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INVION LIMITED Interim / Quarterly Report 2011

Aug 30, 2011

65148_rns_2011-08-30_53dcf853-22ca-4654-8015-22f03035d80c.pdf

Interim / Quarterly Report

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CBio Limited ACN 76 094 730 417

Appendix 4E Preliminary Final Report 30 June 2011

Contents

Results for Announcement to the Market Statement of Comprehensive Income Statement of Financial Position Statement of Changes in Equity Statement of Cash Flows Notes to Financial Information Compliance Statement 20

  • 1-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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RESULTS FOR ANNOUNCEMENT TO THE MARKET

Reporting Period
Report for the financial year end: 30 June 2011
Previous corresponding reporting period : 30 June 2010

Summary of Financial Information

The loss after tax of the Company for the year ended 30 June 2011 was $13,679,994 (2010: $16,787,189 loss).

Total revenue during the year decreased to $209,125 (2010: $225,521), primarily due to reduced interest receipts.

CBio Limited incurred total expenses of $13,668,307 during the year ended 30 June 2011 (2010: $17,606,959).

Research and development activities, including the phase IIa clinical trial in Rheumatoid Arthritis (RA), accounted for the bulk of the expenses incurred during the year. Expenses of $5,144,075 were incurred on research and development during the year (2010: $5,429,117) . Borrowing costs ($1,665,638), capital raising costs ($260,990), share-based payments expenses ($16,396) and business development costs ($399,706) were all significantly lower than those incurred in the prior year.

The net deficiency in assets of the Company was reduced during the year by $2,634,477 to $2,142,416 (2010: Net deficiency $4,776,893). Total assets have increased to $4,729,684, of which $3,909,426 is cash (2010: $3,433,448). The Company’s Issued Capital has increased from $68,291,037 to $84,302,952 during the year, with new capital raised from a variety of sources, including a Rights Issue, share placement, the exercise of share options and the conversion of Convertible Notes.

The Company has not gained or lost control of any entity during the reporting period. There were no associated or joint venture entities during the reporting period.

Percentage
increase/(decrease) over
previous corresponding
Results $ period
Revenue from ordinary activities 209,125 (7.3%)
Profit/(loss) from ordinary activities after tax
attributable to members
(13,679,994) (18.5%)
Net profit/(loss) for the period attributable to (13,679,994) (18.5%)
members
Net Tangible Asset Backing 2011 2010
Net tangible asset backing per ordinary security (0.01) (0.06)

-2-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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Dividends Amount per security Franked amount per
security
Final dividend Nil Nil
Interim dividend Nil Nil

The Company is not yet profitable and therefore there can be no assurance that CBio will become profitable or will pay dividends in the near future. Should any dividends be paid in the future, no assurances can be given as to the level of franking credits attaching to such dividends.

Statement of accumulated losses 2011 2010
Balance at the beginning of the year (92,167,828) (75,380,639)
Net loss attributable to members of the parent entity (13,679,994) (16,787,189)
Balance at end of the year (105,847,822) (92,167,828)

Audit Report

The financial report is in the process of being audited. There are no likely disputes or qualifications to the accounts. The auditor has however indicated the audit report for 30 June 2011 will contain an emphasis of matter titled “Material Uncertainty Regarding Continuation as a Going Concern” consistent with prior periods.

-3-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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STATEMENT OF COMPREHENSIVE INCOME

For the year ended 30 June 2010 1

Note
Continuing Operations
Interest received
Rental revenue
Total revenue
Fair value movement of derivatives
Unrealised / realised foreign exchange gain
Other income
Capital raising costs
2a
Borrowing costs expense
2b
Administration & corporate expenses
Depreciation & amortisation
2c
Staff costs
2d
Rent & occupancy expense
Share based payment expense
Research and development costs
2e
Patent costs
Business development
Loss before income tax from continuing operations
Income tax expense
3
Loss from continuing operations after income tax
Other comprehensive income
Total comprehensive income for the year
(Loss)/gain per share (cents per share)
Basic/Diluted – Continuing operations
14
2011
$
2010
$
66,173
85,261
142,952
140,260
209,125
225,521
(564,049)
569,583
341,044
-
2,203
24,666
(260,990)
(1,764,430)
(1,665,638)
(3,173,145)
(1,794,792)
(1,766,199)
(144,420)
(232,689)
(3,092,805)
(3,293,734)
(605,945)
(572,653)
(16,396)
(373,655)
(5,144,075)
(5,429,117)
(543,550)
(293,920)
(399,706)
(707,417)
(13,679,994)
(16,787,189)
-
-
(13,679,994)
(16,787,189)
-
-
(13,679,994)
(16,787,189)
(11.32)
(24.90)

The Statement of Comprehensive Income is to be read in conjunction with the notes to the Appendix 4E.

