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Immuron Ltd Annual Report 2025

Aug 28, 2025

35121_rns_2025-08-28_ae1956d8-813c-498d-ad16-8ea3633ae36f.pdf

Annual Report

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Immuron Limited Appendix 4E Preliminary final report

1. Company details

Name of entity: Immuron Limited ABN: 80 063 114 045 Reporting period: For the year ended 30 June 2025 Previous period: For the year ended 30 June 2024

2. Results for announcement to the market

$
Revenue from ordinary activities up 48.6%to 7,287,002
Loss from ordinary activities after tax attributable to the members of
Immuron Limited down 24.3%to (5,253,209)
Loss for the year attributable to the members of Immuron Limited down 24.3%to (5,253,209)

3. Net tangible assets

Consolidated Consolidated
2025 2024
Cents Cents
Net tangible asset backing (per security) 3.39 5.51

The calculation of net tangible assets excludes right-of-use assets arising from AASB 16 Leases.

4. Explanation of results

The reported loss after tax of the current financial year of $5,253,209 (2024: $6,936,957) is after fully expensing the company’s research and development expenditure of $3,597,296 incurred during the year (2024: $5,375,461). Of which, $146,252 (2024: $2,599,458) was funded by the R&D grant from Medical Technology Enterprise Consortium (MTEC).

The revenue from contracts with customers for the year was $7,287,002, which is an increase of 48.6% from the prior financial year (2024: $4,902,865), primarily due to the sales increase in the Australian and North American markets for Travelan[®] . We anticipate that revenues from sales of our Travelan[®] product will continue to increase in the future.

As at 30 June 2025, the company’s cash position was $2,830,526 (30 June 2024: $11,657,315). The company had trade and other receivables of $1,888,370 (30 June 2024: $1,387,573). This receivables amount includes future receivables from the Australian Government under the R&D Tax Incentive program. The company had other current assets of $3,486,744 (30 June 2024: $96,841). This other current assets amount includes a 90-day fixed term deposit of $3,036,278 (30 June 2024: Nil), which matured on 27 July 2025.

The preliminary final report follows, with the further details to be included in the audited financial statements to be released by 30 September 2025.

5. Distributions

No dividends have been paid or declared by the company for the current financial year. No dividends were paid for the previous financial year.

6. Changes in controlled entities

There have been no changes in controlled entities during the year ended 30 June 2025.

Immuron Limited Appendix 4E Preliminary final report

7. Details of associates and joint venture entities

Ownership interest held by
the Group
2025
2024
Name of entity Place of business/country of incorporation
%
%
Ateria Health Limited United Kingdom 23.6%
23.6%

As at 30 June 2025, Immuron has a 23.61% interest in Ateria. Immuron is deemed to have significant influence over Ateria.

8. Audit

The financial statements of Immuron Limited (the 'Group') are currently in the process of being audited. The audited financial statements along with the independent auditor report for the year end 30 June 2025 will be provided in the due course.

Immuron Limited Consolidated statement of profit or loss and other comprehensive income For the year ended 30 June 2025

Note
Gross profit
Other income
2
Net foreign exchange gains/(losses)
Fair value losses to financial assets
Total other income including gains/(losses)
Expenses
General and administrative expenses
Research and development expenses
Selling and marketing expenses
Operating loss
Finance income
Finance expenses
Share of loss from equity accounted associate
10
Loss before income tax expense
Income tax expense
Loss after income tax expense for the year attributable to the members of
Immuron Limited
Other comprehensive (loss)/income
Items that may be reclassified subsequently to profit or loss
Exchange differences on translation of foreign operations (expense)/income
Other comprehensive (loss)/income for the year
Total comprehensive loss for the year
Revenue from contracts with customers
1
Cost of goods sold
Consolidated
2025
2024
$
$
7,287,002
4,902,865
(2,521,903)
(1,566,068)
4,765,099
3,336,797
1,374,283
3,408,199
12,183
(27,603)
-
(557,676)
1,386,466
2,822,920
(4,483,623)
(4,555,726)
(3,597,296)
(5,375,461)
(3,452,416)
(2,029,648)
(5,381,770)
(5,801,118)
135,866
327,756
(7,305)
(7,576)
-
(1,456,019)
(5,253,209)
(6,936,957)
-
-
(5,253,209)
(6,936,957)
(1,358)
2,266
(1,358)
2,266
(5,254,567)
(6,934,691)
Loss per share for profit attributable to the ordinary equity holders of the
company:
Basic and diluted loss per share
Cents
Cents
(2.27)
(3.04)

