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MICRO-X LIMITED Interim / Quarterly Report 2018

Feb 27, 2018

65388_rns_2018-02-27_ae84e826-9fb6-454c-9c39-1c6d7d5eaa6f.pdf

Interim / Quarterly Report

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Micro-X Limited Appendix 4D Half-year report

1. Company details

Name of Company: Micro-X Limited ABN: 21 153 273 735 Reporting period: For the half-year ended 31 December 2017 Previous period: For the half-year ended 31 December 2016

2. Results for announcement to the market

$’000
Revenues from ordinary activities up 124.44% to 799
Loss from ordinary activities after tax attributable to the owners of Micro-
X Limited down 31.03% to (5,069)
Loss for the half-year attributable to the owners of Micro-X Limited down 32.05% to (4,994)

Dividends

There were no dividends paid, recommended or declared during the current financial period.

Comments

The loss for the group after providing for income tax amounted to $5.1M (31 December 2016: $7.4M).

3. Net tangible assets

Net tangible assets per ordinary security Reporting
period
Cents
5.81
Previous
period
Cents
7.26

4. Control gained over entities

100% control gained over Micro-X Inc.

5. Loss of control over entities

Not applicable.

6. Dividends

Current period

There were no dividends paid, recommended or declared during the current financial period.

Previous period

There were no dividends paid, recommended or declared during the previous financial period.

Micro-X Limited Appendix 4D Half-year report

7. Dividend reinvestment plans

Not applicable.

8. Details of associates and joint venture entities

The relevant interest in XinRay Systems Inc. was 30% at 31 December 2017. There is no change to the group’s holding as at the date of this report.

9. Foreign entities

Details of origin of accounting standards used in compiling the report:

Not applicable.

10. Audit qualification or review

Details of audit/review dispute or qualification (if any):

The financial statements were subject to a review by the auditors and the review report is attached as part of the Half-Year Financial Report.

11. Attachments

Details of attachments (if any):

The Half-Year Financial Report of Micro-X Limited for the half-year ended 31 December 2017 is attached.

12. Signed by Patrick O’Brien (Non-Executive Chairman)

Signed ______

Date: 28 February 2018

Micro-X Limited

ABN 21 153 273 735

Half-Year Financial - 31 December 2017

Micro-X Limited Contents 31 December 2017

Contents

Corporate directory 2
Directors' report 3
Auditor's independence declaration 5
Statement of profit or loss and other comprehensive income 6
Statement of financial position 7
Statement of changes in equity 8
Statement of cash flows 9
Notes to the financial statements 10
Directors' declaration 14
Independent auditor's review report to the members of Micro-X Limited 15

1

Micro-X Limited Corporate directory 31 December 2017

Directors Peter Robin Rowland (Managing Director)
Richard Nicholas Hannebery (Executive Director)
Patrick Gerard O'Brien (Non-Executive Director)
David Peter Neil Symons (Non-Executive Director)
Alexander Gosling (Non-Executive Director)
Yasmin King (Non-Executive Director)
Jim McDowell (Non-Executive Director - appointed 11 September 2017)
Company secretary Georgina Carpendale
Registered office A14, 6 MAB Eastern Promenade
1284 South Road, Tonsley
Clovelly Park, SA 5068
(08) 7099 3966
Principal place of business A14, 6 MAB Eastern Promenade
1284 South Road, Tonsley
Clovelly Park, SA 5068
(08) 7099 3966
Share register Computershare Investors Services Pty Ltd
Yarra Falls
452 Johnston Street
Abbotsford, VIC 3067
Phone: 1300 555 159 (within Australia)
Phone: +61 3 8320 2222 (outside Australia)
Auditor Grant Thornton Audit Pty Ltd
Collins Square, Tower 1
727 Collins Street
Melbourne, VIC 3008
Phone: +61 3 8320 2222
Stock exchange listing Micro-X Limited shares are listed on the Australian Securities Exchange (ASX code:
MX1)
Website www.micro-x.com

2

Micro-X Limited Directors' report 31 December 2017

The directors present their report, together with the financial statements, on the group for the half-year ended 31 December 2017.

