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SCIDEV LTD Annual Report 2018

Oct 25, 2018

65761_rns_2018-10-25_9830eecd-521f-42ce-a2b2-3f3297fa006d.pdf

Annual Report

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ANNUAL REPORT 2018

1

SciDev Ltd

CONTENTS

ABN 25 001 150 849

Consolidated Financial Report for the Financial Year End 30 June 2018

Contents Page
Directors' report 3
Auditor's independence declaraton 17
Statement of proft or loss and other comprehensive income 18
Statement of fnancial positon 19
Statement of changes in equity 20
Statement of cash fows 21
Notes to the fnancial statements 22
Directors' declaraton 56
Independent auditor's report to the members of SciDev Ltd 57
Shareholder Informaton 61
Corporate directory 63

2

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Letter from the Chairman and Managing Director

26 October 2018

Dear SciDev Shareholder,

This is SciDev Ltd’s (‘SciDev’ or ‘the Company’) seventeenth Annual Report since listing on the Australian Securities Exchange (ASX) and includes the audited financial statements for the financial year ending 30 June 2018.

During the 2017/18 year, the Company recorded a 15% increase in revenue to $2.213 million due to higher chemical sales and OptiFlox® System leasing fees. The Company recorded a profit after tax of $1.001 million, which compares with the loss after tax of $0.597 million for the previous corresponding period. The profit was principally a result of the sale of Intec Zeehan Residues Pty Ltd, whose principal asset is the mining lease on which is located the Zeehan slag dump. The consideration received for the sale was principally in the form of shares in Tartana Resources Limited (Tartana). The value of these shares will be dependent upon the future market price of Tartana shares, movements in which will be recorded in the Statement of profit or loss for the Company.

The key achievements during the year and to the date of this letter are as follows:

  • Significant strengthening of the Company’s management through the addition of Lewis Utt ng, Jamiel Muhor and Steve Ward.

  • Successful completion of a $860,000 capital raising that was strongly supported by senior management and the Sinoz Group, which is a globally significant supplier of chemicals and reagents to the mining and agribusiness industries.

  • Progress on North American market entry through execution of MOUs with the Phoenix Process Equipment Co., and the SeyDel Companies Inc., and the receipt of purchase orders for chemical product from a Peabody Energy mine in the United States.

  • Validation of the cost and productivity benefits of the OptiFlox® System from its extensive period of operation at the Wilpinjong coal mine.

  • Agreements for commercial trials of OptIFlox® Systems at two coking coal operations in the Bowen Basin, Queensland and at an Iluka Resources mineral sands operation.

  • Divestment of subsidiary Intec Zeehan Residues Pty Ltd for an agreed consideration of $500,000 and the staged issue of 15 million shares in Tartana Resources Ltd at a deemed issue price of $0.10 per share.

The key objectives for the current financial year are as follows:

  • Successful OptiFlox® trials leading to significantly increased chemical sales;

  • Establishment of North American manufacturing operations; and

  • Completion of the divestment of Intec Zeehan Residues Pty Ltd.

We would like to thank shareholders for their ongoing support and commitment. We look forward to updating you on our endeavours and achievements throughout this financial year.

Yours sincerely,

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Trevor Jones Kieran Rodgers Chairman Managing Director

3

SciDev Ltd Director’s Report 30 June 2018

Directors Report

The following persons were directors of the Company during the whole of the financial year and up to the date of this report, unless otherwise stated:

Trevor A Jones Kieran G Rodgers Daniel (Don) J Cronin

Principal activities

The principal activity of the Consolidated Entity is the manufacture and supply of chemicals for industrial wastewater treatment.

Dividends

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

Review of operations

The profit for the Consolidated Entity after providing for income tax and non-controlling interest amounted to $1,001,869 (30 June 2017: loss of $682,151). The profit for the Consolidated Entity was principally a result of the sale of Intec Zeehan Residues Pty Ltd. This sale resulted in a net gain on disposal of $1,989,200 (refer to Note 6 of the financial statements). Net cash outflows from operating activities during the year were $892,345 (30 June 2017: $225,298).

Excluding the sale of Intec Zeehan Residues Pty Ltd, revenue from sales to customers during the year was $2,186,643 (30 June 2017: $1,911,846), representing an increase of 14.4%.

Operational progress

During the year and subsequent to year-end, the Company achieved further industry acceptance of the OptiFlox® System. At the date of this report, the Company has five systems either installed or shortly to commence commercial trials.

Wilpinjong thermal coal mine (Peabody Energy)

OptiFlox® System is installed at the tailings thickener and over its period of operation has successfully demonstrated to the customer material savings in operating costs and significant improvements in productivity.

Dairy manufacturing plant (Lion Dairy & Drinks)

OptiFlox® System is installed in the dissolved air flotation unit in the wastewater treatment plant. Installation complements existing and ongoing chemical sales at the facility.

Major coking coal operation in Bowen Basin, Queensland

In June 2018, the Company secured a six-month commercial trial with a global leader in coking coal production in the Bowen Basin of Queensland. The approval of the trial follows extensive on-site technical evaluations by Company personnel. The OptiFlox® System will be trialed on one of the multiple Phoenix Process Equipment Co. belt press filters in the coal handling & preparation plant for a trial period of six months. Dependent upon the success of the trial, there are future opportunities for multiple units to be deployed at the trial site. At the date of this report, the OptiFlox® System has been deployed to the trial site and is currently in the process of being installed and commissioned.

4

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

North Goonyella coking coal mine (Peabody Energy)

  • Subsequent to year-end, the Company received a purchase order for an OptiFlox® System, to be used in a sixmonth trial at Peabody Energy’s North Goonyella coking coal mine, in the Bowen Basin, Queensland. The system will be installed during the December quarter of 2018.

Mineral sands operation (Iluka Resources Limited)

  • Subsequent to year-end, the Company received a purchase order for a commercial trail of an OptiFlox® System at an Iluka Resource Limited mineral sands operation. The approval of the trial follows extensive on-site technical evaluations by Company personnel. The OptiFlox® System will be installed at the tailings thickener with installation to take place during the December quarter.

By the end of this calendar year, the Company will have five OptiFlox® Systems installed in Australia across four industries; thermal coal extraction, dairy manufacturing, coking coal extraction and mineral sands production. These installations enhance the Company’s ability to materially increase revenue from chemical sales.

North American market entry

Phoenix Process Equipment Co .

On 2 January 2018, the Company announced that it had executed an MOU with Phoenix Process Equipment Co. (Phoenix), the world’s largest integrated supplier of chemicals and dewatering equipment, to investigate joint business opportunities. Under the MOU, SciDev and Phoenix will evaluate the opportunity for the incorporation of the Company’s proprietary OptiFlox® technology into Phoenix’s equipment offering, as well as assess the feasibility of a partnership to manufacture certain chemicals for de-watering operations in selected locations throughout North America using SciDev manufacturing technology. The following specific matters have either progressed in relation to the MOU or represent other areas of collaboration:

  • The imminent trial of an OptiFlox® System on one of the multiple Phoenix belt press filters at a major coking coal operation in the Bowen Basin, Queensland;

  • The recent purchase order received for chemical products from a Peabody Energy coal mine in the United States.

The Seydel Companies Inc.

On 10 January 2018, the Company announced that it had executed an MOU with The Seydel Companies, Inc. (Seydel) headquartered in Pendergrass, Georgia. Seydel is a leading producer of chemicals essential in the textile & apparel, paper & packaging, personal care, agriculture and metalworking industries. Under the terms of the MOU, SciDev and Seydel will collaborate on a business plan to evaluate and potentially establish a facility to manufacture chemicals for wastewater treatment at Seydel’s facilities in the US utilising SciDev’s manufacturing technology, currently the subject of a pilot plant trial in SciDev’s Australian facilities.

5

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Additions to Management

During the year the Company made significant additions to its management personnel:

Lewis Utting – Project Director

Lewis has over 15 years’ experience in the water treatment, mining and chemical industries, principally with BASF, the world’s largest chemical producer by chemical sales. Lewis progressed through BASF starting as an Account Manager and finally becoming the Global Project Manager and Global Business Development Manager for the Mining Solutions business. Following twelve years with BASF, Lewis’ role with the Company will be primarily focused on driving growth in revenue through the Company’s existing client base, as well as seeking new business throughout the Australian mining, dairy, paper and water treatment industries.

Jamiel Muhor – Business Development Manager

Jamiel has over 15 years’ experience in the water treatment, mining and chemical industries. He began his career with Ciba, who were subsequently acquired by BASF, the world’s largest chemical producer by chemical sales. Jamiel’s most recent role at BASF was Head of Mining Technology – Asia Pacific. Previous roles at BASF included Global Account Manager for BHP Billiton, Global Account Manager for Alcoa and Key Account Manager in the Canadian Oil Sands industry. Jamiel will be working closely with Project Director, Lewis Utting, and will be focused on driving growth in revenue through the Company’s existing client base, as well as seeking new business throughout the Australian mining, dairy, paper and water treatment industries.

Steve Ward - Technical Account Manager

Steve Ward has been contracted to support the Company’s operational activities in the dairy and food sector. Steve has over 30 years of sales, marketing, project management and customer service experience with specialty chemicals and process control systems. He began his career with Taubmans as a laboratory chemist before moving into the water treatment sector where he spent 20 years in technical sales and marketing roles with Nalco, one of the world’s leading water treatment chemical companies. Steve’s most recent role was with Concept Controls where he managed a specialty water treatment chemical production facility as well as supporting technical sales, marketing and customer service activities.

Sale of Intec Zeehan Residues Pty Ltd

During the year the Company agreed the sale of Intec Zeehan Residues Pty Ltd, whose principal asset is a Mining Lease that holds the Zeehan Slag Dump. The proposed sale to Tartana Resources Limited (Tartana) was approved by shareholders at the Company’s Annual General Meeting on 30 November 2017.

The terms on which the Company agreed to divest its subsidiary to Tartana were as follows:

  • Issue of 15 million Tartana shares to the Company at a deemed issue price of $0.10 per share;

  • Payment to SciDev of $250,000 (this occurred in late December 2017); and

  • Payment to SciDev of an additional $250,000, of which $50,000 has been received with the remaining $200,000 plus accrued interest due by 30 September 2018.

At the date of this report, 7,760,000 Tartana shares, representing 19.9% of the issued capital of Tartana have been issued to the Company and the balance of the Tartana shares to be issued to the Company, totalling in aggregate 15,000,000, are expected to be issued in a tranched manner in coming months. However, the final cash payment has not yet been received and the Company has reserved its right to take security over Intec Zeehan Residues Pty Ltd.

Tartana expects to lodge a replacement prospectus shortly thus re-commence capital raising for its Initial Public Offer.

6

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Corporate Activities

On 25 June 2018, the Company announced a capital raising of $860,000 via a two-tranche share placement process at a placement price of $0.006 per share. The share was completed in early August and resulted in the introduction of both Lewis Utting (Project Director) and Kanins Australia Pty Ltd (Kanins Australia) as substantial shareholders.

Kanins Australia and its associated companies, Sinoz Chemicals and Commodities Pty Ltd (Sinoz) , Kemtec Mineral Processing Pty Ltd (Kemtec) and Kanins International Pty Ltd (Kanins International) are globally significant manufacturers and suppliers of chemicals and reagents to the mining industry and the agribusiness sector. Both the SciDev and Sinoz/Kanins/Kemtec (the Sinoz Group) technology portfolios are highly complementary and cover the entirety of the mineral processing reagent value chain from grinding, beneficiation through to tailings and water treatment.

SciDev will benefit from existing Sinoz Group customer relationships, which management believes will accelerate business development activities. The Sinoz Group will benefit from SciDev’s leading chemical and OptiFlox® technology and mineral processing expertise allowing them to offer end users a complete solution.

Significant changes in the state of affairs

There were no significant changes in the state of affairs of the Consolidated Entity during the financial year.

Matters subsequent to the end of the financial year

On 9 July 2018, the Company received a further payment of $50,000 from Tartana Resources Ltd (Tartana) in relation to the sale to Tartana of Intec Zeehan Residues Pty Ltd. The remaining payment from Tartana of $210,000, including accrued interest, is due by 30 September 2018.

On 10 August 2018, the Company completed Tranche 2 of the share placement previously announced on 25 June 2018. Tranche 2 comprised the placement of 69,110,534 shares at an issue price of 0.6 cents per share to raise $414,663 before costs.

After year-end, a further 800,000 Tartana shares have been issued to the Company. The balance of the Tartana shares to be issued to the Company, totalling 7,240,000 shares, are expected to be issued in a tranched manner over the coming months.

On 16 July 2018, the Company announced that it had received a purchase order from Peabody Energy for a six-month commercial trial of an OptiFlox® System at the North Goonyella coking mine in Queensland.

On 2 September 2018, the Company announced that it had received a purchase order from Iluka Resources Limited for a multi-month commercial trial of an OptiFlox® System at a mineral sands operation.

On 19 September 2018, the Company announced that it had received a purchase order for chemical products from a Peabody Energy coal mine in the United States.

On 26 September 2018, the Company announced that it had received a purchase order from Iluka Resources Limited for a trial of the Company’s chemical products at an Australian mineral sands operation.

On 3 October 2018, the Company announced that it had not received the final payment amount, from Tartana Resources Pty Ltd being $200,000 plus accrued interest, which was due on 30 September 2018. The Company also announced that it had agreed the terms of a US$350,000 working capital facility with Kanins International Pty Ltd.

On 25 October 2018, the Company announced that it had received a cash refund of approximately $333,000 under the Federal Government’s R & D Tax Incentive Program.

No other matter or circumstance has arisen since 30 June 2018 that has significantly affected, or may significantly affect the Consolidated Entity's operations, the results of those operations, or the Consolidated Entity's state of affairs in future financial years.

7

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Likely developments and expected results of operations

Information on likely developments in the operations of the Consolidated Entity and the expected results of operations have not been included in this report because the directors believe it would be likely to result in unreasonable prejudice to the Consolidated Entity.

Going concern

For the year ended 30 June 2018 the Consolidated Entity generated an operating loss after income tax of $987,331 (2017: $597,340) before taking into account the net gain from the sale of Intec Zeehan Residues Pty Ltd. Net cash outflows from operations were $892,345 (2017: $225,298) for the year ended 30 June 2018. At 30 June 2018 the Consolidated Entity had net assets of $3,950,386 (2017: $2,461,700) and cash balances of $568,187 (2017: $938,714).

These matters give rise to a material uncertainty that may cast doubt whether the Consolidated Entity can continue as a going concern and realise its assets and extinguish its liabilities in the ordinary course of business and at amounts stated in the financial statements. The continuing viability of the Consolidated Entity and its ability to continue as a going concern and meet its debts and commitments as and when they fall due are dependent upon the Consolidated Entity being successful in the following:

  • New customer acquisition;

  • Commercialisation of the Optiflox® System with resultant increased product sales and technology leasing fees; and

  • The raising of sufficient capital by way of either additional debt and/or equity capital.