The above consolidated statement of profit or loss and other comprehensive income should be read in conjunction with the accompanying notes

1

Immuron Limited Consolidated statement of financial position As at 30 June 2025

Note
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
3
Inventories
Other current assets
4
Total current assets
Non-current assets
Property, plant and equipment
Inventories
Total non-current assets
Total assets
Liabilities
Current liabilities
Trade and other payables
Employee benefits
Other current liabilities
Total current liabilities
Non-current liabilities
Employee benefits
Other non-current liabilities
Total non-current liabilities
Total liabilities
Net assets
Equity
Share capital
5
Other reserves
6
Accumulated losses
Total equity
Consolidated
2025
2024
$
$
2,830,526
11,657,315
1,888,370
1,387,573
1,772,363
1,584,608
3,486,744
96,841
9,978,003
14,726,337
113,950
154,347
666
669,285
114,616
823,632
10,092,619
15,549,969
1,529,434
2,135,852
391,503
522,571
45,272
40,556
1,966,209
2,698,979
22,722
8,605
71,855
132,941
94,577
141,546
2,060,786
2,840,525
8,031,833
12,709,444
88,872,756
88,504,043
1,639,504
3,173,797
(82,480,427)
(78,968,396)
8,031,833
12,709,444

The above consolidated statement of financial position should be read in conjunction with the accompanying notes

2

Immuron Limited Consolidated statement of changes in equity For the year ended 30 June 2025

Issued Accumulated
capital Reserves losses Total equity
Consolidated $ $ $ $
Balance at 1 July 2023 88,436,263 3,235,969 (72,055,396) 19,616,836
Loss after income tax expense for the year - - (6,936,957) (6,936,957)
Other comprehensive income for the year - 2,266 - 2,266
Total comprehensive income/(loss) for the year - 2,266 (6,936,957) (6,934,691)
Transactions with members in their capacity as members:
Options and warrants vested in the year - 15,231 - 15,231
Options and warrants issued/expensed (net of adjustments) - (11,932) - (11,932)
Options and warrants exercised 67,780 (43,780) - 24,000
Options and warrants forfeited - (23,957) 23,957 -
Balance at 30 June 2024 88,504,043 3,173,797 (78,968,396) 12,709,444
Issued Accumulated
capital Reserves losses Total equity
Consolidated $ $ $ $
Balance at 1 July 2024 88,504,043 3,173,797 (78,968,396) 12,709,444
Loss after income tax expense for the year - - (5,253,209) (5,253,209)
Other comprehensive loss for the year - (1,358) - (1,358)
Total comprehensive loss for the year - (1,358) (5,253,209) (5,254,567)
Transactions with members in their capacity as members:
Shares issued, net of transaction costs (note 5) 272,713 - - 272,713
Options and warrants issued/expensed (net of adjustments)
(note 6) - 64,755 - 64,755
Options and warrants lapsed/expired (note 6) - (1,741,178) 1,741,178 -
Performance rights issued/expensed (note 6) - 239,488 - 239,488
Performance rights exercised (note 6) 96,000 (96,000) - -
Balance at 30 June 2025 88,872,756 1,639,504 (82,480,427) 8,031,833

The above consolidated statement of changes in equity should be read in conjunction with the accompanying notes

3

Immuron Limited Consolidated statement of cash flows For the year ended 30 June 2025