Directors

The names of the Directors in office at any time during or since the end of the year are: Peter Robin Rowland (Managing Director)

Richard Nicholas Hannebery (Executive Director) Patrick Gerard O'Brien (Non-Executive Director) David Peter Neil Symons (Non-Executive Director) Alexander Gosling (Non-Executive Director) Yasmin King (Non-Executive Director) Jim McDowell (Non-Executive Director - appointed 11[th] September 2017)

Directors have been in office since the start of the financial year to the date of this report unless otherwise stated.

Principal activities

Micro-X’s principal activities are focused on the design, development and manufacturing of ultra-lightweight carbon nanotube based x-ray products for the global healthcare and security (counter improvised explosive device imaging) markets.

No significant changes in the nature of these activities occurred during the year.

Review of operations

The loss for the group after providing for income tax amounted to $5.1M (31 December 2016: $7.4M loss). The loss for the half-year period consisted of $5.3M expenditure on project costs towards finalising the development of the DRX Revolution Nano (“Nano”) and ongoing development of the Rover and the Mobile Backscatter Imager (“MBI”) as contracted by the Australian Department of Defence.

Carestream:

In October 2017 Carestream formally accepted the “First From Production” units of the DRX Revolution Nano Mobile x-ray units. The group is continuing through the pre-commercialisation phase of the Nano with its distribution partner, Carestream.

Australian Department of Defence:

In October 2017 the group conducted very successful proof of concept demonstration trials for the MBI product. The trials were held at Micro-X facilities in Clovelly Park, South Australia.

Research and Development Tax Rebate:

The research and development tax incentive refund for $7.0M was received in August 2017 for the 30 June 2017 financial year.

South Australian Government Financing Authority:

This loan facility was extended for a further 12 months during the period, bringing the repayment date to 31 December 2018. Interest for the renewal period continues to be charged at 5.75% per annum.

Corporate Development:

In December 2017, the group engaged a US-Based Corporate Development Consultant to assist in managing various strategic partnering and business development activities with leading companies in the global security and healthcare industries.

Micro-X Inc:

The group established a wholly-owned US subsidiary in November 2017, incorporated in the State of Delaware.

3

Micro-X Limited Directors' report 31 December 2017

Significant changes in the state of affairs

There were no significant changes in the state of affairs of the group during the financial half-year.

Auditor's independence declaration

A copy of the auditor’s independence declaration as required under section 307C of the Corporations Act 2001 is set out on the following page.

This declaration is made in accordance with a resolution of the Board of Directors.

On behalf of the Directors

______ Mr Patrick O’Brien Non-Executive Chairman

28 February 2018

4

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Collins Square, Tower 1 727 Collins Street Docklands Victoria 3008

Correspondence to: GPO Box 4736 Melbourne Victoria 3001

T +61 3 8320 2222 F +61 3 8320 2200 E [email protected] W www.grantthornton.com.au

Auditor’s Independence Declaration to the Directors of Micro-X Limited

In accordance with the requirements of section 307C of the Corporations Act 2001 , as lead auditor for the review of Micro-X Limited for the half-year ended 31 December 2017. I declare that, to the best of my knowledge and belief, there have been:

  • a No contraventions of the auditor independence requirements of the Corporations Act 2001 relation to the review; and

  • b No contraventions of any applicable code of professional conduct in relation to the review.

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GRANT THORNTON AUDIT PTY LTD

Chartered Accountants

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M A Cunningham Partner – Audit & Assurance

Melbourne, 28 February 2018

Grant Thornton Audit Pty Ltd ACN 130 913 594

a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389

‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.

Liability limited by a scheme approved under Professional Standards Legislation.