The Directors are of the opinion that sufficient additional funding will be secured and are themselves likely to participate in any future equity capital raising. The financial report has therefore been prepared on the basis of a going concern. This basis presumes that funds from the above sources will be available to finance future operations, and to repay liabilities and that the realisation of assets and settlement of liabilities will occur in the normal course of business.

However, the Directors note that if sufficient funds are not raised through the above-mentioned sources, the going concern basis may not be appropriate with the result that the group may have to realise its assets and extinguish its liabilities other than in the ordinary course of business and in amounts different from those stated in the financial report.

The company's auditor has, without qualifying their audit opinion, included an 'emphasis of matter' paragraph in their audit report which draws attention to the aforementioned uncertainty regarding going concern.

Environmental regulation

The Consolidated Entity is not subject to any significant environmental regulation under Australian Commonwealth or State law.

8

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Information on Directors

Name: Trevor A Jones
Title: Chairman
Qualifcatons: B.Comm. (Melb)
Experience and expertse: Mr. Jones has spent over 30 years working in the fnance industry in Australia,
United Kingdom and the USA. During this tme, he has held senior executve
positons in investment funds management, stockbroking and corporate fnance,
and gained a broad experience of capital structuring and capital raising, partcularly
in the mining sector. Mr. Jones was manager of equity portolios for Shell Australia
and Natonal Employers Mutual in the United Kingdom. He was a Director of County
NatWest Securites Australia Ltd in London and then Director of Corporate Finance
with Westpac Insttutonal Bank in Sydney. More recently Mr. Jones was the Sydney
Chief Executve for Melbourne-based Austock Group and was Chairman of both its
Corporate Finance and Investment Management divisions. He was appointed as a
Non-executve Director of SciDev on 28 February 2007.
Other current directorships: None
Former directorships (last 3 years): None
Special responsibilites: Chairman of the Corporate Governance Commitee and a member of the Audit
Interests in shares: Commitee and the Nominaton and Remuneraton Commitee
Interests in optons: 5,742,331
1,000,000
Name: Kieran G Rodgers
Title: Managing Director
Qualifcatons: B.E. (Hons.) Min. (UNSW), M.B.A. (IMD)
Experience and expertse: Mr. Rodgers joined SciDev in March 2001 afer 13 years of experience in merchant
banking and fnancial consultng, principally at Resource Finance Corporaton Ltd,
which specifcally focused on the Australian and internatonal resources industry. He
was appointed as an Executve Director of SciDev on 28 February 2007. Mr. Rodgers
was appointed Managing Director on 6 February 2012.
Other current directorships: None
Former directorships (last 3 years): None
Special responsibilites: Managing Director and member of the Corporate Governance Commitee
Interests in shares: 40,183,245
Interests in optons: 2,000,000
Name: Daniel J Cronin
Title: Non-executve Director
Qualifcatons: B.E. (Uni. College, Cork) M.Sc. (Southampton), MBA (LBS)
Experience and expertse: Mr. Cronin was appointed to the Board of SciDev on 26 November 2013. Mr. Cronin
began his career as an Engineer with the Britsh consultng frm Halcrow, working for
6 years in the UK and South America. This was followed by 5 years working in project
management with the constructon Company Gammon in Hong Kong and Singapore.
Following completon of an MBA degree, he was employed in the chemical industry
for 23 years, initally with Sandoz and later with Degussa and BASF. He has worked in
senior general management roles in Zurich, Sydney and Singapore. His most recent
positon was Senior Vice President – Constructon Chemicals for BASF with
responsibility for Europe, Middle East and Africa.
Other current directorships: None
Former directorships (last 3 years): None
Special responsibilites: Chairman of the Audit Commitee and a member of the Corporate Governance
Interests in shares: Commitee and the Nominaton and Remuneraton Commitee
Interests in optons: 4,659,554
2,000,000

9

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

'Other current directorships' quoted above are current directorships for listed entities only and excludes directorships of all other types of entities, unless otherwise stated.

'Former directorships (last 3 years)' quoted above are directorships held in the last 3 years for listed entities only and excludes directorships of all other types of entities, unless otherwise stated.

Company secretary

Mr Heath L Roberts (Dip Law (S.A.B.) and Grad Dip Legal Practice (UTS)) was appointed to the position of Company Secretary of SciDev Ltd on 1 March 2017. Mr Roberts is a commercial solicitor with over 20 years of listed company experience. He has acted for SciDev in various capacities over the years and brings strong transactional, compliance and capital raising experience to the role.

Meetings of directors

The number of meetings of the company's Board of Directors ('the Board') held during the year ended 30 June 2018, and the number of meetings attended by each director were:

Nominaton and Nominaton and
Full Board Remuneraton Commitee* Audit Commitee
Atended Held Atended Held Atended Held
Trevor A Jones 12 12
-

-
3
3
Kieran G Rodgers 12 12
-

-
-
-
Daniel J Cronin 12 12
-

-
3
3

Held: represents the number of meetings held during the time the director held office. * The Nomination and Remuneration Committee did not meet during the financial year.

Remuneration report (audited)

The remuneration report details the key management personnel remuneration arrangements for the Consolidated Entity, in accordance with the requirements of the Corporations Act 2001 and its Regulations.

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including all directors.

The remuneration report is set out under the following main headings:

  • Principles used to determine the nature and amount of remuneration

  • Details of remuneration

  • Service agreements

  • Share-based compensation

  • Additional information

  • Additional disclosures relating to key management personnel

Principles used to determine the nature and amount of remuneration

The objective of the Consolidated Entity's executive reward framework is to ensure reward for performance is competitive and appropriate for the results delivered. The framework aligns executive reward with the achievement of strategic objectives and the creation of value for shareholders, and it is considered to conform to the market best practice for the delivery of reward. The Board of Directors ('the Board') ensures that executive reward satisfies the following key criteria for good reward governance practices:

  • competitiveness and reasonableness;

  • acceptability to shareholders;

  • performance linkage / alignment of executive compensation;

  • transparency; and

  • capital management.

10

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

The Group has structured an executive remuneration framework that is market competitive. The framework provides for a mix of fixed pay and also variable pay and includes long term incentives, when appropriate. There is no defined relationship between Company performance and remuneration at this point in time. However, the matter is under continual review. The fixed proportion of remuneration is currently 100%. The Board has established a nomination and remuneration committee which provides advice on remuneration and incentive policies and practices and makes specific recommendations on remuneration packages and other terms of employment for the Managing Director, other senior executives and Non-Executive Directors. The Corporate Governance Statement provides further information on the role of this Committee.

Non-executive directors remuneration

Fees and payments to the Non-Executive Directors reflect the demands which are made on, and the responsibilities of, the Non–Executive Directors. The Board undertakes a review of Non-Executive Directors’ fees and payments annually.

Non-Executive Directors’ fees are determined within an aggregate Non-Executive Directors’ cash remuneration limit, which is periodically recommended for approval by shareholders. The current limit of $400,000 was approved by shareholders at the 2007 Annual General Meeting held on 14 November 2007. The amount paid to non-executive directors of the parent entity (SciDev Ltd) during the year to 30 June 2018 was $125,316 (2017: $127,316). In addition, Non-Executive Directors are able to participate in issues of options pursuant to the SciDev Employee Share Scheme. The value of any options granted to Non-Executive Directors are not included in the aggregate cash remuneration limit as they are not cash based payments.

Executive remuneration

The executive pay and reward framework has two components, which together comprise the executive’s total remuneration:

  • base pay, superannuation and non-monetary benefits; and

  • long term incentives through participation in the SciDev Employee Share Scheme.

The combination of these comprises the executive's total remuneration.

Base pay

Base pay is structured as a total employment cost package, which may be delivered as a combination of cash and prescribed non-financial benefits at the executive’s discretion. Executives are offered a competitive base pay that comprises a fixed component of cash salary and superannuation. Base pay for each senior executive is reviewed annually to ensure the executive’s pay is competitive with the market. There is no guaranteed base pay increase included in any executive’s contract.

SciDev Employee Share Scheme

Information on the Intec Employee Share Scheme is set out in note 35. Participation in the SciDev Employee Share Scheme is at the discretion of the Board and there is no guarantee of annual participation by any executive.

Use of remuneration consultants

The company did not engage remuneration consultants during the financial year ended 30 June 2018.

Voting and comments made at the company's 30 November 2017 Annual General Meeting ('AGM')

At the 30 November 2017 AGM, 84% of the votes received supported the adoption of the remuneration report for the year ended 30 June 2017. The company did not receive any specific feedback at the AGM regarding its remuneration practices.

11

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Details of remuneration

Amounts of remuneration

Details of the remuneration of key management personnel of the Consolidated Entity are set out in the following tables.

  • The key management personnel of the Consolidated Entity consisted of the following directors of SciDev Ltd:  Trevor A Jones - Non-executive Chairman

  • Daniel J Cronin - Non-executive Director

  • Kieran G Rodgers - Managing Director

And the following person:

  • Lewis E Utting - Project Director (1 appointed March 2018)

2018
Short-term benefts
Cash salary Consultng
Non-
and fees
fees
monetary
$ $ $
Short-term benefts
Cash salary Consultng
Non-
and fees
fees
monetary
$ $ $
Short-term benefts
Cash salary Consultng
Non-
and fees
fees
monetary
$ $ $
Post-
employment
benefts
Super-

annuaton
$
Long-term
benefts
Long service
leave
$
Total
$
Non-Executve Directors:
Trevor A Jones (Chairman)
Daniel J Cronin
Executve Directors:
Kieran G Rodgers1
Other Key Management
Personnel:
Lewis E Utng2

69,444
45,000
268,424
72,917
455,785

-
-
-
-
-

-
-
2,259
-
2,259

6,597
4,275
20,900
6,927
38,699

-
-
31,007
-
31,007
76,041
49,275
322,590
79,844
527,750
  1. Cash salary and fees includes $32,423 of accrued annual leave paid out.

  2. Lewis Utting was appointed Project Director on 1 March 2018.

Post-
employment Long-term
Short-term benefts benefts benefts
Cash salary Consultng Non- Super-
Long service
and fees
fees
monetary
annuaton

leave
Total
2017 $ $ $ $ $ $
Non-Executve Directors:
Trevor A Jones (Chairman) 69,444
-

-

6,597

-
76,041
Daniel J Cronin 45,000
2,000

-

4,275

-
51,275
Executve Directors:
Kieran G Rodgers 215,000
-

27,128

20,425

9,137
271,690
329,444
2,000
27,128 31,297 9,137 399,006

12

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Details of remuneration

The proportion of remuneration linked to performance and the fixed proportion are as follows:

Fixed remuneraton Fixed remuneraton At risk - STI At risk - LTI At risk - LTI
Name 2018 2017 2018
2017
2018 2017
Non-Executve Directors:
Trevor A Jones (Chairman) 100% 100% - - - -
Daniel J Cronin 100% 100% - - - -
Executve Directors:
Kieran G Rodgers 100% 100% - - - -
Other Key Management
Personnel:
Lewis E Utng 100% - - - - -

Service agreements

Remuneration and other terms of employment for key management personnel are formalised in service agreements. Details of these agreements are as follows:

Name: Kieran G Rodgers
Title: Managing Director
Agreement commenced: 1 March 2018
Term of agreement: Ongoing
Details: Base salary for the year ended 30 June 2018 of $260,000 plus superannuaton, to be
reviewed annually by the Nominaton and Remuneraton Commitee. The contract
may be terminated by 6 months’ notce from either party.
Term of agreement:
Details:
Ongoing
Base salary for the year ended 30 June 2018 of $260,000 plus superannuaton, to be
reviewed annually by the Nominaton and Remuneraton Commitee. The contract
may be terminated by 6 months’ notce from either party.
Name: Lewis E Utng
Title: Project Director
Agreement commenced: 1 March 2018
Term of agreement: Ongoing
Details: Base salary for the year ended 30 June 2018 of $250,000 plus superannuaton, to be
reviewed annually by the Managing Director. The contract may be terminated by 6
months’ notce from either party.

Key management personnel have no entitlement to termination payments in the event of removal for misconduct.

Share-based compensation

Issue of shares

There were no shares issued to directors and other key management personnel as part of compensation during the year ended 30 June 2018.

Options

There were no options over ordinary shares granted to or vested by directors and other key management personnel as part of compensation during the year ended 30 June 2018.There were no options for directors and other key management personnel that lapsed during the year ended 30 June 2018.

13

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Additional Information

The earnings of the Consolidated Entity for the five years to 30 June 2018 are summarised below:

2018 2017 2016 2015 2014
$ $ $ $ $
Sales revenue 2,029,373 1,846,985 1,352,346 1,316,493 911,740
Loss afer income tax 1,001,869 (597,340) (458,130) (856,446) (1,261,134)

Additional disclosures relating to key management personnel

Shareholding

The number of shares in the company held during the financial year by each director and other members of key management personnel of the Consolidated Entity, including their personally related parties, is set out below: Option holding

Ordinary shares
Trevor A Jones
Kieran G Rodgers
Daniel J Cronin
Lewis E Utng
Balance at
the start of
the year


5,742,331
23,516,577
4,659,554
-
33,918,462
Received
as part of
remuneraton

-
-
-
-
-
Additons

-
-
-
35,512,267
35,512,267
Disposals/
other

-
-
-
-
-
Balance at
the end of
the year
5,742,331
23,516,577
4,659,554
35,512,267
69,430,729

The number of options over ordinary shares in the company held during the financial year by each director and other members of key management personnel of the Consolidated Entity, including their personally related parties, is set out below:

Loans to key management personnel and their related parties

Optons over ordinary shares
Trevor A Jones
Kieran G Rodgers
Daniel J Cronin
Lewis E Utng
Balance at
the start of
the year

1,000,000
2,000,000
2,000,000
-
5,000,000
Granted

-
-
-
5,000,000
-
Exercised

-
-
-
-
-
Expired/
forfeited/
other

-
-
-
-
-
Balance at
the end of
the year
1,000,000
2,000,000
2,000,000
5,000,000
10,000,000

There were no loans owing by key management personnel of the group, including their close family members and entities related to them, during the financial year ended 30 June 2018.

Other transactions with key management personnel and their related parties

There were no other transactions with key management personnel of the group, including their close family members and entities related to them, during the financial year ended 30 June 2018.

This concludes the remuneration report, which has been audited.