Cash flows from operating activities
Receipts from customers (inclusive of GST)
Payments to suppliers (inclusive of GST)
Australian R&D tax incentive refund
Grants received from government and non-government sources
Net cash used in operating activities
Cash flows from investing activities
Payment for property, plant and equipment
Payments for term deposit
Interest received
Net cash (used in)/from investing activities
Cash flows from financing activities
Proceeds from issues of shares
Share issue transaction costs
Principal elements of lease payments
Interest and other costs of finance paid
Net cash from financing activities
Net decrease in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial year
Effects of exchange rate changes on cash and cash equivalents
Cash and cash equivalents at the end of the financial year
Consolidated
2025
2024
$
$
7,592,577
4,734,350
(14,772,687)
(12,910,753)
768,433
395,001
274,728
1,901,263
(6,136,949)
(5,880,139)
-
(195)
(3,036,278)
-
135,866
327,756
(2,900,412)
327,561
396,827
24,000
(124,114)
-
(65,661)
(15,595)
(7,305)
(7,576)
199,747
829
(8,837,614)
(5,551,749)
11,657,315
17,159,764
10,825
49,300
2,830,526
11,657,315

The above consolidated statement of cash flows should be read in conjunction with the accompanying notes

4

Immuron Limited Notes to the consolidated financial statements 30 June 2025

1. Revenue from contract with customers

The Group derives revenue from the transfer of hyperimmune products at a point in time in the following major product lines and geographical regions:

Hyperimmune products revenue
Travelan - Australia
Travelan - United States
Travelan - Canada
Protectyn - Australia
Revenue from external customers
Consolidated
2025
2024
$
$
5,201,385
3,702,876
1,658,336
1,075,614
378,706
80,888
48,575
43,487
7,287,002
4,902,865

2. Other income

Australian R&D tax incentive refund
MTEC R&D grant
HJF R&D grant
EMDG grant
Other income
Consolidated
2025
2024
$
$
1,073,355
764,981
146,252
2,599,458
124,164
-
-
28,000
30,512
15,760
1,374,283
3,408,199

(i) Fair value of R&D tax incentive

The Group's research and development (R&D) activities are eligible under an Australian government tax incentive for eligible expenditure. Management has assessed these activities and expenditure to determine which are likely to be eligible under the incentive scheme. Amounts are recognised when it has been established that the conditions of the tax incentive have been met and that the expected amount can be reliably measured. For the year ended 30 June 2025, the Group has included an item in other income of $1,073,355 (2024: $764,981).

3. Trade and other receivables

Current assets
Trade receivables
Less: Allowance for expected credit losses
Accrued income - Australian R&D tax incentive refund
Other income receivables - other grants
Other receivables
Total trade and other receivables
Consolidated
2025
2024
$
$
826,857
607,436
(35,466)
(16,233)
791,391
591,203
1,073,291
768,370
-
28,000
23,688
-
1,888,370
1,387,573

Classification as trade receivables

Trade receivables are amounts due from customers for goods sold or services performed in the ordinary course of business. They are generally due for settlement within 30 days and therefore are all classified as current. Trade receivables are recognised initially at the amount of consideration that is unconditional unless they contain significant financing components, when they are recognised at fair value. The Group holds the trade receivables with the objective to collect the contractual cash flows and therefore measures them subsequently at amortised cost using the effective interest method.

Accrued receivables

These amounts primarily comprise receivables from the Australian Taxation Office in relation to the R&D tax incentive.

5

Immuron Limited Notes to the consolidated financial statements 30 June 2025

3. Trade and other receivables (continued)

Fair value of trade and other receivables

Due to the short-term nature of the current receivables, their carrying amount is considered to be the same as their fair value.

4. Other current assets

Prepayments
Term deposits
Other current assets
Consolidated
2025
2024
$
$
442,800
86,798
3,036,278
-
7,666
10,043
3,486,744
96,841

The Group entered into a 90-day fixed term deposit, which matured on 27 July 2025. Term deposits are presented as Other Current Assets as they are not considered highly liquid instruments readily convertible to cash and cash equivalents. The deposit was held to maturity in accordance with the Group's investment policy.