Micro-X Limited Statement of profit or loss and other comprehensive income For the half-year ended 31 December 2017

Cost of sales
Note
Revenue
4
Gross Profit
Expenses
Employee and director costs
Office and administrative expenses
Corporate expenses
Quality and regulatory
Project costs
Depreciation and amortisation expense
Other expenses
Finances costs
Total expenses
Operating Loss
Other income
5
Share of profits of associates accounted for using the equity method
6
Loss before income tax expense
Income tax expense
Loss after income tax expense for the half-year attributable to the owners of
Micro-X Ltd
Other comprehensive income
Items that may be reclassified subsequently to profit or loss
Exchange differences on translating foreign operations
Other comprehensive income for the half-year, net of tax
Total comprehensive income for the half-year attributable to the owners of
Micro-X Limited
Basic earnings per share
16
Diluted earnings per share
16
(315)
31 December
2017
$’000
799
484
(1,797)
(322)
(44)
(13)
(5,304)
(52)
(629)
(93)
(8,254)
(7,770)
2,775
(74)
(5,069)
-
(5,069)
75
75
(4,994)
Cents
(3.51)
(3.51)
-
31 December
2016
$’000
356
356
(1,230)
(336)
(65)
(99)
(9,672)
(35)
(272)
(52)
(11,761)
(11,405)
4,140
(85)
(7,350)
-
(7,350)
-
-
(7,350)
Cents
(6.16)
(6.16)

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

6

Micro-X Limited Statement of financial position As at 31 December 2017


Note
Assets
Current assets
Cash and cash equivalents
Trade and other receivables
7
Inventories
Other assets - prepayments
Total current assets
Non-current assets
Investments accounted for using the equity method
8
Plant and equipment
Intangibles assets
9
Total non-current assets
Total assets

Liabilities
Current liabilities
Trade and other payables
Provisions
Borrowings
10
Total current liabilities
Non-Current liabilities
Provisions
Total non-current liabilities

Total liabilities
Net assets

Equity
Issued capital
11
Foreign currency translation reserve
Share based payment reserve
12
Accumulated losses
Total equity
31 December
2017
$’000
4,097
3,238
1,368
61
8,764
8,766
376
2,139
11,281
20,045

6,193
152

3,000
9,345
173
173
9,518
10,527

48,024
261

1,514
(39,272)
10,527
30 June
2017
$’000
5,573
7,659
1,196
27
14,455
8,765
358
2,127
11,250
25,705
7,077
139
3,000
10,216
165
165
10,381
15,324
48,024
186
1,317
(34,203)
15,324

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

7

Micro-X Limited Statement of changes in equity For the half-year ended 31 December 2017

Balance at 1 July 2016
Loss after income tax expense for the year
Other comprehensive income for the year, net
of tax
Total comprehensive income for the year
Transactions with owners in their capacity as
owners:
Share-based payments (note 12)
Balance at 31 December 2016

Balance at 1 July 2017
Loss after income tax expense for the year
Other comprehensive income for the year, net
of tax
Total comprehensive income for the year
Transactions with owners in their capacity as
owners:
Share-based payments (note 12)
Balance at 31 December 2017
Issued
capital
$'000
38,720
-
-
Share based
payment
reserve
$'000

791
-
-

Foreign
currency
translation
reserve
$'000

-

-
-
Accumulated
losses
$'000

(21,283)

(7,350)
-
Total equity

$'000

18,228

(7,350)
-

(7,350)

322
11,200
Total equity

$'000

15,324

(5,069)
75

(4,994)
197
10,527
-
-
-
322

-

-

(7,350)

-
38,720 1,113 -
(28,633)
Issued
capital
$'000
48,024
-
-
Share based
payment
reserve
$'000

1,317
-
-

Foreign
currency
translation
reserve
$'000

186

-
75
Accumulated
losses
$'000

(34,203)

(5,069)
-
-
-
-
197

75

-

(5,069)
-
48,024 1,514
261

(39,272)

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

8

Micro-X Limited Statement of cash flows For the half-year ended 31 December 2017

3
Cash flows from investing activities
Payments for fixed assets
Payments for intangibles
Net cash used in investing activities
Cash flows from financing activities
Proceeds from borrowings
Net cash from investing activities
Net (decrease)/increase in cash and cash equivalents
Cash and cash equivalents at the beginning of the financial half-year
Cash and cash equivalents at the end of the financial half-year
Cash flows from operating activities
Receipts from customers (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
Interest received
GST refunds received
Research and development incentive tax refunds
Interest paid
Rent expense
Net cash used in operating activities
1 December
2017
$’000
(70)
(12)
569
(9,362)
16
584
7,032
(89)
(144)
(1,394)
31 December
2016
$’000
(244)
(32)
(276)
2,800
2,800
1,431
4,169
5,600
220
(10,210)
5
761
8,219
(53)
(35)
(1,093)
(82)
-
-
(1,476)
5,573
4,097

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

9

Micro-X Limited Notes to the financial statements 31 December 2017

Note 1. General information

The financial statements cover Micro-X Limited as a group. The financial statements are presented in Australian dollars, which is Micro-X Limited's functional and presentation currency.