14

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Shares under option

Unissued ordinary shares of SciDev Ltd under option at the date of this report are as follows:


Exercise
Grant date
Expiry date
price


10 December 2014
28 November 2019
$0.025
2 February 2017

28 November 2019
$0.025
14 August 2017

28 November 2019
$0.025
28 December 2017***
28 November 2019
$0.025

Number
under opton
5,500,000
22,500,000
6,500,000
5,000,000
39,500,000
  • Options granted under the SciDev Employee Share Scheme

** Options granted to the Lead Manager and Underwriter for services rendered in connection with the placement of shares and a share purchase plan

*** Options granted to a key service provider (non-Director) for services rendered.

No person entitled to exercise the options had or has any right by virtue of the option to participate in any share issue of the company or of any other body corporate.

No options were granted to the directors or any of the five highest remunerated officers of the company since the end of the financial year.

Shares issued on the exercise of options

There were no ordinary shares of SciDev Ltd issued on the exercise of options during the year ended 30 June 2018 and up to the date of this report.

Indemnity and insurance of officers

The company has indemnified the directors and executives of the company for costs incurred, in their capacity as a director or executive, for which they may be held personally liable, except where there is a lack of good faith.

During the financial year, the company paid a premium in respect of a contract to insure the directors and executives of the company against a liability to the extent permitted by the Corporations Act 2001. The contract of insurance prohibits disclosure of the nature of the liability and the amount of the premium.

Indemnity and insurance of auditor

The company has not, during or since the end of the financial year, indemnified or agreed to indemnify the auditor of the company or any related entity against a liability incurred by the auditor.

During the financial year, the company has not paid a premium in respect of a contract to insure the auditor of the company or any related entity.

Proceedings on behalf of the company

No person has applied to the Court under section 237 of the Corporations Act 2001 for leave to bring proceedings on behalf of the company, or to 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 part of those proceedings.

15

SciDev Ltd Director’s Report 30 June 2018

Directors Report (continued)

Non-audit services

Details of the amounts paid or payable to the auditor for non-audit services provided during the financial year by the auditor are outlined in note 25 to the financial statements.

The directors are of the opinion that the services as disclosed in note 25 to the financial statements do not compromise the external auditor's independence requirements of the Corporations Act 2001 for the following reasons:

  • all non-audit services have been reviewed and approved to ensure that they do not impact the integrity and objectivity of the auditor; and

  • none of the services undermine the general principles relating to auditor independence as set out in APES 110 Code of Ethics for Professional Accountants issued by the Accounting Professional and Ethical Standards Board, including reviewing or auditing the auditor's own work, acting in a management or decision-making capacity for the company, acting as advocate for the company or jointly sharing economic risks and rewards.

Officers of the company who are former partners of Rothsay Chartered Accountants

There are no officers of the company who are former partners of Rothsay Chartered Accountants.

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 immediately after this directors' report.

Auditor

Rothsay Chartered Accountants continues in office in accordance with section 327 of the Corporations Act 2001.

This report is made in accordance with a resolution of directors, pursuant to section 298(2)(a) of the Corporations Act 2001.

On behalf of the directors

==> picture [127 x 40] intentionally omitted <==

Kieran G Rodgers Managing Director

26 October 2018 Sydney

16

==> picture [483 x 49] intentionally omitted <==

AUDITOR’S INDEPENDENCE DECLARATION UNDER SECTION 307C OF THE CORPORATIONS ACT 2001

As lead auditor of SciDev Limited for the year ended 30 June 2018, I declare that, to the best of my knowledge and belief, there have been:

  • no contraventions of the auditor independence requirements of the Corporations Act 2001 relation to the audit; and

  • no contraventions of any applicable code of professional conduct in relation to the audit.

Rothsay Chartered Accountants

==> picture [137 x 53] intentionally omitted <==

Frank Vrachas

Partner Sydney, 27 September 2018

==> picture [483 x 51] intentionally omitted <==

14

SciDev Ltd Statement of profit or loss and other comprehensive income For the year ended 30 June 2018

Statement of profit or loss and other comprehensive income

Note
Revenue
5
Other income
6
Expenses
Changes in inventories
Raw materials and consumables used
Employee benefts expense
Depreciaton and amortsaton expense
Engineering and other consultants expenses
Insurance
Listng and share registry expenses
Professional fees
Rent and related expenses
Travel, accommodaton and conference
Other expenses
Finance costs
Proft/(loss) before income tax beneft/(expense)
Income tax beneft/(expense)
8
Proft/(loss) afer income tax beneft/(expense) for the year

Other comprehensive income for the year, net of tax

Total comprehensive income for the year

Proft/(loss) for the year is atributable to:
Non-controlling interest
Owners of SciDev Ltd

Total comprehensive income for the year is atributable to:
Non-controlling interest
Owners of SciDev Ltd
Basic earnings per share
34
Diluted earnings per share
34
2018
$
2,213,767
2,336,187

(4,345)
(1,251,282)
(1,006,057)
(194,171)
(2,896)
(46,067)
(35,075)
(557,902)
(151,050)
(143,211)
(158,060)
(6,111)
993,727
8,142
1,001,869




-
1,001,869



-
1,001,869

1,001,869



-
1,001,869

1,001,869

Cents
0.20
0.20
2017
$
1,925,233
243,802
(46,673)
(955,068)
(741,253)
(152,193)
(157,684)
(44,081)
(38,635)
(153,016)
(124,467)
(90,162)
(112,970)
(26,628)
(473,795)
(123,545)
(597,340)


-
(597,340)

84,811
(682,151)
(597,340)

84,811
(682,151)
(597,340)
Cents

(0.23)

(0.23)

18

SciDev Ltd Statement of financial position As at 30 June 2018

Statement of financial position

Note
Assets
Current assets
Cash and cash equivalents
9
Trade and other receivables
10
Inventories
11
Other
Total current assets

Non-current assets
Available-for-sale fnancial assets
12
Property, plant and equipment
13
Intangibles
14
Total non-current assets
Total assets

Liabilites
Current liabilites
Trade and other payables
15
Borrowings
16
Employee benefts
17
Total current liabilites
Non-current liabilites
Borrowings
18
Deferred tax
8
Total non-current liabilites
Total liabilites

Net assets

Equity
Issued capital
19
Reserves
20
Accumulated losses

Total equity
2018
$



568,187
727,946
236,184
1,754
1,534,071


1,502,900
260,954
1,266,033
3,029,887

4,563,958





370,279
31,938
167,247
569,464


-
44,108
44,108

613,572


3,950,386



74,118,627
2,210,703
(72,378,944)

3,950,386
2017
$
938,714
334,017
231,839
1,754
1,506,324

2,900
291,201
1,279,803
1,573,904
3,080,228

358,410
11,957
163,365
533,732
32,546
52,250
84,796
618,528

2,461,700

73,673,290
2,169,223
(73,380,813)
2,461,700

19

SciDev Ltd Statement of changes in equity For the year ended 30 June 2018

Statement of changes in equity

Balance at 1 July 2016

Proft/(loss) afer income tax expense for
the year
Other comprehensive income for the year,
net of tax
Total comprehensive income for the year
Transactons with owners in their capacity
as owners:
Contributons of equity, net of transacton
costs (note 19)
Share-based payments (note 35)
Transactons with non-controlling interests
Balance at 30 June 2017



Balance at 1 July 2017

Proft afer income tax beneft for the year
Other comprehensive income for the year,
net of tax
Total comprehensive income for the year
Transactons with owners in their capacity
as owners:
Contributons of equity, net of transacton
costs (note 19)
Share-based payments (note 35)
Balance at 30 June 2018
Issued
capital
$
71,641,977
-
-

-
2,031,313
-
-

73,673,290




Issued
capital
$
73,673,290

-
-

-

445,337
-

74,118,627
Reserves
$
2,653,594
-
-

-
-
160,828
(645,199)

2,169,223




Reserves
$
2,169,223

-
-

-

-
41,480

2,210,703
Accumulated
losses
$
(72,698,662)
(682,151)
-

(682,151)
-
-
-

(73,380,813)




Accumulated
losses
$
(73,380,813)

1,001,869
-

1,001,869

-
-

(72,378,944)
Non-
controlling
interest
$
169,990
84,811
-

84,811
-
-
(254,801)

-




Non-
controlling
interest

$
-

-
-

-

-
-

-
Total equity
$
1,766,899
(597,340)
-
(597,340)
2,031,313
160,828
(900,000)
2,461,700


Total equity
Total equity
$
2,461,700
1,001,869
-
1,001,869
445,337
41,480
3,950,386

20

SciDev Ltd Statement of cash flows For the year ended 30 June 2018

Statement of cash flows

Note
Cash fows from operatng actvites
Receipts from customers (inclusive of GST)
Payments to suppliers and employees (inclusive of GST)
Interest received
R&D tax ofset received
Interest and other fnance costs paid
Income taxes paid
Net cash used in operatng actvites
32
Cash fows from investng actvites
Payments for non-controlling interest in subsidiary
Payments for property, plant and equipment
13
Payments for intangibles
14
Payments for security deposits
Proceeds from disposal of Zeehan Project
Net cash from/(used in) investng actvites
Cash fows from fnancing actvites
Proceeds from issue of shares
19
Share issue transacton costs
Repayment of borrowings
Net cash from fnancing actvites
Net increase/(decrease) in cash and cash equivalents
Cash and cash equivalents at the beginning of the fnancial year
Cash and cash equivalents at the end of the fnancial year
9
2018
$

2,311,575
(3,507,670)

(1,196,095)
6,749
303,112
(6,111)
-

(892,345)



-
(97,045)
(53,109)
(10,800)
250,000

89,046



445,337
-
(12,565)

432,772

(370,527)
938,714

568,187
2017
$
1,999,539
(2,304,164)
(304,625)
13,387
218,492
(26,628)
(125,924)
(225,298)
(660,000)
(190,764)
(52,143)
-
-
(902,907)
2,100,000
(147,859)
(363,311)
1,588,830
460,625
478,089
938,714

21

SciDev Ltd Notes to the financial statements 30 June 2018

Notes to the financial statements

Note 1. General information

The financial statements cover SciDev Ltd as a Consolidated Entity consisting of SciDev Ltd and the entities it controlled at the end of, or during, the year. The financial statements are presented in Australian dollars, which is SciDev Ltd's functional and presentation currency.

SciDev Ltd is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is:

Suite 105 48 Atchison Street St Leonards NSW 2065

A description of the nature of the Consolidated Entity'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 27 September 2018. The directors have the power to amend and reissue the financial statements.

Note 2. Significant accounting policies

The principal accounting policies adopted in the preparation of the financial statements are set out either in the respective notes or below. These policies have been consistently applied to all the years presented, unless otherwise stated.

New or amended Accounting Standards and Interpretations adopted

The Consolidated Entity has adopted all of the new or amended Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') that are mandatory for the current reporting period. None of the new standards and amendments to standards affected any of the amounts recognised in the current period or any prior period.

Any new or amended Accounting Standards or Interpretations that are not yet mandatory have not been early adopted.

Going concern

For the year ended 30 June 2018 the Consolidated Entity generated an operating loss after income tax of $987,331 (2017: $597,340) before taking into account the net gain from the sale of Intec Zeehan Residues Pty Ltd. Net cash outflows from operations were $892,345 (2017: $225,298) for the year ended 30 June 2018. At 30 June 2018 the Consolidated Entity had net assets of $3,950,386 (2017: $2,461,700) and cash balances of $568,187 (2017: $938,714).

These matters give rise to a material uncertainty that may cast doubt whether the Consolidated Entity can continue as a going concern and realise its assets and extinguish its liabilities in the ordinary course of business and at amounts stated in the financial statements. The continuing viability of the Consolidated Entity and its ability to continue as a going concern and meet its debts and commitments as and when they fall due are dependent upon the Consolidated Entity being successful in the following:

  • New customer acquisition;

  • Commercialisation of the Optiflox® System with resultant increased product sales and technology leasing fees; and

  • The raising sufficient capital by way of either additional debt and/or equity capital.

22

SciDev Ltd Notes to the financial statements 30 June 2018

Note 2. Significant accounting policies (continued)

The Directors are of the opinion that sufficient additional funding will be secured and are themselves likely to participate in any future equity capital raising. The financial report has therefore been prepared on the basis of a going concern. This basis presumes that funds from the above sources will be available to finance future operations, and to repay liabilities and that the realisation of assets and settlement of liabilities will occur in the normal course of business.

However, the Directors note that if sufficient funds are not raised through the above-mentioned sources, the going concern basis may not be appropriate with the result that the group may have to realise its assets and extinguish its liabilities other than in the ordinary course of business and in amounts different from those stated in the financial report.

Basis of preparation

These general-purpose financial statements have been prepared in accordance with Australian Accounting Standards and Interpretations issued by the Australian Accounting Standards Board ('AASB') and the Corporations Act 2001, as appropriate for for-profit oriented entities. These financial statements also comply with International Financial Reporting Standards as issued by the International Accounting Standards Board ('IASB').

Historical cost convention

The financial statements have been prepared under the historical cost convention, except for, where applicable, financial assets and liabilities at fair value through profit or loss.

Critical accounting estimates

The preparation of the financial statements requires the use of certain critical accounting estimates. It also requires management to exercise its judgement in the process of applying the Consolidated Entity's accounting policies. The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in note 3.

Parent entity information

In accordance with the Corporations Act 2001, these financial statements present the results of the Consolidated Entity only. Supplementary information about the parent entity is disclosed in note 28.

Principles of consolidation

The consolidated financial statements incorporate the assets and liabilities of all subsidiaries of SciDev Ltd ('company' or 'parent entity') as at 30 June 2018 and the results of all subsidiaries for the year then ended. SciDev Ltd and its subsidiaries together are referred to in these financial statements as the 'Consolidated Entity'.

Subsidiaries are all those entities over which the Consolidated Entity has control. The Consolidated Entity controls an entity when the Consolidated Entity 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. Subsidiaries are fully consolidated from the date on which control is transferred to the Consolidated Entity. They are de-consolidated from the date that control ceases.

Intercompany transactions, balances and unrealised gains on transactions between entities in the Consolidated Entity are eliminated. Unrealised losses are also eliminated unless the transaction provides evidence of the impairment of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Consolidated Entity.

The acquisition of subsidiaries is accounted for using the acquisition method of accounting. A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.

23

SciDev Ltd Notes to the financial statements 30 June 2018

Note 2. Significant accounting policies (continued)

Where the Consolidated Entity loses control over a subsidiary, it derecognises the assets including goodwill, liabilities and non-controlling interest in the subsidiary together with any cumulative translation differences recognised in equity. The Consolidated Entity recognises the fair value of the consideration received and the fair value of any investment retained together with any gain or loss in profit or loss.

Foreign currency translation

The financial statements are presented in Australian dollars, which is SciDev Ltd's functional and presentation currency.

Foreign currency transactions

Foreign currency transactions are translated into Australian dollars using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at financial year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognised in profit or loss.

