report of Eden Innovations Ltd (the Company and its subsidiaries (the Group)), which comprises the consolidated statement of financial position as at 30 June 2017, the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies, and the directors’ declaration.
In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including:
(i) giving a true and fair view of the Group’s financial position as at 30 June 2017 and of its performance for the year then ended; and
(ii) complying with Australian Accounting Standards and the Corporations Regulations 2001.
Basis for opinion
We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s Responsibilities for the Audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code.
We confirm that the independence declaration required by the Corporations Act 2001, which has been given to the directors of the Company, would be in the same terms if given to the directors as at the time of this auditor’s report.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial report of the current period. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
ASX Code: EDE
39
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
| Key audit matter | How our audit addressed the key audit matter |
|---|---|
| Funding and liquidity Refer to note 1 Eden Innovations Ltd is a company with investments in clean technology solutions and innovative materials. The Group earns revenue from the sale of its products. At the end of the financial year, the size of the Group’s activities had not yet grown to a scale where it is able to rely on the revenue it generates to support its operations. Accordingly, the Group is reliant on funding from external sources to support its operations. The adequacy of funding and liquidity as well as the relevant impact on the going concern assessment is a key audit matter which needs to be evaluated. |
We evaluated the Group’s funding and liquidity position at 30 June 2017 and its ability to fund its strategic plan for the 12 month period from the date of this report. In doing so, we: • obtained management’s cash flow forecast for the 15 months from the commencement of the 2018 financial year; • assessed the reliability and completeness of management’s assumptions by comparing the forecast cash flows to those of current and previous years as well as our understanding of future events and conditions; • assessed the Group’s capacity to raise capital through the issue of shares under its placement capacity and the conversion of options; and • considered events subsequent to year end to determine whether any additional facts or information have become available since the date on which management made its assessment. |
| Share-based payments Share options were issued to employees and consultants as detailed in Note 24. Management performed calculations to record the related share-based payment expense in the consolidated statement of comprehensive income. Due to the complex and judgmental estimates used in determining the valuation of the share-based payments, we consider management’s calculation of the share-based payment expense to be a key audit matter. |
Our procedures included, amongst others: • obtaining management’s expert’s valuation of the fair value of the share options issued during the financial year; • assessing the competence, capabilities and objectivity of management’s expert; • obtaining an understanding and evaluating the appropriateness of the valuation model used by management’s expert; and • obtaining evidence as to the assumptions and inputs to the valuation model used by management’s expert. We also assessed the disclosures included in Note 23 comply with the requirements of AASB 2 Share-Based Payment. |
Other information
The directors are responsible for the other information. The other information comprises the information in Eden Innovations Limited’s annual report for the year ended 30 June 2017, but does not include the consolidated financial report and the auditor’s report thereon.
Our opinion on the consolidated financial report does not cover the other information and we do not express any form of assurance conclusion thereon.
In connection with our audit of the consolidated financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated.
ASX Code: EDE
40
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
If, based on the work we have performed, we conclude that there is a material misstatement of the other information we are required to report that fact. We have nothing to report in this regard.
Directors’ responsibility for the financial report
The directors of the Company are responsible for the preparation of the consolidated financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.
In preparing the consolidated financial report, the directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the entity or to cease operations, or have no realistic alternative but to do so.
Auditor’s responsibility for the audit of the financial report
Our objectives are to obtain reasonable assurance about whether the financial report as a whole is 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 the Australian Auditing Standards 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 this financial report.
A further description of our responsibilities for the audit of the financial report is located at The Australian Auditing and Assurance Standards Board website at: www.auasb.gov.au/auditors_responsibilities/ar2.pdf. This description forms part of our auditor’s report.
Report on the Remuneration Report
Opinion on the Remuneration Report
We have audited the Remuneration Report included in pages 17 to 18 of the Directors’ Report for the year ended 30 June 2017.
In our opinion, the Remuneration Report of Eden Innovations Limited for the year ended 30 June 2017, complies with Section 300A of the Corporations Act 2001.
Responsibilities
The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards.
Nexia Perth Audit Services Pty Ltd
TJ SPOONER FCA, FCA(UK), ACIS, AGIA
Director
Perth
28 September 2017
ASX Code: EDE
41
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
ADDITIONAL INFORMATION FOR LISTED PUBLIC COMPANIES
The following additional information is required by the Australian Securities Exchange Ltd.
1. Shareholding as at 14 September 2017
| Shareholding as at 14 September 2017 | |
|---|---|
| a. Distribution of Shareholders Category (size of holding) 1 – 1,000 1,001 – 5,000 5,001 – 10,000 10,001 – 100,000 100,001 – and over |
Number Ordinary 197 1,326 1,244 3,951 1,120 |
| 7,838 |
-
b. The number of shareholdings held in less than marketable parcels is 678.