A description of the nature of the group's operations and its principal activities are included in the directors' report, which is not part of the financial statements.

The financial statements were authorised for issue, in accordance with a resolution of directors, on 28 February 2018.

Note 2. Significant accounting policies

These general purpose financial statements for the interim half-year reporting period ended 31 December 2017 have been prepared in accordance with Australian Accounting Standard AASB 134 'Interim Financial Reporting' and the Corporations Act 2001, as appropriate for for-profit oriented entities. Compliance with AASB 134 ensures compliance with International Financial Reporting Standard IAS 34 'Interim Financial Reporting'.

These general purpose financial statements do not include all the notes of the type normally included in annual financial statements. Accordingly, these financial statements are to be read in conjunction with the annual report for the year ended 30 June 2017 and any public announcements made by the group during the interim reporting period in accordance with the continuous disclosure requirements of the Corporations Act 2001.

The principal accounting policies adopted are consistent with those of the previous financial year and corresponding interim reporting period, unless otherwise stated.

Going concern

The group incurred a net loss after tax for the half year ended 31 December 2017 of $5.1M (half year ended December 2016: $7.4M loss) and had net cash outflows from operating activities of $1.4M (half year ended December 2016: $1.1M).

Notwithstanding these results, the directors believe that the group will be able to continue as a going concern, which contemplates continuity of normal business activities and the realisation of assets and settlement of liabilities in the ordinary course of business and as a result the financial statements have been prepared on a going concern basis. The accounts have been prepared on the assumption that the group is a going concern for the following reasons:

  • the operating loss and operating cash flow outcomes for the half year ended 31 December 2017 reflect the results of the group's major activity during that period, which was product development and early commercialisation revenue for the Nano product but the business is still not yet cash-flow positive;

  • the finalisation of research and development activities on the DRX Revolution Nano, which the group is undertaking with the objective that the outcomes of these activities be profitable and generate positive operating cash flows;

  • the group is planning to consolidate its operating activities at a profitable and cash-flow positive level going forward;

  • as the group is an ASX-listed entity, it has the ability to raise additional funds if required;

  • the group has received an extension to the repayment of the the South Australian Financing Authority (SAFA) loan to coincide with the group earning its first Commercial Revenues;

  • the group is actively working to engage strategic partners for future products; and

  • The Directors are of the opinion that no asset is likely to be realised for an amount less than the amount at which it is recognised in the half year report as at 31 December 2017.

Accordingly, this financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities as might be necessary should the group not continue as a going concern.

10

Micro-X Limited Notes to the financial statements 31 December 2017

Note 3. Operating segments

The group is organised into one operating segment being the design, development and manufacturing of ultra-lightweight carbon nanotube based x-ray products for the global healthcare and counter improvised explosive device imaging security markets. This operating segment is based on the internal reports that are reviewed and used by the Board of Directors (who are identified as the Chief Operating Decision Makers ('CODM')) in assessing performance and in determining the allocation of resources.

Note 4. Revenue


Sale of goods
Contract revenue

Note 5. Other income

Interest received
Research and Development tax incentive refund
Net foreign exchange (loss)/gain
31 December
2017

$’000

363
436

31 December
2016
$’000


156

200

356

31 December
2016
$’000


5

4,117

18
4,140
799
31 December
2017

$’000

16
2,788
(29)
2,775

Note 5. Other income

Note 6. Share of loss of associates accounted for using the equity method


Share of losses - associates

Note 7. Current assets - Trade & other receivables


Trade receivables
Research and Development tax incentive refund
Deposits
GST Receivable
31 December
2017

$’000
(74)

31 December
2016
$’000
(85)

30 June
2017
$’000

199

7,034

7,233

4

422
7,659
31 December
2017
$’000
316
2,789





3,105
4
129
3,238

11

Micro-X Limited Notes to the financial statements 31 December 2017

Note 8. Non-current assets - Investments in associates


XinRay Inc. investment
31 December
2017
$’000
8,766

30 June
2017
$’000

8,765

At 31 December 2017, the group had a 30% (30 June 2017: 30%) equity holding in XinRay Systems Inc. (‘XinRay’), a Company incorporated in Delaware, United States.