  • 4-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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STATEMENT OF FINANCIAL POSITION

As at 30 June 2011

Notes
Current assets
Cash and cash equivalents
15a
Trade and other receivables
4a
Other current assets
5
Total current assets
Non-Current Assets
Property, plant and equipment
6
Trade and other receivables
4b
Intangible assets
7
Other non-current assets
5
Total Non-Current Assets
Total Assets
Current Liabilities
Trade and other payables
8
Financial liabilities
9
Short-term provisions
10a
Unearned income
11
Total current liabilities
Non-Current Liabilities
Long-term provisions
10b
Total Non-Current Liabilities
Total Liabilities
Net Deficiency
Equity
Issued Capital
12
Reserves
13
Accumulated Losses
Total Deficiency in Equity
2011
$
2010
$
3,909,426
3,433,448
28,030
55,807
340,598
271,403
4,278,054
3,760,658
132,556
232,856
150,000
155,967
-
-
169,074
338,148
451,630
726,971
4,729,684
4,487,629
1,369,158
2,195,305
2,326,681
3,616,921
219,369
158,851
2,805,736
3,182,848
6,720,944
9,153,925
151,156
110,597
151,156
110,597
6,872,100
9,264,522
(2,142,416)
(4,776,893)
84,302,952
68,291,037
19,402,454
19,099,898
(105,847,822)
(92,167,828)
(2,142,416)
(4,776,893)

The Statement of Financial Position is to be read in conjunction with the notes to the Appendix 4E.

  • 5-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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STATEMENT OF CHANGES IN EQUITY

For the year ended 30 June 20101

Note
ISSUED CAPITAL
Balance at 1 July
Gross issue of share capital
Cost of capital raising
Balance at 30 June
12
ACCUMULATED LOSSES
Balance at 1 July
Loss for the year
Other comprehensive income
Total comprehensive income for the year
Balance at 30 June
RESERVES
Balance at 1 July
Net convertible note issuance/conversion to equity
Equity-based compensation
Balance at 30 June
13
2011
$
2010
$
68,291,037
47,947,588
17,657,658
22,308,111
(1,645,743)
(1,964,662)
84,302,952
68,291,037
(92,167,828)
(75,380,639)
(13,679,994)
(16,787,189)
-
-
(13,679,994)
(16,787,189)
(105,847,822)
(92,167,828)
19,099,898
16,628,240
286,160
2,098,003
16,396
373,655
19,402,454
19,099,898

The Statement of Changes in Equity is to be read in conjunction with the notes to the Appendix 4E.

  • 6-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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STATEMENT OF CASH FLOWS

For the year ended 30 June 2010

Notes
Cash flows from/(used in) operating activities
Payments to suppliers and employees
Cash received in the course of operations
Interest received
Interest paid
Net cash used in operating activities
15b
Cash flows from/(used in) investing activities
Purchase of Plant and equipment
Net cash (used in)/provided by investing activities
Cash flows from/(used in) financing activities
Proceeds from issue of shares
Proceeds from issue of convertible notes
Repayment of convertible notes
Repayment of borrowings
Share issue costs
Proceeds from borrowings
Net cash provided by financing activities
Net increase/(decrease) in cash held
Net foreign exchange differences
Cash at beginning of the financial period
Cash at the end of the financial period
15a
2011
$
2010
$
(13,203,838)
(16,375,922)
340,964
1,549,259
66,173
85,261
(659,410)
(460,633)
(13,456,111)
(15,202,035)
(44,120)
(10,719)
(44,120)
(10,719)
14,611,362
15,066,717
1,650,000
5,550,000
(1,475,000)
-
(300,000)
(146,000)
(1,130,884)
(2,240,965)
300,000
376,115
13,655,478
18,605,867
155,247
3,393,113
320,731
-
3,433,448
40,335
3,909,426
3,433,448

The Statement of Cash Flows is to be read in conjunction with the notes to the Appendix 4E.