5. Share capital

Ordinary shares - fully paid
Transaction costs arising on ordinary share issues
Consolidated
2025
2024
2025
2024
Shares
Shares
$
$
233,959,013
227,998,346
98,581,947
98,089,120
-
-
(9,709,191)
(9,585,077)
Consolidated
2025
2024
2025
2024
Shares
Shares
$
$
233,959,013
227,998,346
98,581,947
98,089,120
-
-
(9,709,191)
(9,585,077)
233,959,013
227,998,346
88,872,756
88,504,043
Movements in ordinary shares:
Details
Date
Balance
1 July 2023
Issue at $0.12 on exercise of unlisted options (2024-03-12)
Less: Transaction costs arising on share issues
Balance
30 June 2024
Issue of shares on the exercise of performance rights at $0.0 per
share (2024-10-07)
Issue at US$2.1784 pursuant to At The Market facility (2025-01-08)
Issue at US$2.0971 pursuant to At The Market facility (2025-01-15)
Issue of shares on the exercise of performance rights at $0.0 per
share (2025-04-10)
Issue at US$1.8435 pursuant to At The Market facility (2025-05-29)
Issue at US$1.8286 pursuant to At The Market facility (2025-06-03)
Less: Transaction costs arising on share issues
Balance
30 June 2025
Shares
$
227,798,346
88,436,263
200,000
67,780
-
-
227,998,346
88,504,043
1,147,083
83,000
2,579,760
226,567
1,801,680
152,300
179,664
13,000
135,800
9,744
116,680
8,216
-
(124,114)
233,959,013
88,872,756

Rights of each type of share

Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the company in proportion to the number of shares held. On a show of hands every holder of ordinary shares present at a meeting or by proxy, is entitled to one vote upon a poll every holder is entitled to one vote per share held. The ordinary shares have no par value.

6

Immuron Limited Notes to the consolidated financial statements 30 June 2025

6. Other reserves

Consolidated
Balance at 1 July 2023
Currency translation differences
Transactions with owners in their capacity as owners:
Options and warrants vested in the year
Options and warrants issued/expensed (net of adjustments)
Options and warrants exercised
Options and warrants lapsed/expired
Balance at 30 June 2024
Currency translation differences
Transactions with owners in their capacity as owners:
Options and warrants issued/expensed (net of adjustments) (note 6(ii))
Options and warrants lapsed/expired (note 6(ii))
Performance rights issued/expensed (note 6(ii))
Performance rights exercised (note 6(ii))
Balance at 30 June 2025
Share-based
Foreign
currency
payments
translation
Total
$
$
$
3,123,759
112,210
3,235,969
-
2,266
2,266
15,231
-
15,231
(11,932)
-
(11,932)
(43,780)
-
(43,780)
(23,957)
-
(23,957)
3,059,321
114,476
3,173,797
-
(1,358)
(1,358)
64,755
-
64,755
(1,741,178)
-
(1,741,178)
239,488
-
239,488
(96,000)
-
(96,000)
1,526,386
113,118
1,639,504

(i) Nature and purpose of other reserves:

Share-based payments

The share-based payment reserve records items recognised as expenses on valuation of share options and warrants issued to key management personnel, other employees and eligible contractors.

Foreign currency translation

Exchange differences arising on translation of foreign controlled entities are recognised in other comprehensive income as described in note and accumulated in a separate reserve within equity.

(ii) Movements in options, warrants and performance rights:

Details
Balance as at 1 July 2023
Options issued in the year (net of adjustments)
Exercise of unlisted options at $0.12 (2024-03-12)
Lapse of unexercised options
Share-based payments expense for options previously issued
Performance rights issued in the year
Balance as at 30 June 2024
Options issued in the year (net of adjustments)
Lapse of unexercised options
Share-based payments expense for options previously issued
Exercise of performance rights
Performance rights issued in the year
Lapse of performance rights issued in the year
Balance as at 30 June 2025
Number of
options or
performance
rights
$
12,879,720
3,123,759
1,000,000
(11,932)
(200,000)
(43,780)
(173,600)
(23,957)
-
15,231
1,688,839
-
15,194,959
3,059,321
3,000,000
55,584
(8,016,120)
(1,741,178)
-
9,171
(1,326,747)
(96,000)
5,386,810
239,488
(285,741)
-
13,953,161
1,526,386