Foreign operations

The assets and liabilities of foreign operations are translated into Australian dollars using the exchange rates at the reporting date. The revenues and expenses of foreign operations are translated into Australian dollars using the average exchange rates, which approximate the rates at the dates of the transactions, for the period. All resulting foreign exchange differences are recognised in other comprehensive income through the foreign currency reserve in equity.

The foreign currency reserve is recognised in profit or loss when the foreign operation or net investment is disposed of.

Current and non-current classification

Assets and liabilities are presented in the statement of financial position based on current and non-current classification.

An asset is classified as current when: it is either expected to be realised or intended to be sold or consumed in the Consolidated Entity's normal operating cycle; it is held primarily for the purpose of trading; it is expected to be realised within 12 months after the reporting period; or the asset is cash or cash equivalent unless restricted from being exchanged or used to settle a liability for at least 12 months after the reporting period. All other assets are classified as non-current.

A liability is classified as current when: it is either expected to be settled in the Consolidated Entity's normal operating cycle; it is held primarily for the purpose of trading; it is due to be settled within 12 months after the reporting period; or there is no unconditional right to defer the settlement of the liability for at least 12 months after the reporting period. All other liabilities are classified as non-current.

Deferred tax assets and liabilities are always classified as non-current.

Investments and other financial assets

Investments and other financial assets are initially measured at fair value. Transaction costs are included as part of the initial measurement, except for financial assets at fair value through profit or loss. They are subsequently measured at either amortised cost or fair value depending on their classification. Classification is determined based on the purpose of the acquisition and subsequent reclassification to other categories is restricted.

Financial assets are derecognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Consolidated Entity has transferred substantially all the risks and rewards of ownership.

Loans and receivables

Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. They are carried at amortised cost using the effective interest rate method. Gains and losses are recognised in profit or loss when the asset is derecognised or impaired.

24

SciDev Ltd Notes to the financial statements 30 June 2018

Note 2. Significant accounting policies (continued)

Available-for-sale financial assets

Available-for-sale financial assets are non-derivative financial assets, principally equity securities, that are either designated as available-for-sale or not classified as any other category. After initial recognition, fair value movements are recognised in other comprehensive income through the available-for-sale reserve in equity. Cumulative gain or loss previously reported in the available-for-sale reserve is recognised in profit or loss when the asset is derecognised or impaired.

Impairment of financial assets

The Consolidated Entity assesses at the end of each reporting period whether there is any objective evidence that a financial asset or group of financial assets is impaired. Objective evidence includes significant financial difficulty of the issuer or obligor; a breach of contract such as default or delinquency in payments; the lender granting to a borrower concessions due to economic or legal reasons that the lender would not otherwise do; it becomes probable that the borrower will enter bankruptcy or other financial reorganisation; the disappearance of an active market for the financial asset; or observable data indicating that there is a measurable decrease in estimated future cash flows.

The amount of the impairment allowance for loans and receivables carried at amortised cost is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. If there is a reversal of impairment, the reversal cannot exceed the amortised cost that would have been recognised had the impairment not been made and is reversed to profit or loss.

Available-for-sale financial assets are considered impaired when there has been a significant or prolonged decline in value below initial cost. Subsequent increments in value are recognised in other comprehensive income through the available-for-sale reserve.

Leases

The determination of whether an arrangement is or contains a lease is based on the substance of the arrangement and requires an assessment of whether the fulfilment of the arrangement is dependent on the use of a specific asset or assets and the arrangement conveys a right to use the asset.

A distinction is made between finance leases, which effectively transfer from the lessor to the lessee substantially all the risks and benefits incidental to the ownership of leased assets, and operating leases, under which the lessor effectively retains substantially all such risks and benefits.

Finance leases are capitalised. A lease asset and liability are established at the fair value of the leased assets, or if lower, the present value of minimum lease payments. Lease payments are allocated between the principal component of the lease liability and the finance costs, so as to achieve a constant rate of interest on the remaining balance of the liability.

Leased assets acquired under a finance lease are depreciated over the asset's useful life or over the shorter of the asset's useful life and the lease term if there is no reasonable certainty that the Consolidated Entity will obtain ownership at the end of the lease term.

Operating lease payments, net of any incentives received from the lessor, are charged to profit or loss on a straightline basis over the term of the lease.

Impairment of non-financial assets

Goodwill and other intangible assets that have an indefinite useful life are not subject to amortisation and are tested annually for impairment, or more frequently if events or changes in circumstances indicate that they might be impaired. Other non-financial assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount.

25

SciDev Ltd Notes to the financial statements 30 June 2018

Note 2. Significant accounting policies (continued)

Impairment of non-financial assets (continued)

Recoverable amount is the higher of an asset's fair value less costs of disposal and value-in-use. The value-in-use is the present value of the estimated future cash flows relating to the asset using a pre-tax discount rate specific to the asset or cash-generating unit to which the asset belongs. Assets that do not have independent cash flows are grouped together to form a cash-generating unit.

Finance costs

Finance costs attributable to qualifying assets are capitalised as part of the asset. All other finance costs are expensed in the period in which they are incurred.

Goods and Services Tax ('GST') and other similar taxes

Revenues, expenses and assets are recognised net of the amount of associated GST, unless the GST incurred is not recoverable from the tax authority. In this case it is recognised as part of the cost of the acquisition of the asset or as part of the expense.

Receivables and payables are stated inclusive of the amount of GST receivable or payable. The net amount of GST recoverable from, or payable to, the tax authority is included in other receivables or other payables in the statement of financial position.

Cash flows are presented on a gross basis. The GST components of cash flows arising from investing or financing activities which are recoverable from, or payable to the tax authority, are presented as operating cash flows.

Commitments and contingencies are disclosed net of the amount of GST recoverable from, or payable to, the tax authority.

New Accounting Standards and Interpretations not yet mandatory or early adopted

Australian Accounting Standards and Interpretations that have recently been issued or amended but are not yet mandatory, have not been early adopted by the Consolidated Entity for the annual reporting period ended 30 June 2018. The Consolidated Entity's assessment of the impact of these new or amended Accounting Standards and Interpretations, most relevant to the Consolidated Entity, are set out below.

AASB 9 Financial Instruments

This standard is applicable to annual reporting periods beginning on or after 1 January 2018. The standard replaces all previous versions of AASB 9 and completes the project to replace IAS 39 'Financial Instruments: Recognition and Measurement'. AASB 9 introduces new classification and measurement models for financial assets. A financial asset shall be measured at amortised cost, if it is held within a business model whose objective is to hold assets in order to collect contractual cash flows, which arise on specified dates and solely principal and interest. All other financial instrument assets are to be classified and measured at fair value through profit or loss unless the entity makes an irrevocable election on initial recognition to present gains and losses on equity instruments (that are not held-fortrading) in other comprehensive income ('OCI'). New impairment requirements will use an 'expected credit loss' ('ECL') model to recognise an allowance. Impairment will be measured under a 12-month ECL method unless the credit risk on a financial instrument has increased significantly since initial recognition in which case the lifetime ECL method is adopted. The standard introduces additional new disclosures.

The Consolidated Entity has reviewed its financial assets and liabilities and expects the following impact from the adoption of the new standard from 1 July 2018:

  • (a) The assets currently classified as available-for-sale will satisfy the conditions for classification as at fair value through other comprehensive income (FVOCI) and hence there will be no change to the accounting for these assets. Accordingly, the Consolidated Entity does not expect the new guidance to affect the classification and measurement of these financial assets. However, gains or losses realised on the sale of financial assets at FVOCI will no longer be transferred to profit or loss on sale, but instead reclassified below the line from the FVOCI reserve to retained earnings. If the irrevocable election is not made, all changes in fair value will no longer be reflected in equity, but rather through profit or loss.

  • (b) Based on the assessments undertaken to date, the Consolidated Entity does not expect any material change in the impairment provision for trade receivables.

26

SciDev Ltd Notes to the financial statements 30 June 2018

Note 2. Significant accounting policies (continued)

The Consolidated Entity will adopt this standard from 1 July 2018 and will apply the new rules retrospectively from 1 July 2018, with the practical expedients permitted under the standard. Comparatives for 2018 will not be restated.

AASB 15 Revenue from Contracts with Customers

This standard is applicable to annual reporting periods beginning on or after 1 January 2018. The standard provides a single standard for revenue recognition. The core principle of the standard is that an entity will recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The standard will require: contracts (either written, verbal or implied) to be identified, together with the separate performance obligations within the contract; determine the transaction price, adjusted for the time value of money excluding credit risk; allocation of the transaction price to the separate performance obligations on a basis of relative stand-alone selling price of each distinct good or service, or estimation approach if no distinct observable prices exist; and recognition of revenue when each performance obligation is satisfied. Credit risk will be presented separately as an expense rather than adjusted to revenue. For goods, the performance obligation would be satisfied when the customer obtains control of the goods. For services, the performance obligation is satisfied when the service has been provided, typically for promises to transfer services to customers. For performance obligations satisfied over time, an entity would select an appropriate measure of progress to determine how much revenue should be recognised as the performance obligation is satisfied.

Contracts with customers will be presented in an entity's statement of financial position as a contract liability, a contract asset, or a receivable, depending on the relationship between the entity's performance and the customer's payment. Sufficient quantitative and qualitative disclosure is required to enable users to understand the contracts with customers; the significant judgements made in applying the guidance to those contracts; and any assets recognised from the costs to obtain or fulfil a contract with a customer. The Consolidated Entity has conducted a initial review of its contracts with customers and does not currently anticipate any significant changes to the timing of recognition of revenue.

The Consolidated Entity will adopt this standard from 1 July 2018 and intends to adopt the standard using the modified retrospective approach which means that the cumulative impact of the adoption will be recognised in retained earnings as of 1 July 2018 and that comparatives will not be restated.

AASB 16 Leases

This standard is applicable to annual reporting periods beginning on or after 1 January 2019. The standard replaces AASB 117 'Leases' and for lessees will eliminate the classifications of operating leases and finance leases. Subject to exceptions, a 'right-of-use' asset will be capitalised in the statement of financial position, measured at the present value of the unavoidable future lease payments to be made over the lease term. The exceptions relate to short-term leases of 12 months or less and leases of low-value assets (such as personal computers and small office furniture) where an accounting policy choice exists whereby either a 'right-of-use' asset is recognised or lease payments are expensed to profit or loss as incurred. A liability corresponding to the capitalised lease will also be recognised, adjusted for lease prepayments, lease incentives received, initial direct costs incurred and an estimate of any future restoration, removal or dismantling costs. Straight-line operating lease expense recognition will be replaced with a depreciation charge for the leased asset (included in operating costs) and an interest expense on the recognised lease liability (included in finance costs). In the earlier periods of the lease, the expenses associated with the lease under AASB 16 will be higher when compared to lease expenses under AASB 117. However, EBITDA (Earnings Before Interest, Tax, Depreciation and Amortisation) results will be improved as the operating expense is replaced by interest expense and depreciation in profit or loss under AASB 16.

For classification within the statement of cash flows, the lease payments will be separated into both a principal (financing activities) and interest (either operating or financing activities) component. For lessor accounting, the standard does not substantially change how a lessor accounts for leases. The Consolidated Entity will adopt this standard from 1 July 2019, but the impact of its adoption is yet to be assessed by the Consolidated Entity.

27

SciDev Ltd Notes to the financial statements 30 June 2018

Note 3. Critical accounting judgements estimates and assumptions

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts in the financial statements. Management continually evaluates its judgements and estimates in relation to assets, liabilities, contingent liabilities, revenue and expenses. Management bases its judgements, estimates and assumptions on historical experience and on other various factors, including expectations of future events, management believes to be reasonable under the circumstances. The resulting accounting judgements and estimates will seldom equal the related actual results. The judgements, estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities (refer to the respective notes) within the next financial year are discussed below.

Goodwill

The Consolidated Entity tests annually, or more frequently if events or changes in circumstances indicate impairment, whether goodwill has suffered any impairment, in accordance with the accounting policy stated in note 2. The recoverable amounts of cash-generating units have been determined based on value-in-use calculations. These calculations require the use of assumptions, including estimated discount rates based on the current cost of capital and growth rates of the estimated future cash flows. For information relating to the value-in-use calculations refer to note 14.

Note 4. Operating Segments

Identification of reportable operating segments

The Consolidated Entity operates in primarily one geographical segment, namely Australia. The primary business segment is the treatment of industrial waste including the manufacture and supply of chemicals for the treatment of waste water.

Operating and business segments are reported in a manner consistent with the internal reporting provided to the chief operating decision makers. The chief operating decision maker, who is responsible for allocating resources and assessing performance of the operating segments, has been identified as the Board of Directors.

Major customers

During the year ended 30 June 2018 approximately 52% (2017: 41%) of the Consolidated Entity's external revenue was derived from sales to the Consolidated Entity's largest customer. No other customer contributed 10% or more to the Consolidated Entity's revenue for both 2018 and 2017.

Revenue by geographical area

The Consolidated Entity operates in one geographical segment being Australia. Revenue from overseas customers is not material to the Consolidated Entity.

Accounting policy for operating segments

Operating segments are presented using the 'management approach', where the information presented is on the same basis as the internal reports provided to the Chief Operating Decision Makers ('CODM'). The CODM is responsible for the allocation of resources to operating segments and assessing their performance.

28

SciDev Ltd Notes to the financial statements 30 June 2018

Note 5. Revenue

Sales revenue
Treatment fees and product sales
Other revenue
Interest
Royalty
Other revenue
Revenue
2018
$
2,029,373

12,999
14,125
157,270
184,394

2,213,767
2017
$
1,846,985
13,387
-
64,861
78,248
1,925,233

Accounting policy for revenue recognition

Revenue is recognised when it is probable that the economic benefit will flow to the Consolidated Entity and the revenue can be reliably measured. Revenue is measured at the fair value of the consideration received or receivable.

Sale of goods

Sale of goods revenue is recognised at the point of sale, which is where the customer has taken delivery of the goods, the risks and rewards are transferred to the customer and there is a valid sales contract. Amounts disclosed as revenue are net of sales returns and trade discounts.

Consulting services and treatment fees

Consulting services and treatment fees are recognised using the percentage-of-completion method for fixed-fee arrangements or as the services are provided for time-and-materials arrangements.

Interest

Interest revenue is recognised as interest accrues using the effective interest method. This is a method of calculating the amortised cost of a financial asset and allocating the interest income over the relevant period using the effective interest rate, which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset to the net carrying amount of the financial asset.

Other revenue

Other revenue is recognised when it is received or when the right to receive payment is established.