  • 7-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

1. BASIS OF PERPARATION

This preliminary financial report has been prepared in accordance with ASX Listing Rule 4.3A and has been derived from the unaudited financial report. The financial report has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations and other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

The preliminary financial report does not include all notes of the type normally included in an annual report. Accordingly, this report is to be read in conjunction with the annual report for the year ended 30 June 2010, the half-year report for the period ended 31 December 2010 and any public announcements made by the Company during the reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001. These policies have been consistently applied to all the years presented except as noted below.

This report is based on the Financial Report which is in the process of being audited.

The current reporting period in the preliminary financial report is the year ended 30 June 2011 while the previous corresponding period is the year ended 30 June 2010.

2. EXPENSES
(a) Capital Raising Costs
Advisor fees
Initial public offer costs
Commission expense
(b) Borrowing Costs
Interest expense on Convertible notes:
- Related entities
- External
Non cash interest on convertible notes
Other borrowing costs
(c) Depreciation and amortisation
Depreciation of non-current assets:
- Leasehold improvements
- Plant and equipment
2011
$
2010
$
260,990
-
-
1,303,422
-
461,008
260,990
1,764,430
-
24,717
659,452
476,897
794,828
2,391,429
211,358
280,102
1,665,638
3,173,145
22,636
22,436
121,784
210,253
144,420
232,689

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CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

2. EXPENSES (cont’d)
(d) Staff Costs
Salaries, wages & fees
Superannuation
Payroll tax
Employee entitlements
Other staff costs
(e) Research and development
Clinical trial costs
Drug production and supply
Other research and development costs
3. INCOME TAX
(a) Statement of comprehensive income
Current income tax
Current income tax benefit
Deferred income tax
Relating to origination and reversal of temporary differences
Deferred tax assets (not recognised)/recognised
Income tax expense reported on the statement of comprehensive
(b)
A reconciliation between tax expense and the
product of accounting profit before income tax multiplied by
the company’s applicable income tax rate is as follows:
Accounting Profit (Loss) before income tax
At the Company’s statutory income tax rate of 30%:
Additional deductions – Research and Development
Non tax deductible items
Non-assessable items
Movement in temporary differences not recorded
Tax assets not recognised
Income tax expense
2011
$
2010
$
2,557,030
2,835,839
224,686
223,627
149,427
165,638
101,076
42,821
60,586
25,809
3,092,805
3,293,734
3,107,971
2,949,545
1,580,497
2,156,379
455,607
323,193
5,144,075
5,429,117
4,488,243
5,080,313
(146,191)
(787,614)
(4,342,052)
(4,292,699)
-
-
(13,679,994)
(16,787,189)
(4,103,998)
(5,036,156)
(549,353)
(786,838)
457,490
913,556
-
(170,875)
(146,191)
787,614
4,342,052
4,292,699
-
-

-9-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION For the year ended 30 June 2011

3. INCOME TAX (cont’d)
Tax assets (At 30%)
Domestic tax losses
Temporary differences – including balances in equity
Total unrecorded tax assets
2011
$
2010
$
28,504,079
24,162,028
3,333,290
3,179,899
31,837,369
27,341,927

At 30 June 2011 the Company has significant estimated, unconfirmed and un-recouped losses as disclosed above. No future income tax benefit for the tax losses incurred by the company has been recognised as an asset. Because of the complexity of the Company’s changing shareholder base and operations, combined with income tax legislation, the amount of the Company’s available tax losses as at 30 June 2011 which are available for carry forward use can not be determined with a sufficient degree of probability. Management will undertake a detailed review of the ability to carry forward and use these losses on a needs basis. As a result of this the losses disclosed as available below may not be available in full.

(c)
Temporary differences
Capital raising costs
Patent costs
Research licence
Unearned income
Provisions and accruals
793,712
548,815
1,015,863
852,798
405,000
450,000
838,067
954,854
280,648
373,432
3,333,290
3,179,899

The losses disclosed as at 30 June 2011 will only be obtained in future periods if:

  • Future assessable income of a nature and of an amount sufficient to enable the benefit to be realised;

  • The conditions for deductibility imposed by tax legislation continue to be complied with; and

  • No changes in tax legislation adversely affect the Company in realising the benefit.