Note 9. Non-current assets - Intangibles


Capitalised development costs
Patents and trademarks – at cost
Note 10. Current liabilities – Borrowings


Short term loan – South Australian Government Financing Authority
31 December
2017
$’000
1,980
159




30 June
2017
$’000
1,980
147
2,139 2,127
31 December
2017
$’000
3,000
30 June
2017
$’000
3,000
3,000 3,000

Note 10. Current liabilities – Borrowings

The South Australian Government Financing Authority loan facility agreement with the South Australian Treasurer is for a loan commitment of $3.0M with an agreed interest rate of 5.75% per annum paid monthly in arrears. This loan facility was extended for a further 12 months during the period, bringing the repayment date to 31 December 2018. Interest rate for the renewal period continues to be charged at 5.75%

Note 11. Equity - Issued capital

Ordinary shares - fully paid

Note 12. Equity – Share-based payment reserve
31 December
2017
Shares
144,350,698

30 June 2017

Shares
144,350,698

31 December
2017
$’000

48,024

31 December
2017
$’000

48,024
30 June
2017
$’000
48,024

Share-based payments reserve
31 December
2017
$’000
1,514

30 June
2017
$’000

1,317
31 December 30 June
2017 2017
$’000 $’000
Share-based payments reserve 1,514 1,317

12

Micro-X Limited Notes to the financial statements 31 December 2017

Note 13. Contingent liabilities

The consolidated group had no contingent liabilities at 31 December 2017 and 30 June 2017.

Note 14. Events after the reporting period

No other matter or circumstance has arisen since 31 December 2017 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.

Note 15. Share-based payments

Share-based payments relate to share Option Awards as outlined in the group’s Prospectus dated 25 November 2015. Set out below are the options outstanding at the end of the financial half-year:

31 December 2017

Exercise
Grant date
Expiry date
price

01/09/2014
31/12/2019
$0.575
01/09/2014
31/12/2019
$0.625
21/12/2015
31/12/2019
$0.575
21/12/2015
31/12/2019
$0.625
05/12/2016
01/12/2020
$0.625
01/04/2017
01/04/2021
$0.625
11/09/2017
01/09/2021
$0.625
Balance at

the start of
the half-year

1,393,112

2,786,228

2,049,998

4,100,002

320,000

2,500,000

-
13,149,340
Granted
-
-
-
-
-
-
320,000
Exercised

-

-

-

-

-

-

-
Expired/
forfeited/

other


-

-

-

(500,000)

-

-
-

Balance at
the end of
the half-year

1,393,112

2,786,228

2,049,998

3,600,002

320,000

2,500,000
320,000
320,000
-
(500,000)
12,969,340

Note 16. Earnings per share


Loss after income tax attributable to the owners of Micro-X Ltd
Basic earnings per share
Diluted earnings per share
31 December
2017
$’000
(5,069)

30 June
2017
$’000
(7,350)
Cents
(3.51)
(3.51)
Number
Cents

(6.16)

(6.16)
Number

Weighted average number of ordrinary shares used in calculating basic earnings per share 144,350,698 119,409,725

Weighted average number of ordrinary shares used in calculating diluted earnings per share 144,350,698 119,409,725

13

Micro-X Limited Directors' declaration 31 December 2017

In the directors' opinion:

  • the attached financial statements and notes comply with the Corporations Act 2001, Australian Accounting Standard AASB 134 'Interim Financial Reporting', the Corporations Regulations 2001 and other mandatory professional reporting requirements;

  • the attached financial statements and notes give a true and fair view of the group's financial position as at 31 December 2017 and of its performance for the financial half-year ended on that date; and

  • there are reasonable grounds to believe that the group will be able to pay its debts as and when they become due and payable.