Note 6. Other income

Net foreign exchange gain
Net gain on disposal of Intec Zeehan Residues Pty Ltd (refer note 12)
Subsidies and grants
Reimbursement of expenses
Other income
2018
$
20,181
1,989,200
303,112
23,694
2,336,187
2017
$
-
-
218,492
25,310
243,802

29

SciDev Ltd Notes to the financial statements 30 June 2018

Note 7. Expenses

Note 8. Income tax
Proft/(loss) before income tax includes the following specifc expenses:
Rental expense relatng to operatng leases
Minimum lease payments
Superannuaton expense
Defned contributon superannuaton expense
Income tax expense/(beneft)
Current tax
Deferred tax - originaton and reversal of temporary diferences
Aggregate income tax expense/(beneft)
Deferred tax included in income tax expense/(beneft) comprises:
Decrease in deferred tax liabilites
Numerical reconciliaton of income tax expense/(beneft) and tax at the statutory rate
Proft/(loss) before income tax beneft/(expense)
Tax at the statutory tax rate of 27.5%
Tax efect amounts which are not deductble/(taxable) in calculatng taxable income:
Non-deductble expenses
Non-assessable income
Current year tax losses not recognised
Current year temporary diferences not recognised
Adjustment to deferred tax balances
Income tax expense/(beneft)

Tax losses not recognised
Unused tax losses for which no deferred tax asset has been recognised
Potental tax beneft @ 27.5%
2018
$
106,519
74,951
2018
$
-
(8,142)

(8,142)

(8,142)

993,727

273,275
43,105
(630,386)

(314,006)
340,933
(30,715)
(4,354)

(8,142)


2018
$
66,114,631
18,181,524
2017
$
110,331
59,663
2017
$
137,177
(13,632)
123,545
(13,632)
(473,795)
(130,294)
3,328
-
(126,966)
239,128
11,383
-
123,545

2017
$
64,874,876
17,840,591

The above potential tax benefit for tax losses has not been recognised in the statement of financial position. These tax losses can only be utilised in the future if the continuity of ownership test is passed, or failing that, the same business test is passed.

30

SciDev Ltd Notes to the financial statements 30 June 2018

Note 8. Income tax (continued)

Deferred tax liability
Deferred tax liability comprises temporary diferences atributable to:
Amounts recognised in proft or loss:
Brand name
Deferred tax liability
Movements:
Opening balance
Credited to proft or loss
Closing balance
2018
$
44,108

44,108

52,250
(8,142)

44,108
2017
$
52,250
52,250
65,882
(13,632)
52,250

Accounting policy for income tax

The income tax expense or benefit for the period is the tax payable on that period's taxable income based on the applicable income tax rate for each jurisdiction, adjusted by the changes in deferred tax assets and liabilities attributable to temporary differences, unused tax losses and the adjustment recognised for prior periods, where applicable.

Deferred tax assets and liabilities are recognised for temporary differences at the tax rates expected to be applied when the assets are recovered, or liabilities are settled, based on those tax rates that are enacted or substantively enacted, except for:

  • When the deferred income tax asset or liability arises from the initial recognition of goodwill or an asset or liability in a transaction that is not a business combination and that, at the time of the transaction, affects neither the accounting nor taxable profits; or

  • When the taxable temporary difference is associated with interests in subsidiaries, associates or joint ventures, and the timing of the reversal can be controlled, and it is probable that the temporary difference will not reverse in the foreseeable future.

Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

The carrying amount of recognised and unrecognised deferred tax assets are reviewed at each reporting date. Deferred tax assets recognised are reduced to the extent that it is no longer probable that future taxable profits will be available for the carrying amount to be recovered. Previously unrecognised deferred tax assets are recognised to the extent that it is probable that there are future taxable profits available to recover the asset.

Deferred tax assets and liabilities are offset only where there is a legally enforceable right to offset current tax assets against current tax liabilities and deferred tax assets against deferred tax liabilities; and they relate to the same taxable authority on either the same taxable entity or different taxable entities which intend to settle simultaneously.

SciDev Ltd (the 'head entity') and its wholly-owned Australian subsidiaries have formed an income tax consolidated group under the tax consolidation regime. The head entity and each subsidiary in the tax consolidated group continue to account for their own current and deferred tax amounts. The tax consolidated group has applied the 'separate taxpayer within group' approach in determining the appropriate amount of taxes to allocate to members of the tax consolidated group.

31

SciDev Ltd Notes to the financial statements 30 June 2018

Note 8. Income tax (continued)

In addition to its own current and deferred tax amounts, the head entity also recognises the current tax liabilities (or assets) and the deferred tax assets arising from unused tax losses and unused tax credits assumed from each subsidiary in the tax consolidated group.

Assets or liabilities arising under tax funding agreements with the tax consolidated entities are recognised as amounts receivable from or payable to other entities in the tax consolidated group. The tax funding arrangement ensures that the intercompany charge equals the current tax liability or benefit of each tax consolidated group member, resulting in neither a contribution by the head entity to the subsidiaries nor a distribution by the subsidiaries to the head entity.

Note 9. Current assets—cash and cash equivalents

Cash on hand
Cash at bank
Cash on deposit
2018
$
150
568,037
-

568,187
2017
$
150
438,564
500,000
938,714

Accounting policy for cash and cash equivalents

Cash and cash equivalents include cash on hand, deposits held at call with financial institutions, other short-term, highly liquid investments with original maturities of three months or less that are readily convertible to known amounts of cash and which are subject to an insignificant risk of changes in value.

Note 10. Current assets—trade and other receivables

Trade receivables
Other receivables
Amount due by Tartana Resources Ltd
2018
$
457,430
14,266
256,250

727,946
2017
$
303,480
30,537
-
334,017

Past due but not impaired

Customers with balances past due but without provision for impairment of receivables amount to $198,648 as at 30 June 2018 ($127,650 as at 30 June 2017).

The Consolidated Entity did not consider a credit risk on the aggregate balances after reviewing the credit terms of customers based on recent collection practices.

32

SciDev Ltd Notes to the financial statements 30 June 2018

Note 10. Current assets—trade and other receivables (continued)

The ageing of the past due but not impaired receivables are as follows:

Past due 1-30 days
Past due 31-60 days
Past due 61+ days
2018
$
105,675
31,713
61,260

198,648
2017
$
105,718
21,932
-
127,650

Accounting policy for trade and other receivables

Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest method, less any provision for impairment. Trade receivables are generally due for settlement within 30 days.

Collectability of trade receivables is reviewed on an ongoing basis. Debts which are known to be uncollectable are written off by reducing the carrying amount directly. A provision for impairment of trade receivables is raised when there is objective evidence that the Consolidated Entity will not be able to collect all amounts due according to the original terms of the receivables. Significant financial difficulties of the debtor, probability that the debtor will enter bankruptcy or financial reorganisation and default or delinquency in payments (more than 60 days overdue) are considered indicators that the trade receivable may be impaired. The amount of the impairment allowance is the difference between the asset's carrying amount and the present value of estimated future cash flows, discounted at the original effective interest rate. Cash flows relating to short-term receivables are not discounted if the effect of discounting is immaterial.

Other receivables are recognised at amortised cost, less any provision for impairment.

Note 11. Current assets—inventories

2018 2017
$ $
Stock on hand - at cost 236,184 231,839

Accounting policy for inventories

Stock on hand is stated at the lower of cost and net realisable value. Cost comprises of purchase and delivery costs, net of rebates and discounts received or receivable.

Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated costs necessary to make the sale.

Note 12. Non-current assets—available for sale financial assets

Unlisted equity securites
Consideraton from disposal of Intec Zeehan Residues Pty Ltd*
2018
$
698,900
804,000

1,502,900
2017
$
2,900
-
2,900

33

SciDev Ltd Notes to the financial statements 30 June 2018

Note 12. Non-current assets—available for sale financial assets

The ageing of the past due but not impaired receivables are as follows:

Unlisted equity securites
Consideraton from disposal of Intec Zeehan Residues Pty Ltd*
2018
$
698,900
804,000

1,502,900
2017
$
2,900
-
2,900

Refer to note 23 for further information on fair value measurement.

  • On 25 October 2017, SciDev Ltd (SDV) entered into a conditional sale agreement to dispose of Intec Zeehan Residues Pty Ltd (IZR), whose principal asset was the Zeehan Zinc Project. The disposal was in order to generate cash flow for the expansion of the Consolidated Entity's core businesses. The disposal was completed on 22 January 2018, on which date control of IZR passed to the acquirer, Tartana Resources Ltd (Tartana).

The total consideration was $2,000,000 in cash and shares in Tartana. The first payment of $250,000 was received in December 2017. A further payment of $50,000 was received on 9 July 2018. The remaining payment of $210,000, including accrued interest, is due by 30 September 2018. Prior to year-end, SciDev had been allotted 6,960,000 ordinary shares in Tartana at a deemed issue price of 10 cents per share. Subsequent to year-end a further 800,000 Tartana shares have been issued to SciDev. The balance of the Tartana shares to be issued to SciDev, totalling 7,240,000 shares, are expected to be issued in a tranched manner over the coming months.

Note 13. Non-current assets—property, plant and equipment

Plant and equipment - at cost
Less: Accumulated depreciaton
Ofce equipment - at cost
Less: Accumulated depreciaton
2018
$
619,949
(358,995)
260,954

31,028
(31,028)
-

260,954
2017
$
522,904
(232,781)
290,123
31,028
(29,950)
1,078
291,201

34

SciDev Ltd Notes to the financial statements 30 June 2018

Note 13. Non-current assets—property, plant and equipment (continued)

Reconciliations

Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:

Balance at 1 July 2016
Additons
Disposals
Depreciaton expense
Balance at 30 June 2017
Additons
Depreciaton expense
Balance at 30 June 2018
Plant and
equipment
$ 225,872
190,764
(17,345)
(109,168)
290,123
97,045
(126,214)
260,954
Ofce
equipment
Total
$ $ 2,673
228,545
-
190,764
-
(17,345)
(1,595)
(110,763)
1,078
291,201
-
97,045
(1,078)
(127,292)
-
260,954

Property, plant and equipment secured under finance leases

Refer to note 26 for further information on property, plant and equipment secured under finance leases.

Accounting policy for property, plant and equipment

Plant and equipment is stated at historical cost less accumulated depreciation and impairment. Historical cost includes expenditure that is directly attributable to the acquisition of the items.

Depreciation is calculated on a straight-line basis to write off the net cost of each item of property, plant and equipment over their expected useful lives as follows:

Plant and equipment 4-7 years Office equipment 2-8 years

The residual values, useful lives and depreciation methods are reviewed, and adjusted if appropriate, at each reporting date.

Plant and equipment under lease are depreciated over the unexpired period of the lease or the estimated useful life of the assets, whichever is shorter.

An item of property, plant and equipment is derecognised upon disposal or when there is no future economic benefit to the Consolidated Entity. Gains and losses between the carrying amount and the disposal proceeds are taken to profit or loss.

Note 14. Non-current assets—intangibles

Goodwill - at cost
Trade marks and intellectual property - at cost
Less: Accumulated amortsaton
2018
$
1,030,018
427,942
(191,927)
236,015
1,266,033
2017
$
1,030,018
374,833
(125,048)
249,785
1,279,803

35

SciDev Ltd Notes to the financial statements 30 June 2018

Note 14. Non-current assets—intangibles (continued)

Reconciliations

Reconciliations of the written down values at the beginning and end of the current and previous financial year are set out below:

Balance at 1 July 2016
Additons
Amortsaton expense
Balance at 30 June 2017
Additons
Amortsaton expense
Balance at 30 June 2018
Goodwill
$ 1,030,018
-
-

1,030,018
-
-

1,030,018
Trademarks
and
intellectual
property
$ 239,072
52,143
(41,430)
249,785
53,109
(66,879)
236,015
Total
$ 1,269,090
52,143
(41,430)
1,279,803
53,109
(66,879)
1,266,033

Impairment testing

Goodwill which was acquired through a business combination, has been allocated to the Science Development Pty Ltd cash-generating unit (CGU). The recoverable amount of the Consolidated Entity's goodwill has been determined by a value-in-use calculation using a discounted cash flow model, based on a 1-year projection period approved by management and extrapolated for a further 4 years using variable rates, together with a terminal value.

Key assumptions are those to which the recoverable amount of an asset or cash-generating units is most sensitive.

  • Key assumptions in the discounted cashflow model include:

  • (a) Post-tax discount rate of 15% (2017: 12.5%) per annum;

  • (b) Average revenue growth over the five-year period of 46% (2017: 25%);

  • (c) Average growth in gross margin over the five-year period of 39% (2017: 26%); and

  • (d) Average per annum increase in operating expenses of 16% (2017: 5%).

The discount rate of 15% post-tax reflects management’s estimate of the time value of money and the Consolidated Entity’s weighted average cost of capital, the risk-free rate and the volatility of the share price relative to market movements.

Management believes the projected revenue growth rate is prudent and justified, based on management's expectations of the company's business development pipeline.

The budgeted gross margin is based on past performance and management's expectations for the future.

Management has budgeted for operating costs based on the current structure of the business, adjusting for inflationary increases but not reflecting any future restructurings or cost saving measures.

Sensitivity to change of assumptions

If the next year’s financial budget used in the value-in-use calculation had been 10% (2017: 10%) lower than management’s estimates at 30 June 2018, the Consolidated Entity would have a recoverable amount in excess of $3.17 million (2017: $2.02 million) against the carrying amount of the cash generating unit to which the goodwill relates. If the post-tax discount rate applied to the cash flow projections of this CGU had been 30% (2017: 20%) higher than management’s estimates (20% instead of 15%) (2017: 15% instead of 12.5%), the Consolidated Entity would have a recoverable amount in excess of $2.91 million (2017: $2.14 million) against the carrying amount of intangible assets and property, plant and equipment.

36

SciDev Ltd Notes to the financial statements 30 June 2018

Note 14. Non-current assets—intangibles (continued)

Accounting policy for intangible assets

Intangible assets acquired as part of a business combination, other than goodwill, are initially measured at their fair value at the date of the acquisition. Intangible assets acquired separately are initially recognised at cost. Indefinite life intangible assets are not amortised and are subsequently measured at cost less any impairment. Finite life intangible assets are subsequently measured at cost less amortisation and any impairment. The gains or losses recognised in profit or loss arising from the derecognition of intangible assets are measured as the difference between net disposal proceeds and the carrying amount of the intangible asset. The method and useful lives of finite life intangible assets are reviewed annually. Changes in the expected pattern of consumption or useful life are accounted for prospectively by changing the amortisation method or period.

Goodwill

Goodwill arises on the acquisition of a business. Goodwill is not amortised. Instead, goodwill is tested annually for impairment, or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at cost less accumulated impairment losses. Impairment losses on goodwill are taken to profit or loss and are not subsequently reversed.