7

Immuron Limited Notes to the consolidated financial statements 30 June 2025

7. Share-based payments

Performance rights

Performance rights which can be settled in shares, were granted to key management personnel and employees during the year. The expense for the year ended 30 June 2025 was $239,488. The performance rights are based on non-market weighted key performance indicators (KPIs) and have been expensed over the service period, based on the probability the KPIs being achieved. The performance rights are expected to vest between one and five years.

Options

Options were approved at the Annual General Meeting, held on 18 November 2024 for Prof. Ravi Savarirayan and Mr. Daniel Pollock of 1,000,000 each. The option exercise price is $0.145 and they have an expiry date of 20 August 2028. The expense for the year was $34,952.

Options were granted to Dr. Jeanette Joughin on 19 June 2024 but were subject to shareholder approval obtained on 18 November 2024. The expense of $20,632 recorded in the year includes an adjustment for the revised estimate of fair value on the grant date of 18 November 2024.

Fair value is determined using the Black-Scholes option pricing model that takes into account the exercise price, term of the award, security price at grant date, expected volatility, expected dividend yield and the risk-free interest rate.

The model inputs for the options granted during the year:

Grant date Expiry Exercise No. of Share Expected Dividend Risk-free Fair value
date price ($A) options price at volatility yield interest at grant
grant date rate date per
option
18-NOV-24 20-AUG-28 $0.145 2,000,000 $0.079 74.51% 0.00% 4.15% $0.033
18-NOV-24 19-JUN-28 $0.130 1,000,000 $0.079 75.72% 0.00% 4.15% $0.035

8. Events after the reporting period

At The Market Capital Raising

In July 2025, Immuron Limited (ASX: IMC), raised gross proceeds of USD$1,822,322 (AUD$2,809,177) through an At The Market Facility comprising 34,260,960 shares at an average issue price of of USD$0.053 (AUD$0.082) per share.

This capital raising initiative does not provide evidence of conditions that existed at 30 June 2025 and is therefore classified as a non-adjusting event in accordance with AASB 110 Events after the Reporting Period . No adjustments have been made to the financial statements as a result of this transaction.

No other matter or circumstance has arisen since 30 June 2025 that has significantly affected, or may significantly affect the Group's operations, the results of those operations, or the Group's state of affairs in future financial years.

9. Principal subsidiaries

The Group’s principal subsidiaries at 30 June 2025 are set out below. Unless otherwise stated, they have share capital consisting solely of ordinary shares that are held directly by the Group, and the proportion of ownership interests held equals the voting rights held by the Group. The country of incorporation or registration is also their principal place of business.

Ownership interest by the Ownership interest by the
Group
Principal place of business / 2025 2024
Name of entity Country of incorporation % %
Immuron Inc. United States 100% 100%
Immuron Canada Limited Canada 100% 100%
Anadis ESP Pty Ltd Australia 100% 100%

8

Immuron Limited Notes to the consolidated financial statements 30 June 2025

10. Interests in associates

Immuron Limited has a 23.6% interest in Ateria Health Limited (Ateria). The investment was impaired to NIL during the 2024 financial year and there has been no changes to this in the year ended 30 June 2025.

Principal place of business /
Name of entity
Country of incorporation
Ateria Health Limited
United Kingdom
Ownership interest held by
the Group
2025
2024
%
%
23.6%
23.6%
Summarised financial information for associates
Share of loss for the year
Recognised in:
Share of loss for the year - 23.6% (2024: 23.6%)
Impairment of investment in associate
Consolidated
2025
2024
$
$
-
(1,456,019)
Consolidated
2025
2024
$
$
-
(291,711)
-
(1,164,308)
-
(1,456,019)

The carrying amount of investment in associate is NIL, therefore no share of the loss has been recognised for the year ended 30 June 2025.

9