4. TRADE & OTHER RECEIVABLES

(a) Current

Trade debtors 28,030 55,807

Terms and conditions

All receivables are non-interest bearing and are usually settled on terms of between 30 and 45 days. Credit risk is assessed as low on all receivables as CBio only deals with recognised credit worthy third parties. Credit risk assessments on an individual transaction basis are made by management. At 30 June 2011, $2,997 of trade debtors are past due but not impaired (2010: $8,780).

(b) Non-current

Bank Guarantee Deposit (i)

150,000 155,967

(i) Guarantee deposit lodged with the Company’s bank as support for the building lease of the facility at Eight Mile Plains which was tenanted by the company in April 2005.

-10-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

5. OTHER ASSETS
Current – Prepayments
Non current – Prepayments
6. PROPERTY, PLANT & EQUIPMENT
Total property, plant & equipment
- At Cost
- Accumulated Depreciation
Total written down value
Leasehold Improvements
At cost
Provision for depreciation
Movement in carrying value
Carrying value at the beginning of the year
- Additions
- Depreciation
Carrying value at the end of the year
Plant & Equipment
At cost
Provision for depreciation
Movement in carrying value
Carrying value at the beginning of the year
- Additions
- Depreciation
Carrying value at the end of the year
2011
$
2010
$
340,598
271,403
169,074
338,148
509,672
609,551
1,872,457
1,828,337
(1,739,901)
(1,595,481)
132,556
232,856
152,056
147,201
(125,898)
(103,262)
26,158
43,939
43,939
66,375
4,855
-
(22,636)
(22,436)
26,158
43,939
1,720,401
1,681,136
(1,614,003)
(1,492,219)
106,398
188,917
188,917
388,451
39,265
10,719
(121,784)
(210,253)
106,398
188,917

-11-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION For the year ended 30 June 2011

7. INTANGIBLE ASSETS
Intellectual property
Provision for recoverability (i)
2011
$
2010
$
4,125,000
4,125,000
(4,125,000)
(4,125,000)
-
-

(i) The Directors have provided against the notional book value of the intellectual property purchased given the risks and uncertainties associated with the continued research and development and ultimate commercialisation of this asset.

8. TRADE & OTHER PAYABLES

Trade payables
Accrued expenses
Director and Director related payables (i)
793,968
1,123,605
564,890
996,735
10,300
74,965
1,369,158
2,195,305
  • (i) The Director and Director related payables relates to fees and expense reimbursements payable at 30 June 2011.

Terms and conditions of Payables

Trade creditors are non-interest bearing and are normally settled on 30-day terms. Director and Director related entity payables are non-interest bearing and are payable for services provided in the ordinary course of operations.

9. FINANCIAL LIABILITIES

Convertible notes (i)
Embedded derivative in convertible notes (i)
Interest payable on Convertible Notes
1,780,006
3,227,740
497,360
338,838
49,315
50,343
2,326,681
3,616,921

(i) SpringTree Notes

During the year the Company issued 11 Convertible Notes (SpringTree Notes) under a Convertible Loan Agreement dated 17 May 2010, raising a total of $1,650,000. These notes have a face value of $150,000 each and are non-interest bearing. The notes are repayable on the following terms:

  • On maturity, the Note shall convert into new Ordinary Shares of the Company determined by dividing the Principal Amount to be converted by the lesser of:

  • 140% of the average of the daily VWAPs per Share for the twenty (20) consecutive Trading Days immediately prior to 16 May 2010; and

  • 90% of the lowest daily VWAP per Share during the twenty (20) Trading Days immediately prior to the Repayment Date of that Repayment, (the Conversion Price)

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CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

9. FINANCIAL LIABILITIES (cont’d)

Under certain conditions, the Note is also repayable in cash. The penalty for repaying the note in cash is equal to 5% (Jul-Feb) and 2.5% (Mar-Jun) of the Note face value.

On each repayment date, the Company shall grant the Investor, Options in the number equal to 20% of the number of the new Ordinary Shares issued or issuable on that repayment date, exercisable at a price equal to 130% of the Conversion Price applicable to the repayment.

