Announcement PDF Invion Limited ABN 76 094 730 417 Appendix 4D Half Year Report for the six months ended 31 December 2013 (current period) and the previous corresponding period, the six months to 31 December 2012 Results for announcement to the market $ Revenue from continuing operations Up 237.48% to 249,734 Total Income Up 528.67% to 584,664 (Loss) from ordinary activities after tax attributable to members: Down -8.14% to (2,904,760) Net (Loss) for the period attributable to members: Down -6.90% to (2,943,730) Net tangible asset backing per ordinary share Current period Previous corresponding period (0.63) cents (0.94) cents This information should read be in conjunction with the most recent Annual Financial Report (30 June 2013). Full financial details of the Company are available in the attached audit reviewed Financial Report for the half-year ended 31 December 2013. An explanation of the results of the current period is set out in the Directors Report. Joint Ventures/Associates: The Company is not part of any Joint Venture and has no associated entities. This report is based on the interim consolidated financial statements which have been audited by Ernst & Young (EY). EY have issued a review report that has been issued with a material uncertainty regarding continuation as a going concern. Invion Limited Financial Report for the half-year ended 31 December 2013 Invion Limited Financial report For half-year ended 31 December 2013 1|I n v i o n L i m i t e d Company Directory Directors Securities Exchange Listing Dr Ralph Craven, Chairman Australian Securities Exchange Dr Greg Collier, Managing Director & CEO ASX Code: IVX Mitchell Glass, M.D., Executive VP R&D and CMO Dr James Campbell, Non-executive Director Auditors Mr Brett Heading, Non-executive Director Ernst & Young Mr Warren Brown, Non-executive Director Brisbane Mr Gregory Brown (Alternate Director) Australia Company Secretary Lawyers Ms Melanie Farris McCullough Robertson Lawyers Brisbane Registered Office Australia c/- McCullough Robertson Lawyers Level 11, 66 Eagle Street Share Registry Brisbane, QLD 4001 Link Market Services Limited Australia Locked Bag A14 P: +61 7 3295 0500 Sydney South NSW 1235 E: investor@inviongroup.com Australia W: www.inviongroup.com P: 1300 554 474 F: (02) 9287 0303 Australian Business Number W: www.linkmarketservices.com.au 76 094 730 417 Contents Directors’ Report, p3 Auditor’s independence declaration, p7 Interim consolidated statement of comprehensive income, p8 Interim consolidated statement of financial position, p9 Interim consolidated statement of changes in equity, p10 Interim consolidated statement of cash flows, p11 Notes to the interim consolidated financial statements, p12 Directors’ Declaration, p22 Auditor’s Report, p23 2|I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 Directors’ Report Your directors submit their report for the half-year ended 31 December 2013. Directors The names of the Company’s directors in office during the half-year and until the date of this report are set out below. Directors were in office for this entire period unless otherwise stated. Dr Ralph Craven, Chairman Dr Greg Collier, Managing Director and Chief Executive Officer Mitchell Glass, M.D., Executive VP R&D and Chief Medical Officer Dr James Campbell, Non-executive Director Mr Brett Heading, Non-executive Director Mr Warren Brown, Non-executive Director Mr Gregory Brown (Alternate Director) On 14 October 2013, Dr James Campbell returned to a non-executive director role, after serving as an executive director since August 2012. Review and Results of operations The Invion Group consists of Invion Limited and its wholly owned subsidiary Invion, Inc. The Group has operations in Brisbane, Australia and Delaware, USA. The main activity of Invion during the period was the clinical and regulatory development of its assets: INV102 (nadolol), INV103 (alaCpn10), and INV104 (zafirlukast). The loss attributable to the owners of the parent for the period ended 31 December 2013 was $2,904,760 (2012: $3,162,336). No dividend was proposed or paid during the period. In July 2013, the Company announced the commencement of its phase II clinical trial in lupus patients, and the commencement of its phase II “smoking cessation” clinical trial in patients with established chronic obstructive pulmonary disease (COPD). Further to the commencement in January 2013 of the Company’s nadolol in mild asthma (NIMA) study, Invion now has three phase II clinical trials underway. In August, the Company advised that it had satisfied the requisite criteria under AusIndustry’s R&D Tax Incentive Scheme for an advance finding with respect to overseas R&D activities conducted in the development of INV103 (ala-Cpn10). Under the scheme, companies with a turnover of less than $20 million are entitled to a cash refund of up to 45 cents per dollar spent on eligible research and development activity. Accordingly, Invion was eligible to receive up to approximately $360,000 R&D cash rebate for overseas R&D activities conducted in the 2011/2012 financial year, and a further $1.1 million R&D cash rebate in respect of local and overseas expenditure incurred on eligible R&D activities for the 2012/2013 financial year. The Company received R&D rebate funds of $1.46 million during the period under review. Also in October, the Company announced the execution of an exclusive, worldwide licence agreement with US-based Accolade Pharma LLC, for intellectual property to develop inhaled formulations of zafirlukast for the treatment of asthma and other respiratory conditions. A licence 3|I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 Directors’ Report (continued) fee of $500,000 is payable by Invion to Accolade Pharma LLC over a 12 month period commencing January 2014, with a royalty of 20% of net sales received by Invion payable to Accolade. On 20 December 2013, the Company announced that the US Food and Drug Administration (FDA) had requested changes to the protocol for its “smoking cessation” clinical study that resulted in a halt to enrolment (clinical hold) for that trial. On 29 January 2014, the Company announced the re-launch of this trial, subsequent to Invion’s prompt and full response to FDA requests and the FDA lifting the clinical hold. Changes to the Executive In October, the Company announced that Dr James Campbell was returning to a nonexecutive director role, after serving as an executive director since August 2012. Changes to issued capital On 13 August 