Trademarks and intellectual property

Significant costs associated with trademarks and intellectual property are deferred and amortised on a straight-line basis over the period of their expected benefit, being their finite life of 10 years.

Note 15. Non-current assets—trade and other payables

Trade payables
BAS payable
Other payables
2018
$
260,079
67,376
42,824

370,279
2017
$
287,455
16,851
54,104
358,410

Refer to note 22 for further information on financial instruments.

Accounting policy for trade and other payables

These amounts represent liabilities for goods and services provided to the Consolidated Entity prior to the end of the financial year and which are unpaid. Due to their short-term nature they are measured at amortised cost and are not discounted. The amounts are unsecured and are usually paid within 30 days of recognition.

Note 16. Current liabilities—borrowings

Lease liability 2018
$
31,938
2017
$
11,957

Refer to note 22 for further information on financial instruments.

37

SciDev Ltd Notes to the financial statements 30 June 2018

Note 17. Current liabilities—employee benefits

Annual leave
Long service leave
2018
$
40,534
126,713
167,247
2017
$
67,659
95,706
163,365

Accounting policy for employee benefits

Short-term employee benefits

Liabilities for wages and salaries, including non-monetary benefits, annual leave and long service leave expected to be settled wholly within 12 months of the reporting date are measured at the amounts expected to be paid when the liabilities are settled.

Defined contribution superannuation expense

Contributions to defined contribution superannuation plans are expensed in the period in which they are incurred.

Note 18. Non-current liabilities—borrowings

Refer to note 22 for further informaton on fnancial instruments.
The total secured liabilites (current and non-current) are as follows:
Lease liability
Lease liability
2018
$
-
2018
$
31,938
2017
$
32,546
2017
$
44,503

Assets pledged as security

The leases relate to a motor vehicle provided to the Managing Director. The motor vehicle lease liability is effectively secured over the motor vehicle.

Accounting policy for borrowings

Loans and borrowings are initially recognised at the fair value of the consideration received, net of transaction costs. They are subsequently measured at amortised cost using the effective interest method.

Note 19. Equity—Issued capital

Ordinary shares - fully paid
2018
Shares
569,041,473
2017
2018
2017
Shares
$
$
494,818,673
74,118,627 73,673,290

38

SciDev Ltd Notes to the financial statements 30 June 2018

Note 19. Equity—Issued capital (continued)

Movements in ordinary share capital

Movements in ordinary share capital
Details


Balance

Share placement
Share purchase plan

Share placement

Acquisiton of shares in Science Developments Pty Ltd
Share issue transacton costs


Balance

Share placement


Balance
Date
1 July 2016

19 December 2016
12 January 2017
2 February2017
27 February2017


30 June 2017

29 June 2018

30 June 2018
Shares
Issue price
$
299,818,669
71,641,977
44,972,800
$0.012
539,674
50,000,004
$0.012
600,000
80,027,200
$0.012
960,326
20,000,000
$0.012
240,000
-
$0.000
(308,687)
494,818,673
73,673,290
74,222,800
$0.006
445,337
569,041,473
74,118,627

Ordinary shares

Ordinary shares entitle the holder to participate in dividends and the proceeds on the winding up of the company in proportion to the number of and amounts paid on the shares held. The fully paid ordinary shares have no par value and the company does not have a Ltd amount of authorised capital.

On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.

Share placement

30 June 2017 - The company issued 44,972,800 and 80,027,200 ordinary shares on 19 December 2016 and 2 February 2017 respectively, in terms of a conditional placement to sophisticated and professional investors at an issue price of 1.2 cents per share.

30 June 2018 - The company issued 74,222,800 ordinary shares on 29 June 2018 in terms of a placement to sophisticated and professional investors at an issue price of 0.6 cents per share.

Share purchase plan

30 June 2017 - On 12 January 2017 the company issued 50,000,004 ordinary shares under a Share Purchase Plan at an issue price of 1.2 cents per share. The plan was fully subscribed.

Acquisition of Science Developments Pty Ltd

30 June 2017 - The company exercised its option to acquire the remaining 50% of Science Developments Pty Ltd. The consideration paid for the exercise of the option amounted to $900,000 and was comprised of $660,000 in cash and the issue of 20,000,000 ordinary shares at an issue price of 1.2 cents per share.

Capital risk management

The Consolidated Entity's objectives when managing capital is to safeguard its ability to continue as a going concern, so that it can provide returns for shareholders and benefits for other stakeholders and to maintain an optimum capital structure to reduce the cost of capital.

Capital is regarded as total equity, as recognised in the statement of financial position, plus net debt. Net debt is calculated as total borrowings less cash and cash equivalents.

In order to maintain or adjust the capital structure, the Consolidated Entity may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

39

SciDev Ltd Notes to the financial statements 30 June 2018

Note 19. Equity—Issued capital (continued)

In order to maintain or adjust the capital structure, the Consolidated Entity may adjust the amount of dividends paid to shareholders, return capital to shareholders, issue new shares or sell assets to reduce debt.

The Consolidated Entity would look to raise capital when an opportunity to invest in a business or company was seen as value adding relative to the current company's share price at the time of the investment. The Consolidated Entity is not actively pursuing additional investments in the short term as it continues to integrate and grow its existing businesses in order to maximise synergies.

There are no externally imposed capital requirements.

The capital risk management policy remains unchanged from the 2017 Annual Report.

The Consolidated Entity monitors capital on the basis of its working capital position (i.e. liquidity risk). The net working capital of the Consolidated Entity at 30 June 2018 was $964,607 (2017: $972,592).

Accounting policy for issued capital

Ordinary shares are classified as equity.

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

Note 20. Equity—Reserves

Share-based payments reserve
Transactons with non-controlling interests
2018
$
2,855,902
(645,199)
2,210,703
2017
$
2,814,422
(645,199)
2,169,223

Share-based payments reserve

The reserve is used to recognise the value of equity benefits provided to employees and directors as part of their remuneration, and other parties as part of their compensation for services.

Transactions with non-controlling interests

A change in ownership interest, without the loss of control, is accounted for as an equity transaction, where the difference between the consideration transferred and the book value of the share of the non-controlling interest acquired is recognised directly in equity attributable to the parent.

40

SciDev Ltd Notes to the financial statements 30 June 2018

Note 20. Equity—Reserves

Movements in reserves

Movements in each class of reserve during the current and previous financial year are set out below:

Balance at 1 July 2016
Share-based payments
Acquisiton of non-controlling interest in Science Developments Pty Ltd
Balance at 30 June 2017
Share-based payments
Balance at 30 June 2018
Share-based
payments

reserve
$ 2,653,594
160,828
-

2,814,422
41,480

2,855,902
Transactons
with non-
controlling
interests
$ -
-
(645,199)

(645,199)
-

(645,199)
Total
$ 2,653,594
160,828
(645,199)
2,169,223
41,480
2,210,703

Note 21. Equity—Dividends

Dividends

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

Franking credits

Franking credits available for subsequent fnancial years based on a tax rate of 30% 2018
$
82,824
2017
$
82,824

The above amounts represent the balance of the franking account as at the end of the financial year, adjusted for:

  • franking credits that will arise from the payment of the amount of the provision for income tax at the reporting date

  • franking debits that will arise from the payment of dividends recognised as a liability at the reporting date

  • franking credits that will arise from the receipt of dividends recognised as receivables at the reporting date

Note 22. Financial instruments

Financial risk management objectives

The Consolidated Entity's activities expose it to a variety of financial risks: market risk (including foreign currency risk, price risk and interest rate risk), credit risk and liquidity risk. The Consolidated Entity's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Consolidated Entity. The Consolidated Entity does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes.

Risk management is carried out by Company management and the Board of Directors. Financial risks are identified and evaluated and, where considered necessary, strategies are put in place to investigate and/or minimise such risks.

41

SciDev Ltd Notes to the financial statements 30 June 2018

Note 22. Financial instruments (continued)

Financial risk management objectives

The Consolidated Entity's activities expose it to a variety of financial risks: market risk (including foreign currency risk, price risk and interest rate risk), credit risk and liquidity risk. The Consolidated Entity's overall risk management program focuses on the unpredictability of financial markets and seeks to minimise potential adverse effects on the financial performance of the Consolidated Entity. The Consolidated Entity does not enter into or trade financial instruments, including derivative financial instruments, for speculative purposes.

Risk management is carried out by Company management and the Board of Directors. Financial risks are identified and evaluated and, where considered necessary, strategies are put in place to investigate and/or minimise such risks.

Market risk

Foreign currency risk

Foreign exchange risk arises when future commercial transactions and recognised assets and liabilities are denominated in a currency that is not the entity’s functional currency. The Consolidated Entity has a trade finance facility utilised for the purchase of US$ denominated invoices. Purchases through the facility are transacted at the prevailing spot A$/US$ exchange rate and the outstanding amount under the facility is always denominated in A$. The Consolidated Entity has not entered into any foreign currency hedging contracts during the year.

Price risk

The Consolidated Entity is not exposed to any significant price risk.

Interest rate risk

The Consolidated Entity's main interest rate risk arises from borrowings. Borrowings obtained at variable rates expose the Consolidated Entity to interest rate risk. Borrowings obtained at fixed rates expose the Consolidated Entity to fair value interest rate risk.

As at the reporting date, the Consolidated Entity had the following variable rate borrowings outstanding:

2018 2017
Weighted Weighted
average average
interest rate Balance interest rate Balance
% $ % $
Leases 6.00% 31,938
6.00%
44,503
Net exposure to cash fow interest rate risk
31,938 44,503

An analysis by remaining contractual maturities in shown in 'liquidity and interest rate risk management' below.

An official increase/decrease in interest rates of 100 (2017: 100) basis points would have an adverse/favourable effect on profit before tax of $319 (2017: $455) per annum. The percentage change is based on the expected volatility of interest rates using market data and analysts’ forecasts.

Credit risk

Credit risk refers to the risk that a counterparty will default on its contractual obligations resulting in financial loss to the Consolidated Entity. There is no significant concentration of credit risk to any single entity. The maximum exposure to credit risk at the reporting date to recognised financial assets is the carrying amount, net of any provisions for impairment of those assets, as disclosed in the statement of financial position and notes to the financial statements. There is no trade debtor or other receivable amount where collateral has been received as security or pledged.

42

SciDev Ltd Notes to the financial statements 30 June 2018

Note 22. Financial instruments (continued)

Liquidity risk

Vigilant liquidity risk management requires the Consolidated Entity to maintain sufficient liquid assets (mainly cash and cash equivalents) and available borrowing facilities to be able to pay debts as and when they become due and payable.

The Consolidated Entity manages liquidity risk by maintaining adequate cash reserves and available borrowing facilities by continuously monitoring actual and forecast cash flows and matching the maturity profiles of financial assets and liabilities.

Remaining contractual maturities

The following tables detail the Consolidated Entity's remaining contractual maturity for its financial instrument liabilities. The tables have been drawn up based on the undiscounted cash flows of financial liabilities based on the earliest date on which the financial liabilities are required to be paid. The tables include both interest and principal cash flows disclosed as remaining contractual maturities and therefore these totals may differ from their carrying amount in the statement of financial position.

Weighted
average
interest rate
- 2018
%
Non-interest bearing
Trade payables and other
payables
-

Interest-bearing - variable

Lease liability
6.00%
Total non-derivatves



Weighted
average
interest rate
- 2017
%
Non-interest bearing

Trade payables and other
payables
-

Interest-bearing - variable

Lease liability
6.00%
Total non-derivatves
1 year or
less
$ 370,279
34,911
405,190

1 year or
less
$ 358,410
16,329
374,739
Between 1
and 2 years
$ -
-
-
Between 1
and 2
years
$ -
34,911
34,911
Between 2
and 5 years
$ -
-
-
Between 2
and 5
years
$ -
-
-

Over 5
years
$ -
-
-
Over 5
years
$ -
-
-
Remaining
contractual
maturites
$ 370,279
34,911
405,190
Remaining
contractual
maturites
$ 358,410
51,240
409,650

The cash flows in the maturity analysis above are not expected to occur significantly earlier than contractually disclosed above.

Fair value of financial instruments

Unless otherwise stated, the carrying amounts of financial instruments reflect their fair value.

43

SciDev Ltd Notes to the financial statements 30 June 2018

Note 23. Fair value measurement

Fair value hierarchy

The following tables detail the Consolidated Entity's assets and liabilities, measured or disclosed at fair value, using a three-level hierarchy, based on the lowest level of input that is significant to the entire fair value measurement, being: Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date

  • Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly

  • Level 3: Unobservable inputs for the asset or liability

- 2018
Assets
Consideraton from disposal of subsidiary
Equity securites
Equity securites - other
Total assets

- 2017
Assets
Equity securites - other
Total assets
Level 1
$ -
-
-
-


Level 1
$ -
-
Level 2
$ 804,000
696,000
2,900
1,502,900

Level 2
$ 2,900
2,900
Level 3
$ -
-
-
-
Level 3
$ -
-
Total
$ 804,000
696,000
2,900
1,502,900
Total
$ 2,900
2,900

There were no transfers between levels during the financial year.

Valuation techniques for fair value measurements categorised within level 2 and level 3

The consideration from disposal of subsidiary ($804,000) and the equity securities ($696,000) represent the non-cash consideration received from the disposal of a subsidiary to an unlisted entity. The fair value of these financial assets has been determined using the expected initial public offer (IPO) price the unlisted entity is expecting when it lists on the Australian Securities Exchange (ASX).

Accounting policy for fair value measurement

When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market.

Fair value is measured using the assumptions that market participants would use when pricing the asset or liability, assuming they act in their economic best interests. For non-financial assets, the fair value measurement is based on its highest and best use. Valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, are used, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

Assets and liabilities measured at fair value are classified, into three levels, using a fair value hierarchy that reflects the significance of the inputs used in making the measurements. Classifications are reviewed at each reporting date and transfers between levels are determined based on a reassessment of the lowest level of input that is significant to the fair value measurement.

44

SciDev Ltd Notes to the financial statements 30 June 2018

Note 23. Fair value measurement (continued)

For recurring and non-recurring fair value measurements, external valuers may be used when internal expertise is either not available or when the valuation is deemed to be significant. External valuers are selected based on market knowledge and reputation. Where there is a significant change in fair value of an asset or liability from one period to another, an analysis is undertaken, which includes a verification of the major inputs applied in the latest valuation and a comparison, where applicable, with external sources of data.

Note 24. Key management personnel disclosures

Compensation

The aggregate compensation made to directors and other members of key management personnel of the Consolidated Entity is set out below:

Accounting policy for fair value measurement

When an asset or liability, financial or non-financial, is measured at fair value for recognition or disclosure purposes, the fair value is based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; and assumes that the transaction will take place either: in the principal market; or in the absence of a principal market, in the most advantageous market.