During the year, 3 SpringTree Notes were converted to equity (one of which was outstanding at 30 June 2010) and 9 SpringTree Notes were repaid in cash. There were no Notes outstanding at the balance date. The facility has mandatory monthly draw down amounts of $150,000 to be converted/repaid in one month. A liability of $250,000 was recorded in the prior year to represent the fair value of this obligation.

Other Notes

During prior years, the Company issued a number of Convertible Notes (“Other Notes”) under a Convertible Note Deed dated 30 August 2007. The notes had varying face values and interest of between 10% and 20% per annum is payable monthly. In addition, notes may be converted to shares and options in CBio Limited in accordance with the terms of each note.

Notes have a life of no greater than six months unless extended for a further period if agreed by CBio and the Note holder. During the year, one Note, with a face value of $125,000, was repaid in cash. On 30 June 2011, the Company received a notice from the holder of two Notes, with a face value of $2,000,000, electing to convert their Notes to equity. Subsequent to the Balance Date, 4,000,000 shares and 2,500,000 share options were issued in relation to these notes. These notes were recorded as equity at 30 June 2011. Two other notes, with a combined face value of $2,000,000, remain outstanding at the balance date.

(a) Key convertible note terms

Face Value
$
Conversion
Rate
$
Shares issued
if converted
Options
issued if
converted
Option
exercise price
$
Note expiry
Face Value
$
Conversion
Rate
$
Shares issued
if converted
Options
issued if
converted
Option
exercise price
$
Note expiry
2,000,000
0.286
7,000,000
(b)
Financial Liability reconciliation
Opening balance at 1 July 2010
Issue of convertible notes
Interest accretion
Conversion of convertible notes
Repayment of convertible notes
Interest charge on convertible notes
Interest paid on convertible notes
Fair value adjustment
2,500,000
1.00
31/12/11
Convertible
Note
Embedded
Derivative
Interest
Accrual
3,227,740
338,838
50,343
1,650,000
-
-
794,828
-
-
(2,450,000)
(258,966)
-
(1,475,000)
(1,661)
-
-
-
606,301
-
-
(607,329)
32,438
419,149
-
1,780,006
497,360
49,315

-13-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

10. PROVISIONS
(a) Short-term employment provisions (i)
(b) Long-term employment provisions (ii)
Movement in carrying value
At 1 July
Accrued in the period
Used in the period
At 30 June
2011
$
2010
$
219,369
158,851
151,156
110,597
370,525
269,448
269,448
226,627
222,331
247,945
(121,254)
(205,124)
370,525
269,448
  • (i) Short Term Provisions represent the estimated costs in respect of current employment benefits payable to Company employees. The provision for current employment benefits includes accrued annual and long-service leave and related on-costs payable on the accrued entitlements. It is expected these costs will be settled by 30 June 2012.

  • (ii) Long Term Provisions represent the estimated costs in respect of non-current employment benefits payable to Company employees. The provision for non-current employment benefits includes accrued long-service leave and related on-costs payable on the accrued entitlements. Due to the nature of the provision, the company is unable to determine a date by which these costs will be settled, however no costs are expected to be settled prior to 30 June 2012.

11. UNEARNED INCOME
Option agreement (i)
Other
2011
$
2010
$
2,793,556
3,182,848
12,180
-
2,805,736
3,182,848

(i) Unearned income represents the fees received from Novo Nordisk A/S in relation to the agreement with CBio in 2007. The amount will not be recorded as income until the terms contained in the agreement are satisfied.

12. ISSUED CAPITAL
Ordinary shares fully paid
2011
Number
2011
$
2010
Number
2010
$
159,854,762
84,302,952
80,104,905
68,291,037

-14-

CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

12. ISSUED CAPITAL (cont’d)
Movements in shares on issue
As at 1 July
SpringTree convertible loan agreement
(i)
Exercise of share options (ii)
Consideration for provision of services
(iii)
Consideration for payment of capital
raising costs (iv)
Share placement (v)
Rights issue (vi)
Information memorandum
IPO
Share Purchase Plan
Repayment of loan
Consideration for accrued interest on
convertible notes
Conversion of convertible notes (vii)
Transaction costs
As at 30 June
2011
Number
2011
$
2010
Number
2010
$
80,104,905
68,291,037
41,258,424
47,947,588
2,316,093
551,882
2,777,778
686,000
611,367
168,994
51,282
33,846
900,000
400,000
2,854,770
460,569
700,250
535,125
11,627,687
5,116,182
-
-
58,288,658
9,326,185
-
-
-
-
15,126,000
7,563,000
-
-
7,101,717
7,101,717
-
-
1,148,566
401,998
-
-
520,590
260,295
-
-
397,578
198,789
4,000,000
2,000,000
10,174,002
5,161,187
-
(1,645,743)
-
(1,964,662)
159,854,762
84,302,952
80,104,905
68,291,037