-
c. The names of the substantial shareholders listed in the holding company’s register as at 14 September 2017 are:
| Number | |
|---|---|
| Shareholder | Ordinary |
| Noble Energy Pty Ltd | 493,198,298 |
- d. Voting Rights
The voting rights attached to each class of equity security are as follows:
Ordinary shares - Each ordinary share is entitled to one vote when a poll is called, otherwise each member present at a meeting or by proxy has one vote on a show of hands.
e. 20 Largest Shareholders — Ordinary Shares
| Name 1. Noble Energy Pty Ltd 2. Noble Energy Pty Ltd 3. HSBC Custody Nominees (Australia) Limited 4. Mr & Mrs Rogerson & Miss C Rogerson 5. Citicorp Nominees Pty Ltd 6. Arkenstone Pty Ltd 7. March Bells Pty Ltd 8. Mr Wayne Kearney & Mrs Robyn Kearney 9. Kalsie Holdings Pty Ltd 10. J P Morgan Nominees Australia Limited 11. Ultimate Site Development Pty Ltd 12. BNP Paribas Noms Pty Ltd 13. Mr Boris Duka & Mrs Elizabeth Ann Duka 14. Paddocks Superannuation Pty Ltd 15. Mr Norman Vincent Maher 16. Miss Michelle Hawksley 17. Mr Douglas Solomon 18. Mr Gregory Solomon 19. Top Energy Pty Ltd 20. Mr Eric Poulter & Mrs Susan Poulter |
Number of Shares % Issued Capital 456,751,518 36.14% 36,446,780 2.88% 31,059,090 2.46% 24,229,750 1.92% 22,802,474 1.80% 22,107,593 1.75% 18,881,661 1.49% 12,205,516 0.97% 9,230,610 0.73% 8,544,378 0.68% 7,532,284 0.60% 7,489,601 0.59% 6,550,000 0.52% 6,158,000 0.49% 5,405,717 0.43% 5,321,344 0.42% 4,505,089 0.36% 4,364,661 0.34% 4,352,846 0.34% 4,000,000 0.32% |
|---|---|
| 697,938,912 55.23% |
ASX Code: EDE
42
Eden Innovations Limited and Controlled Entities ABN 58 109 200 900
Annual Report 2017
e. 20 Largest Optionholders — EDEO
| Name 1. Noble Energy Pty Ltd 2. Arkenstone Pty Ltd 3. Noble Energy Pty Ltd 4. Kalsie Holdings Pty Ltd 5. March Bells Pty Ltd 6. Christopher Stephen Williams 7. Miss Michelle Hawksley 8. Mr Duncan Gowans & Mrs Jodie Gowans 9. Mr Douglas Howard Solomon 10. Elysian Islands Pty Ltd 11. Mr Gregory Howard Solomon 12. Mr Duncan Gerard Gowans 13. Mr Boris Duka & Mrs Elizabeth Ann Duka 14. Mr Norman Vincent Maher 15. Mr Guy Le Page 16. Mr Robert Taylor & Mrs Margaret Taylor 17. Mr Daniel Robert Palin 18. Ultimate Site Development Pty Ltd 19. Mr Michael Wilmot 20. Arkenstone Pty Ltd |
Number of Options % of Issued 93,187,329 45.50% 8,789,413 4.29% 8,169,450 3.99% 7,800,000 3.81% 6,964,104 3.40% 5,205,591 2.54% 5,139,525 2.51% 4,500,000 2.20% 4,300,312 2.10% 3,800,000 1.86% 3,176,254 1.55% 3,000,000 1.46% 2,530,819 1.24% 1,841,144 0.90% 1,789,392 0.87% 1,592,466 0.78% 1,572,059 0.77% 1,253,741 0.60% 1,139,157 0.56% 1,126,642 0.55% |
|---|---|
| 169,237,858 81.48% |
2. Unquoted Securities – Options as at 14 September 2017
==> picture [467 x 31] intentionally omitted <==
----- Start of picture text -----
Holder Name Date of Expiry Exercise Number on Number of
Price issue holders
----- End of picture text -----
| Employee Share Options | 28 February 2019 | $0.095 | 5,900,000 | 16 |
|---|---|---|---|---|
| Employee Share Options | 28 February 2020 | $0.27 | 26,452,022 | 30 |
| Employee Share Options | 30 November 2020 | $0.25 | 330,000 | 1 |
| Odeon Capital Group LLC | 1 March 2019 | $0.40 | 5,000,000 | 1 |
| Odeon Capital Group LLC | 1 March 2019 | $0.48 | 5,000,000 | 1 |
| Maxim Partners LLC | 19 May 2019 | $0.2875 | 2,250,000 | 1 |
| Maxim Partners LLC | 19 May 2019 | $0.3875 | 1,125,000 | 1 |
| Hudson Bay Master Fund Ltd | 19 May 2019 | $0.31 | 10,865,000 | 1 |
| CVI Investments Inc | 19 May 2019 | $0.31 | 11,625,000 | 1 |
| 68,547,022 | 53 |
ASX Code: EDE
43
==> picture [184 x 84] intentionally omitted <==
www.edeninnovations.com