Short-term employee benefts
Post-employment benefts
Long-term benefts
2018
$
458,044
38,699
31,007

527,750
2017
$
358,572
31,297
9,137
399,006

Note 25. Remuneration of auditors

During the financial year the following fees were paid or payable for services provided by Rothsay Chartered Accountants, the auditor of the company

Audit services - Rothsay Chartered Accountants
Audit or review of the fnancial statements
Other services - Rothsay Chartered Accountants
Tax compliance services
2018
$
49,050

4,000

53,050
2017
$
31,300
5,500
36,800

45

SciDev Ltd Notes to the financial statements 30 June 2018

Note 25. Commitments

Lease commitments - operatng
Commited at the reportng date but not recognised as liabilites, payable:
Within one year
Lease commitments - fnance
Commited at the reportng date and recognised as liabilites, payable:
Within one year
One to fve years
Total commitment
Less: Future fnance charges
Net commitment recognised as liabilites
Representng:
Lease liability - current (note 16)
Lease liability - non-current (note 18)
2018
$


53,750



34,911
-

34,911
(2,973)

31,938


31,938
-

31,938
2017
$
61,750
16,329
34,911
51,240
(6,737)
44,503
11,957
32,546
44,503

Operating lease commitments includes contracted amounts for various warehouses, offices and plant and equipment under non-cancellable operating leases expiring within 1 year with, in some cases, options to extend. The leases have various escalation clauses. On renewal, the terms of the leases are renegotiated.

Note 27. Related party transactions

Parent entity

SciDev Ltd is the parent entity.

Subsidiaries

Interests in subsidiaries are set out in note 30.

Key management personnel

Disclosures relating to key management personnel are set out in note 24 and the remuneration report included in the directors' report.

Transactions with related parties

Details of transactions between the Consolidated Entity and related parties are disclosed below: Receivable from and payable to related parties

Receivable from and payable to related partes
2018 2017
$ $
Other transactons:
Subscripton for new ordinary shares by key management personnel as result of the share
placement and share purchase plan - 89,744

There were no trade receivables from or trade payables to related parties at the current and previous reporting date.

46

SciDev Ltd Notes to the financial statements 30 June 2018

Note 27. Related party transactions (continued)

Loans to/from related parties

Balances and transactions between the company and its subsidiaries, which are related parties of the company, have been eliminated on consolidation and are not disclosed in this note.

Note 28. Parent entity information

Statement of fnancial positon
Proft/(loss) afer income tax
Other comprehensive income for the year, net of tax
Total comprehensive income
2018
$
776,764

-

776,764
2017
$
(759,995)
-
(759,995)
Total current assets
Total non-current assets
Total assets
Total current liabilites
Total non-current liabilites
Total liabilites
Net assets
Equity
Issued capital
Share-based payments reserve
Accumulated losses

Total equity
Parent
2018
2017
$
$
634,979
781,510

4,027,795
2,631,209

4,662,774
3,412,719

277,963
258,941

-
32,546

277,963
291,487

4,384,811
3,121,232

74,425,145
73,979,808
2,763,894
2,722,414
(72,804,228) (73,580,990)

4,384,811
3,121,232
Parent
2018
2017
$
$
634,979
781,510

4,027,795
2,631,209

4,662,774
3,412,719

277,963
258,941

-
32,546

277,963
291,487

4,384,811
3,121,232

74,425,145
73,979,808
2,763,894
2,722,414
(72,804,228) (73,580,990)

4,384,811
3,121,232
2,631,209
3,412,719
258,941
32,546
291,487
3,121,232
73,979,808
2,722,414
(73,580,990)
3,121,232

Guarantees entered into by the parent entity in relation to the debts of its subsidiaries The parent entity had no guarantees in relation to the debts of its subsidiaries as at 30 June 2018 and 30 June 2017.

Contingent liabilities The parent entity had no contingent liabilities as at 30 June 2018 and 30 June 2017.

47

SciDev Ltd Notes to the financial statements 30 June 2018

Note 28. Parent entity information (continued)

Capital commitments - Property, plant and equipment

The parent entity had no capital commitments for property, plant and equipment as at 30 June 2018 and 30 June 2017.

Significant accounting policies

The accounting policies of the parent entity are consistent with those of the Consolidated Entity, as disclosed in note 2, except for the following:

  • Investments in subsidiaries are accounted for at cost, less any impairment, in the parent entity.

  • Dividends received from subsidiaries are recognised as other income by the parent entity and its receipt may be an indicator of an impairment of the investment.

Note 29. Business combinations

2017

On 27 February 2017 the company acquired the remaining 50% of the ordinary shares of Science Developments Pty Ltd. With the 50% acquisition the Consolidated Entity holds a 100% interest in Science Developments Pty Ltd. The total consideration paid amounted to $900,000 and was comprised of $660,000 in cash and the issue of 20 million fully paid ordinary shares at a deemed issue price of 12 cents per share amounting to $240,000. The values identified in relation to the acquisition of Science Development Pty Ltd are final as at 30 June 2017.

By acquiring 100% ownership of Science Developments Pty Ltd, the Consolidated Entity aims to further enhance the efficiency of operation, expand synergy, strengthen the consolidated profitability, and improve the consolidated enterprise value.

Cash and cash equivalents
Trade receivables
Inventories
Property, plant and equipment
Trademarks
Trade and other payables
Deferred tax liability
Net assets acquired
Goodwill
Acquisiton-date fair value of the total consideraton transferred
Representng:
Cash paid or payable to vendor
SciDev Ltd shares issued to vendor
Cash used to acquire business, net of cash acquired:
Acquisiton-date fair value of the total consideraton transferred
Less: cash and cash equivalents
Net cash used
Fair value
$
18,185
137,691
224,201
106,028
113,954
(205,196)
(63,006)
331,857
568,143
900,000
660,000
240,000
900,000
660,000
(36,369)
623,631

48

SciDev Ltd Notes to the financial statements 30 June 2018

Note 29. Business combinations (continued)

Accounting policy for business combinations

The acquisition method of accounting is used to account for business combinations regardless of whether equity instruments or other assets are acquired.

The consideration transferred is the sum of the acquisition-date fair values of the assets transferred, equity instruments issued or liabilities incurred by the acquirer to former owners of the acquiree and the amount of any noncontrolling interest in the acquiree. For each business combination, the non-controlling interest in the acquiree is measured at either fair value or at the proportionate share of the acquiree's identifiable net assets. All acquisition costs are expensed as incurred to profit or loss.

On the acquisition of a business, the Consolidated Entity assesses the financial assets acquired and liabilities assumed for appropriate classification and designation in accordance with the contractual terms, economic conditions, the Consolidated Entity's operating or accounting policies and other pertinent conditions in existence at the acquisitiondate.

Where the business combination is achieved in stages, the Consolidated Entity remeasures its previously held equity interest in the acquiree at the acquisition-date fair value and the difference between the fair value and the previous carrying amount is recognised in profit or loss.

Contingent consideration to be transferred by the acquirer is recognised at the acquisition-date fair value. Subsequent changes in the fair value of the contingent consideration classified as an asset or liability is recognised in profit or loss. Contingent consideration classified as equity is not remeasured and its subsequent settlement is accounted for within equity.

The difference between the acquisition-date fair value of assets acquired, liabilities assumed and any non-controlling interest in the acquiree and the fair value of the consideration transferred and the fair value of any pre-existing investment in the acquiree is recognised as goodwill. If the consideration transferred and the pre-existing fair value is less than the fair value of the identifiable net assets acquired, being a bargain purchase to the acquirer, the difference is recognised as a gain directly in profit or loss by the acquirer on the acquisition-date, but only after a reassessment of the identification and measurement of the net assets acquired, the non-controlling interest in the acquiree, if any, the consideration transferred and the acquirer's previously held equity interest in the acquirer.

Business combinations are initially accounted for on a provisional basis. The acquirer retrospectively adjusts the provisional amounts recognised and also recognises additional assets or liabilities during the measurement period, based on new information obtained about the facts and circumstances that existed at the acquisition-date. The measurement period ends on either the earlier of (i) 12 months from the date of the acquisition or (ii) when the acquirer receives all the information possible to determine fair value.

Note 30. Interest in subsidiaries

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries in accordance with the accounting policy described in note 2:

Owners interest
Principal place of business / 2018 2017
Name Country of incorporaton % %
Intec Copper Pty Ltd
Australia
100.00% 100.00%
Intec Envirometals Pty Ltd Australia 100.00% 100.00%
Science Developments Pty Ltd Australia 100.00% 100.00%
Intec Zeehan Residues Pty Ltd* Australia - 100.00%
  • Intec Zeehan Residues Pty Ltd was a subsidiary of Intec Envirometals Pty Ltd. Intec Zeehan Residues Pty Ltd was sold during the 2018 financial year (refer note 12).

49

SciDev Ltd Notes to the financial statements 30 June 2018

Note 30. Interest in subsidiaries (continued)

Transactions with non-controlling interests

2017

On 27 February 2017 the Consolidated Entity acquired the remaining 50% of the ordinary shares of Science Developments Pty Ltd. With the 50% acquisition the Consolidated Entity now holds a 100% interest in Science Developments Pty Ltd. The total consideration paid amounted to $900,000 and was comprised of $660,000 in cash and the issue of 20 million fully paid ordinary shares at a deemed issue price of 12 cents per share amounting to $240,000. Immediately prior to the purchase, the carrying amount of the existing 50% non-controlling interest in Science Developments Pty Ltd was $254,801. The Consolidated Entity recognised a decrease in non-controlling interests of $254,801 and a decrease in equity attributable to owners of the parent of $645,199. The effect on the equity attributable to the owners of SciDev Ltd during the year is summarised as follows:

Carrying amount of non-controlling interests acquired
Consideraton paid to non-controlling interests
Excess of consideraton paid recognised in the transactons with non-controlling
interests reserve within equity
2018
$
-
-
-
2017
$
254,801
(900,000)
(645,199)

Note 31. Events after the reporting period

On 9 July 2018, the company received a further payment of $50,000 from Tartana Resources Ltd (Tartana) in relation to the sale to Tartana of Intec Zeehan Residues Pty Ltd. The remaining payment from Tartana of $210,000, including accrued interest, is due by 30 September 2018.

On 10 August 2018, the company completed Tranche 2 of the share placement previously announced on 25 June 2018. Tranche 2 comprised the placement of 69,110,534 shares at an issue price of 0.6 cents per share to raise $414,663 before costs. An Extraordinary General Meeting of the company was held on 2 August 2018 to approve matters relating to both Tranches of the share placement announced on 25 June 2018.

After year-end a further 800,000 Tartana shares have been issued to SciDev. The balance of the Tartana shares to be issued to SciDev, totalling 7,240,000 shares, will be issued in a tranched manner over the coming months.

On 16 July 2018, the company announced that it had received a purchase order from Peabody Energy for a six-month commercial trial of an OptiFlox System at the North Goonyella coking mine in Queensland.

No other matter or circumstance has arisen since 30 June 2018 that has significantly affected, or may significantly affect the Consolidated Entity's operations, the results of those operations, or the Consolidated Entity's state of affairs in future financial years.

50

SciDev Ltd Notes to the financial statements 30 June 2018

Note 32. Reconciliation of profit/(loss) after income tax to net cash used in operating activities

Proft/(loss) afer income tax beneft/(expense) for the year
Adjustments for:
Depreciaton and amortsaton
Net loss/(gain) on disposal of non-current assets
Share-based payments
Interest - non-cash
Change in operatng assets and liabilites:
Increase in trade and other receivables
Decrease/(increase) in inventories
Decrease in income tax refund due
Decrease in prepayments
Increase in trade and other payables
Decrease in deferred tax liabilites
Increase in employee benefts
Net cash used in operatng actvites
2018
$
1,001,869
194,171
(1,989,200)
41,480
(6,250)
(137,679)
(4,345)
-
-
11,869
(8,142)
3,882
(892,345)
2017
$
(597,340)
152,193
17,345
-
-
(118,493)
46,201
11,253
2
253,274
(13,632)
23,899
(225,298)

Note 33. Changes in liabilities arising from financing activities


Balance at 1 July 2016
Net cash used in fnancing actvites
Balance at 30 June 2017
Net cash used in fnancing actvites
Balance at 30 June 2018
Trade fnance
facility
$ 196,535
(196,535)
-
-
-
Lease
liability
$ 111,279
(66,776)
44,503
(12,565)
31,938
Loans from
related
partes
$ 100,000
(100,000)
-
-
-
Total
$ 407,814
(363,311)
44,503
(12,565)
31,938

51

SciDev Ltd Notes to the financial statements 30 June 2018

Note 34. Earnings per share

Proft/(loss) afer income tax
Non-controlling interest
Proft/(loss) afer income tax atributable to the owners of SciDev Ltd
Weighted average number of ordinary shares used in calculatng basic earnings per
share
Weighted average number of ordinary shares used in calculatng diluted earnings per
share

Basic earnings per share
Diluted earnings per share
2018
$
1,001,869
-
1,001,869
Number
495,225,373
495,225,373

Cents
0.20
0.20
2017
$

(597,340)

(84,811)

(682,151)
Number
299,818,669
299,818,669
Cents

(0.23)

(0.23)

Options are considered to be potential ordinary shares but were anti-dilutive in nature and therefore the diluted loss per share is the same as the basic loss per share. These options could potentially dilute basic earnings per share in the future.

Share transactions after the end of the reporting period

The company issued 52,443,867 ordinary shares to sophisticated investors and 16,666,667 ordinary shares to the company's Managing Director on 10 August 2018 and 11 August 2018 respectively. These share transactions would have changed significantly the number of ordinary shares outstanding at 30 June 2018 if these transactions had occurred before the end of the reporting period.

Accounting policy for earnings per share

Basic earnings per share

Basic earnings per share is calculated by dividing the profit attributable to the owners of SciDev Ltd, excluding any costs of servicing equity other than ordinary shares, by the weighted average number of ordinary shares outstanding during the financial year, adjusted for bonus elements in ordinary shares issued during the financial year.

D iluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after-income tax effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed to have been issued for no consideration in relation to dilutive potential ordinary shares.

Note 35. Share-based payments

Employee Share Scheme

Share based compensation benefits are provided to employees via the SciDev Employee Share Scheme.

At the 2014 Annual General Meeting, shareholders approved the SciDev Employee Share Scheme (the Scheme). All Directors, employees and consultants are eligible to participate in the Scheme. Options granted under the Scheme to eligible participants are for no additional consideration. Options are granted for a five-year period, and vest and are exercisable immediately, unless otherwise stated. Options granted under the Scheme carry no dividend or voting rights. The granting of options is at the Board’s discretion and no individual has a contractual right to receive options.