(i) 2,316,093 shares were issued at prices of between $0.1774 and $0.2354 pursuant to a Convertible Loan Agreement with SpringTree Special Opportunities Fund LP.

(ii) 611,367 shares were issued upon the exercise of share options at exercise prices of between $0.2323 and $0.3510.

  • (iii) 51,282 shares were issued to a supplier for the provision of service at $0.195 per share

  • (iv) 2,826,100 shares were issued as commission in connection with the Rights Issue conducted by the company at $0.16 per share with the remaining 28,670 shares issued as commission at $0.2927 per share.

  • (v) 11,627,687 shares were issued at $0.44 per share in a share placement

  • (vi) 58,288,658 shares were issued at $0.16 in a Rights Issue.

  • (vii) 4,000,000 shares were issued at $0.50 in accordance with convertible note terms. These shares were recognised in equity at 30 June in accordance with Accounting Standards, however the shares were not issued until 7 July 2011.

Terms and conditions of ordinary shares

Ordinary shares have the right to receive dividends as declared, and in the event of winding up of the Company, to participate in the proceeds from the sale of all surplus assets.

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CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

12. ISSUED CAPITAL (cont’d)

Capital Management

The Board controls the capital of the company in order to ensure that it can fund its operations and continue as a going concern. The company’s debt and capital includes ordinary share capital and convertible notes and financial liabilities, supported by financial assets.

There are no externally imposed capital requirements.

The Board effectively manages the company’s capital by assessing the company’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 debt levels and share issues.

There have been no changes in the strategy adopted by the Board to control the capital of the company since the prior year. The gearing ratios for the year ended 30 June 2011 and 30 June 2010 are as follows:

Total borrowings (at face value)
Trade and other payables
Less cash and cash equivalents
Net debt
Total equity (including liabilities at face value)
Total net debt plus equity
Gearing ratio
13. RESERVES
Equity reserve
Balance at 1 July
Convertible note issue
Repayment of convertible notes
Share option expense
Adjustment to convertible notes on modification
Balance at 30 June
2011
$
2010
$
2,000,000
4,275,000
1,369,158
2,195,305
(3,909,426)
(3,433,448)
(540,268)
3,036,857
(1,865,050)
(5,485,315)
(2,405,318)
(2,448,458)
(22%)
(124%)
19,099,898
16,628,240
286,160
1,221,419
-
(21,690)
16,396
846,758
-
425,171
19,402,454
19,099,898

Nature and purpose of equity reserve

The equity reserve records items:

(i) Recognised as an expense with respect to share-based consideration (ii) The equity component of convertible notes

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CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

14. EARNINGS PER SHARE
Basic/Diluted (loss) per share (cents per share) – continuing
operations
Basic/Diluted (loss)/earnings per share (cents per share) – attributable
to the members of the company
Income and share data used in the calculation of basic & diluted
earnings per share:
Loss from continuing operations after income tax expense
Loss attributable to members of the parent entity
Weighted average number of ordinary shares outstanding during the
year used in calculation of basic & diluted EPS
Effect of dilutive securities:
- Share options
-Convertible Notes
Adjusted weighted average number of ordinary shares outstanding
during the year used in calculation of basic & diluted EPS (i)
2011
$
2010
$
(11.32)
(24.90)
(11.32)
(24.90)
(13,679,994)
(16,787,189)
(13,679,994)
(16,787,189)
120,891,672
67,425,696
-
-
-
-
120,891,672
67,425,696

(i) As at the balance date, there were 37,084,849 share options on issue, 7,000,000 potential shares and 2,500,000 potential options which may be issued upon conversion of outstanding Convertible Notes, giving a total potential shares which may be issued of 46,584,849. These potential ordinary shares have not been taken into account when calculating the diluted loss per share due to their anti-dilutive nature.