Signed in accordance with a resolution of directors made pursuant to section 303(5)(a) of the Corporations Act 2001.

On behalf of the directors

______ Mr Patrick O’Brien Non-Executive Chairman

28 February 2018

14

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Collins Square, Tower 1 727 Collins Street Docklands Victoria 3008

Correspondence to: GPO Box 4736 Melbourne Victoria 3001

Independent Auditor’s Review Report to the Members of Micro-X Limited

T +61 3 8320 2222 F +61 3 8320 2200 E [email protected] W www.grantthornton.com.au

Report on the Half Year Financial Report

Conclusion

We have reviewed the accompanying half year financial report of Micro-X Limited (the Company), and its subsidiaries (the Group) which comprises the consolidated statement of financial position as at 31 December 2017, and the consolidated statement of profit or loss and other comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the half year ended on that date, a description of accounting policies, other selected explanatory notes, and the directors’ declaration.

Based on our review, which is not an audit, nothing has come to our attention that causes us to believe that the half year financial report of Micro-X Limited does not give a true and fair view of the financial position of the Group as at 31 December 2017, and of its financial performance and its cash flows for the half year ended on that date, in accordance with the Corporations Act 2001 , including complying with Accounting Standard AASB 134 Interim Financial reporting .

Material Uncertainty Related to Going Concern

We draw attention to Note 2 in the financial report, which indicates that the Group incurred a net loss of $5.1m during the half year ended 31 December 2017 and, as of that date, the Group's current liabilities exceeded its current assets by $0.6m. As stated in Note 2, these events or conditions, along with other matters as set forth in Note 2, indicate that a material uncertainty exists that may cast significant doubt on the Group's ability to continue as a going concern. Our conclusion is not modified in respect of this matter.

Directors’ Responsibility for the Half Year Financial Report

The Directors of the Group are responsible for the preparation of the half-year 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 half year financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error.

Grant Thornton Audit Pty Ltd ACN 130 913 594 a subsidiary or related entity of Grant Thornton Australia Ltd ABN 41 127 556 389

‘Grant Thornton’ refers to the brand under which the Grant Thornton member firms provide assurance, tax and advisory services to their clients and/or refers to one or more member firms, as the context requires. Grant Thornton Australia Ltd is a member firm of Grant Thornton International Ltd (GTIL). GTIL and the member firms are not a worldwide partnership. GTIL and each member firm is a separate legal entity. Services are delivered by the member firms. GTIL does not provide services to clients. GTIL and its member firms are not agents of, and do not obligate one another and are not liable for one another’s acts or omissions. In the Australian context only, the use of the term ‘Grant Thornton’ may refer to Grant Thornton Australia Limited ABN 41 127 556 389 and its Australian subsidiaries and related entities. GTIL is not an Australian related entity to Grant Thornton Australia Limited.

Liability limited by a scheme approved under Professional Standards Legislation.

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Auditor’s Responsibility

Our responsibility is to express a conclusion on the half year financial report based on our review. We conducted our review in accordance with Auditing Standard on Review Engagements ASRE 2410 Review of a Financial Report Performed by the Independent Auditor of the Entity , in order to state whether, on the basis of the procedures described, we have become aware of any matter that makes us believe that the half year financial report is not in accordance with the Corporations Act 2001 including giving a true and fair view of the Group’s financial position as at 31 December 2017 and its performance for the half year ended on that date, and complying with Accounting Standard AASB 134 Interim Financial Reporting and the Corporations Regulations 2001 . As the auditor of Micro-X Limited, ASRE 2410 requires that we comply with the ethical requirements relevant to the audit of the annual financial report.

A review of a half year financial report consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with Australian Auditing Standards and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Independence

In conducting our review, we have complied with the independence requirements of the Corporations Act 2001.

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GRANT THORNTON AUDIT PTY LTD Chartered Accountants

==> picture [109 x 56] intentionally omitted <==

M A Cunningham Partner - Audit & Assurance

Melbourne, 28 February 2018