52

SciDev Ltd Notes to the financial statements 30 June 2018

Note 35. Share-based payments (continued)

The fair value of options granted under the SciDev Employee Share Scheme is recognised as an employee benefit expense with a corresponding increase in equity. The fair value is measured at grant date and recognised over the period during which the employees become unconditionally entitled to the options.

The fair value at grant date is determined using share option valuation models that take into account the exercise price, the term of the option, the impact of dilution, the share price at grant date, the expected price volatility of the underlying share, the expected dividend yield and the risk-free interest rate for the term of the option.

The fair value of the options granted is adjusted to reflect market vesting conditions but excludes the impact of any non-market vesting conditions (for example, profitability and sales growth targets). Non-market vesting conditions are included in assumptions about the number of options that are expected to become exercisable. At each reporting date, the entity revises its estimate of the number of options that are expected to become exercisable. The employee benefit expense recognised each period takes into account the most recent estimate.

There were no options granted under the scheme during the 2017 financial year.

On 14 August 2017, the company issued 6.5 million unquoted options to executives and staff (not Directors). The options have an exercise price of $0.025, vested on grant date and expire on 28 November 2019. The value of the options granted was $30,568.

Other share-based payments

On 2 February 2017 the company granted 22,500,000 options to the Lead Manager and Underwriter for services rendered in connection with the placement of shares and the share purchase plan. The options have an exercise price of $0.025, vested on grant date and expire on 28 November 2019. The value of the options granted was $160,828.

On 28 December 2017, the company issued 5 million unquoted options to a key service provider (non-Director) for services rendered. The options have an exercise price of $0.025, vested on grant date and expire on 28 November 2019. The value of the options granted was $10,912.

2018


Exercise
Grant date
Expiry date
price
10/12/2014 28/11/2019
$0.025
02/02/2017 28/11/2019
$0.025
14/08/2017 28/11/2019
$0.025
28/12/2017 28/11/2019
$0.025



Weighted average exercise price


2017



Exercise

Grant date
Expiry date
price
09/12/2011 21/11/2016
$0.030
10/12/2014 28/11/2019
$0.025
02/02/2017 28/11/2019
$0.025



Weighted average exercise price
Balance
the start of
the year
5,500,000
22,500,000
-
-
28,000,000


$0.025




Balance at
the start of
the year
3,300,000
5,500,000
-
8,800,000


$0.027
Granted
-
-
6,500,000
5,000,000
11,500,000


$0.025




Granted

-
-
22,500,000
22,500,000


$0.025

Exercised
-
-
-
-
-


$0.000




Exercised
-
-
-
-


$0.000
Expired /

Forfeited /
other
-
-
-
-
-


$0.000




Expired/
forfeited/
other
(3,300,000)
-
-
(3,300,000)


$0.030
Balance at
the end of
the year
5,500,000
22,500,000
6,500,000
5,000,000
39,500,000

$0.025


Balance at
the end of
the year
-
5,500,000
22,500,000
28,000,000

$0.025

53

SciDev Ltd Notes to the financial statements 30 June 2018

Note 35. Share-based payments (continued)

Set out below are the options exercisable at the end of the financial year:

Grant date
Expiry date
10/12/2014
28/11/2019
02/02/2017
28/11/2019
14/08/2017
28/11/2019
28/12/2017
28/11/2019
2018
Number
5,500,000
22,500,000
6,500,000
5,000,000

39,500,000
2017
Number
5,500,000
22,500,000
-
-
28,000,000

The weighted average remaining contractual life of options outstanding at the end of the financial year was 1.41 years (2017: 2.41 years).

The fair value of options granted was measured using the Black-Scholes option pricing model.

For the options granted during the current financial year, the valuation model inputs used to determine the fair value at the grant date, are as follows:

Share price Exercise Expected Dividend
Risk-free

Fair value
Grant date Expiry date at grant date price volatlity yield interest rate at grant date
14/08/2017 28/11/2019
$0.016
$0.025 70.00% -
2.85%

$0.00470
28/12/2017 28/11/2019
$0.012
$0.025 70.00% -
2.85%

$0.00218

Accounting policy for share-based payments

Equity-settled and cash-settled share-based compensation benefits are provided to employees.

Equity-settled transactions are awards of shares, or options over shares, that are provided to employees in exchange for the rendering of services. Cash-settled transactions are awards of cash for the exchange of services, where the amount of cash is determined by reference to the share price.

The cost of equity-settled transactions are measured at fair value on grant date. Fair value is independently determined using either the Binomial or Black-Scholes option pricing model that takes into account the exercise price, the term of the option, the impact of dilution, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option, together with non-vesting conditions that do not determine whether the Consolidated Entity receives the services that entitle the employees to receive payment. No account is taken of any other vesting conditions.

The cost of equity-settled transactions are recognised as an expense with a corresponding increase in equity over the vesting period. The cumulative charge to profit or loss is calculated based on the grant date fair value of the award, the best estimate of the number of awards that are likely to vest and the expired portion of the vesting period. The amount recognised in profit or loss for the period is the cumulative amount calculated at each reporting date less amounts already recognised in previous periods.

The cost of cash-settled transactions is initially, and at each reporting date until vested, determined by applying either the Binomial or Black-Scholes option pricing model, taking into consideration the terms and conditions on which the award was granted. The cumulative charge to profit or loss until settlement of the liability is calculated as follows:

  • during the vesting period, the liability at each reporting date is the fair value of the award at that date multiplied by the expired portion of the vesting period.

  • from the end of the vesting period until settlement of the award, the liability is the full fair value of the liability at the reporting date.

54

SciDev Ltd Notes to the financial statements 30 June 2018

Note 35. Share-based payments (continued)

All changes in the liability are recognised in profit or loss. The ultimate cost of cash-settled transactions is the cash paid to settle the liability.

Market conditions are taken into consideration in determining fair value. Therefore, any awards subject to market conditions are considered to vest irrespective of whether or not that market condition has been met, provided all other conditions are satisfied.

If equity-settled awards are modified, as a minimum an expense is recognised as if the modification has not been made. An additional expense is recognised, over the remaining vesting period, for any modification that increases the total fair value of the share-based compensation benefit as at the date of modification.

55

SciDev Ltd Director’s declaration 30 June 2018

Director’s declaration

In the directors' opinion:

  • the attached financial statements and notes comply with the Corporations Act 2001, the Accounting Standards, the Corporations Regulations 2001 and other mandatory professional reporting requirements;

  • the attached financial statements and notes comply with International Financial Reporting Standards as issued by the International Accounting Standards Board as described in note 2 to the financial statements;

  • the attached financial statements and notes give a true and fair view of the Consolidated Entity's financial position as at 30 June 2018 and of its performance for the financial year ended on that date; and

  • there are reasonable grounds to believe that the company 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.

Signed in accordance with a resolution of directors made pursuant to section 295(5)(a) of the Corporations Act 2001.

On behalf of the directors

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Kieran G Rodgers Managing Director

26 October 2018 Sydney

56

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SCIDEV LIMITED

INDEPENDENT AUDITOR’S REPORT

To the members of SciDev Limited

Opinion

We have audited the financial report of SciDev Limited (“SciDev”) and its controlled entities (the “Group”), which comprises the consolidated statement of financial position as at 30 June 2018, the consolidated statement of profit or loss and other 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 financial report of the Group is in accordance with the Corporations Act 2001 , including:

  • (a) giving a true and fair view of the Group’s financial position as at 30 June 2018 and of its performance for the year ended on that date; and

  • (b) 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 as 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.

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

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Material Uncertainty Related to Going Concern

We draw attention to Note 1 in the financial report, which indicates that the Company incurred a loss of $987,331 during the year ended 30 June 2018 before taking into account the net gain from the sale of Intec Zeehan Residues Pty Ltd. Net cash outflows from operations were $892,345 for the year ended 30 June 2018. As stated in Note 1, these events or conditions, along with other matters as set forth in Note 1, indicate that a material uncertainty exists that may cast significant doubt on the Company’s ability to continue as a going concern. Our opinion is not modified in respect of this matter.

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50

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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.

Key Audit Matter How our Audit Addressed the Key Audit Matter
Impairment of Goodwill
The impairment assessment
made by management over
the Company’s goodwill
balance is a key audit matter
as it incorporates significant
judgments in respect of
factors such as forecast cash
flows, growth rates and
discount rates as well as
economic assumptions such as
inflation.
Our procedures included:

Assessing management’s determination of the Group’s CGUs based on
our understanding of the group. We also compared this to the internal
reporting of the group to assess how revenue is reported.

Evaluating management’s cash flow forecast along with the
assumptions and methodologies used. We also took into consideration
the results of the current year actual results to the prior forecasts to
assess management’s ability to accurately forecast results.

Evaluating the assessment performed by management to ensure the
methodology appeared reasonable and the assumptions noted in the
forecasts were accurately reflected.

Reviewing the discounting applied to determine if it was reasonable in
the current market and reflective of the rate of interest the Group
would be able to obtain finance if required.

Verifying the calculations for mathematical accuracy and considered
the sensitivity of the calculation by varying the assumptions and
applying other values within a reasonable range.
Sale to Tartana Resources
Ltd of Intec Zeehan Residues
Pty Ltd
The sale of Intec Zeehan
Residues Pty Ltd to Tartana
Resources Limited (Tartana) is
a key audit matter due to the
quantum of the transaction,
the impact on the group’s net
asset position and the impact
on the group should the
transaction not be finalised.
Our procedures included:

Reviewing the terms of the Share Sale Agreement to ensure the
transaction had been recorded and disclosed in accordance with the
terms of the agreement.

Understanding the status of the transaction and where milestones have
not been met, clarifying with management why and what impact it has
on the transaction being finalised.

Ensuring the elements of the transaction are correctly accounted for
from both a sale and an acquisition perspective.

Agreed the consideration received from the sale to the agreement and
where already received, to bank records.

Assessed the investment for impairment.

Responsibility of Directors for the Financial Report

The directors of the Group are responsible for the preparation of the 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.

51

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In preparing the 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 Group 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 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 the financial report.

As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.

  • Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern.

  • Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.

We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

52

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From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial report of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on the Remuneration Report

We have audited the Remuneration Report included in pages 7 to 10 of the Directors’ Report for the year ended 30 June 2018. 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.

Opinion on the Remuneration Report

In our opinion, the Remuneration Report of SciDev Limited, for the year ended 30 June 2018, complies with section 300A of the Corporations Act 2001 .

Rothsay Chartered Accountants

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Frank Vrachas Partner Sydney, 27 September 2018

53

Shareholder Information

The shareholder information set out below was applicable as at 21 October 2018.

A. Distribution of equity securities

Analysis of numbers of equity security holders by size of holding: B. Substantial holders


Substantal holders

1,000
1,001
5,000
5,001
10,000
10,001
100,000
100,001
and over

Class of equity security
Ordinary shares
Number of shareholders
Number of shares
168
48,209
140
393,927
72
562,651
290
15,690,446
356
621,456,774
1,026
638,152,007
638,152,007

Substantial shareholders as at 21 October 2018 are listed below:

Wattcon Consulting Pty Ltd 10.72% Kieran Gregory Rodgers & Patricia Maree Rodgers 6.30% Lewis Edward Utting & Helena Lehos 5.76%

Equity security holders

The names of the twenty largest holders of quoted equity securities as at 21 October 2018 are listed below:

Ordinary shares Percentage of
Name Number held issued shares
Kanins Australia Pty Ltd 50,000,000 7.84
Kieran Gregory Rodgers & Patricia Maree Rodgers 40,183,245 6.30
Lewis Edward Utng & Helena Lehos 36,780,000 5.76
PW Pembroke Pty Ltd 20,000,000 3.13
Alan Conigrave 17,000,000 2.74
Natjad and Associates Pty Ltd 16,666,667 2.61
Kathleen Wat 18,416,667 2.89
Martn Edward Meyer 14,666,667 2.30
Longwin Capital Finance Ltd 14,666,667 2.30
Makram Hanna & Rita Hanna 13,713,263 2.15
Susan Maree Whitng 10,000,000 1.57
GP Securites Pty Ltd 9,000,000 1.41
Geofrey Ross Hiller & Jacqueline Ann Hiller 8,950,000 1.40
The Stephens Group Pty Ltd 8,250,000 1.29
Praneeta Priya Murt 7,775,000 1.22
JP Morgan Nominees Australia Limited 7,251,590 1.14
Brian Harry Rivers 7,000,000 1.10
Donald Alexander Bell & Lexie Ann Bell 7,000,000 1.10
Puntero Pty Ltd 7,000,000 1.10
Stuart Andrew Spiteri 6,660,000 1.03
Total of Top 20 Shareholdings 321,419,766 50.37
Other Shareholders 316,732,241 49.63
Total Ordinary Shares on Issue 638,152,007 100.000

61

Shareholder Information

C. Voting rights

The voting rights attaching to each class of equity securities are set out below:

(a) Ordinary shares

  • On a show of hands every member present at a meeting in person or by proxy shall have one vote and upon a poll each share shall have one vote.

(b) Options

  • No voting rights.

D. Summary of options issued

No. of No. of
% Optons
Optons Holders Issued
Optons expiring 28 November 2019 with an exercise price of $0.025 39,500,000 10
Opton holders with more than 20% of above class
Taycol Nominees Pty Ltd 22,500,000 59.96%

62

DIRECTORY

Directors

Chairman Trevor A Jones Managing Director Kieran G Rodgers Non-executive Director Daniel J Cronin

Company Secretary Heath L Roberts

Annual General Meeting

The Annual general Meeting of SciDev Ltd will be held as follows: The Boardroom Northside Conference Centre Corner of Oxley Street and Pole Lane Crows Nest NSW 2065 11.00am on Thursday 29[th] November 2018

Registered Office

Suite 105, 45 Atchison Street St Leonards NSW 2065 Australia Telephone: (+61) 0438 675 510 Email: [email protected] Website: www.scidev.com.au

Share Registry

Boardroom Pty Limited Level 12, 225 George Street Sydney NSW 2000

Australia GPO Box 3993 Sydney NSW 2001 Telephone: (+61 2) 9290 9600 Facsimile: (+61 2) 9279 0664 Email: [email protected] Website: www.boardroomlimited.com.au

Auditors Rothsay Chartered Accountants Sydney Level 1, 12 O’Connell Street Sydney NSW 2000 Australia

Patent Attorneys Griffith Hack 100 Miller Street North Sydney NSW 2060 Australia

Stock Exchange Listing

SciDev Ltd shares are listed or traded on the Australian Stock Exchange (Code: SDV).

Corporate Governance Statement www.scidev.com.au/corporate-goverance

63

CONTACT

Managing director – Kieran Rodgers +61 438 675 510

Suite 105, 48 Atchison street St leonards nsw 2065 Australia

www.scidev.com.au

64