(ii) In addition to amounts disclosed in note (i) additional shares and options may be issued under the SpringTree facility as disclosed in Note 12(a). The facility is a $12.45 million AUD facility. Given the formula required to determine shares and options to be issued relies on future share prices, estimates of issuable shares and options cannot be made and will depend on future use of the facility. 800,000 shares have been issued as security for this facility. These shares will be cancelled on the completion of the facility unless SpringTree elects to make a payment to CBio in accordance with the terms of the Agreement.

15. CASH AND CASH EQUIVALENTS

(a) Reconciliation of cash

For the purposes of the statement of cash flows, cash includes cash on hand and in banks and investments in money market instruments, net of outstanding bank overdrafts. Cash at the end of the financial period as shown in the statement of cash flows is reconciled to the related items in the statement of financial position as follows:

Cash at bank

3,909,426 3,433,448

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CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

15. CASH AND CASH EQUIVALENTS (cont’d)
(b) Reconciliation of net cash flows from operating activities to
operating loss after income tax
Operating loss after taxation
Non cash items
Interest
Transaction cost
Termination fee
Depreciation
Equity based compensation
Capital raising costs
Realised/ Unrealised foreign exchange gain
Change in assets and liabilities
(Increase)/decrease in receivables and prepayments
Increase/(decrease) in payables
Increase/(decrease) in provisions
Increase/(decrease) in unearned income
Net cash flows used in operating activities
2011
$
2010
$
(13,679,994)
(16,787,189)
794,828
2,391,429
211,400
-
-
250,000
144,420
232,698
16,396
373,655
-
535,125
(341,044)
68,543
133,623
(376,037)
(824,637)
(3,781,843)
101,077
42,820
(12,180)
1,096,690
(13,456,111)
(15,202,035)

16. SUBSEQUENT EVENTS

The Company issued a $150,000 Convertible Notes on 6 July pursuant to the funding agreement with SpringTree Special Opportunities Fund, LP. The Note was repaid in cash on 3 August.

In July the Company issued 100,000 shares to entities associated with Dr Michael Monsour as commission on the firm commitment to subscribe for shares under the Rights Issue conducted by the Company in 2010. The share issue was approved by shareholders in general meeting on July 15.

In July the Company issued 1,900,000 performance rights to employees of the Company and 1,200,000 performance rights to Non-Executive Directors of the Company. The issue of performance rights was approved by shareholders in general meeting on July 15.

In July the Company announced the headline results from its phase IIa clinical trial in Rheumatoid Arthritis.

In July, SpringTree Special Opportunities Fund, LP exercised 200,000 of 1,900,000 options issued upon the signing of the funding agreement at $0.517 per share.

In August, the Company announced the termination of the Convertible Loan facility with the SpringTree Special Opportunities Fund, LP. On termination of the facility, SpringTree made a payment of $180,160 to CBio in lieu of the cancellation of the Collateral Shares issued in the prior year pursuant to the Agreement.

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CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

17. CORPORATE INFORMATION

CBio Limited is a company limited by shares that is Incorporated and domiciled in Australia. CBio Limited is listed on the Australian Securities Exchange. During the year ending 30 June 2011 there were no controlled entities.

The registered office and principal place of business is:

CBio Limited 85 Brandl St Eight Mile Plains, QLD, 4113

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CBio Limited Preliminary Financial Report For the year ended 30 June 2011

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NOTES TO FINANCIAL INFORMATION

For the year ended 30 June 2011

COMPLIANCE STATEMENT

  1. This Appendix 4E has been prepared in accordance with Australian Accounting Standards, Australian Accounting Interpretations and other authoritative pronouncements of the Australian Accounting Standards Board and the Corporations Act 2001.

  2. This Appendix 4E, and the accounts upon which the Appendix 4E is based, use the same accounting policies.

  3. This Appendix 4E does give a true and fair view of the matters disclosed.

  4. This Appendix 4E is based on financial statements which are in the process of being audited.

  5. The entity has a formally constituted audit committee.

  6. In the directors opinion, there are reasonable grounds to believe that the company is able to pay its debts as and when they become due and payable.

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STEPHEN JONES

Executive Chairman

31 August 2011

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