2013, a General Meeting of Invion shareholders passed a number of resolutions relating to the placement of shares to sophisticated and professional investors that closed on 19 June 2013. Shareholders ratified the previous allotment and issue of 50,278,783 shares at an issue price of 3.8 cents per share. Shareholders also approved the issue of 3,013,332 placement shares to directors and other related parties, at a price of 3.8 cents per share. These shares were issued on 14 August 2013. At the date of this report, the number of total ordinary shares of Invion Limited on issue is 462,709,792. The General Meeting also approved the issue of Share Options to Managing Director and CEO, Dr Greg Collier. On 14 August 2013, a total of 10,000,000 options were issued with an exercise price of $0.10 (10c) and an expiry date of 9 November 2017. Subject to certain terms, 20% of the total options will vest every 12 months from 9 October 2013 to 9 October 2017. Also on 14 August 2013, the company issued 300,000 options under its ESOP to a consultant to the business. The options have an exercise price of $0.10 (10c) and an expiry of 9 November 2017. Subject to certain terms, 20% of the total options will vest every 12 months from 9 October 2013 to 9 October 2017. On 28 November, 1,500,000 options with an exercise price of $0.09 and an expiry date of 9 November 2017 lapsed, unexercised. Litigation In February 2012 legal proceedings were commenced against four former officers of the Company. The proceedings relate to the resignations on or about 12 October 2011 of the Company’s then executive chairman, chief executive officer, chief financial officer and company secretary; and gross payments made to these officers. A statement of claim was filed 4|I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 Directors’ Report (continued) at the Queensland Supreme Court on 23 February 2012. An amended statement of claim was filed on 3 April 2012. A further amended statement of claim was filed on 31 July 2012. In the further amended statement of claim the Company claims a total of approximately $1,200,000 from the former executives. On 25 October 2012 the company announced that the former executives had filed and served defences to the further amended statement of claim and that in its defences the former executives lodged a counterclaim against the company in the amount of $1,246,666.96. The company noted that it considers that the counterclaims lack merit, and will vigorously defend them. On 21 May 2013 the Company announced that it had reached a confidential settlement with one of the Defendants to the litigation, pursuant to which the Defendant has agreed, with no admission as to liability, to repay the purported Termination Payment to the Company together with a sum representing interest and costs. The Company has continued to meet all requirements and obligations to progress the matter expeditiously. There were a number of interlocutory hearings in the period under review which caused delays to the process that were outside the Company’s control. Trial dates are set down for May 2014. Invion will continue to vigorously pursue its claim against the Defendants, which includes interest and costs, and will continue to inform the market as appropriate. On 19 February 2014, the Company received final orders against the Defendants in the sum of approximately $67,000 for costs of the interlocutory matters. As this amount was not received by the Company in the ordered timeframe, the Company has filed bankruptcy notices against the Defendants with the Australian Financial Security Authority. The three remaining Defendants are jointly and severally liable for the amount of costs awarded. The Directors consider that the risk of a liability arising out of the litigation is remote. As such there is no contingent liability recorded in these Financial Statements. Events after the reporting period On 19 February 2014, the Company announced a collaboration with 3M Drug Delivery Systems to assess the feasibility of inhaled versions of its two respiratory drug assets - INV102 (nadolol) and INV104 (zafirlukast) – delivered using 3M’s proprietary pressurized metered dose inhalation (pMDI) technology. The agreement enables manufacture for toxicology, and subsequently phase I studies, under an Invion-sponsored Investigational New Drug application (IND), with the US FDA. On 21 February 2014, the Company announced the completion of a private placement to institutional and professional investors. The Company issued a total of 66,666,671 fully paid ordinary shares to raise gross proceeds of approximately $5 million. The issue price per share was 7.5 cents, which represents a 20% discount to the five day VWAP of Invion shares traded on the 5|I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 Directors’ Report (continued) ASX to Tuesday 18 February 2014 (being the last trading day prior to commencement of the placement). In conjunction with the placement, the Company announced the intention to offer a 1 for 20 non-renounceable rights issue to raise A$2 million, providing the Company’s existing shareholders with the opportunity to participate in the capital raising on the same terms as the placement. Funds raised from the placement and rights issue will be applied to the collaboration with 3M Drug Delivery Systems to develop Invion’s inhaled respiratory drugs franchise and continuing development of Invion’s three drug assets - INV102 (nadolol), INV103 (ala-Cpn10) and INV104 (zafirulkast). Auditor’s Independence Declaration We have obtained the independence declaration on page 7 from our auditors, Ernst & Young. Signed in accordance with a resolution of the directors. Dr Ralph Craven Chairman Brisbane, 25 February 2014 6|I n v i o n L i m i t e d Invion Limited Interim consolidated statement of comprehensive income for the six months ended 31 December 2013 Interim consolidated statement of comprehensive income Grant received 31 December 2013 $ 207,337 31 December 2012 $ - Interest revenue 42,397 73,897 Total revenue 249,734 73,897 334,930 19,164 Employee and employee benefits expense (697,958) (776,834) Depreciation and amortisation expenses (960,374) (662,916) Administration & corporate expenses (824,598) (1,162,709) Rent and occupancy expense (19,986) (69,287) Notes Other income 4 Share-based payment expense 13 (182,768) (61,833) Research & development costs 5 (883,865) (531,322) Patent costs (176,564) (107,184) Business development (124,156) (133,788) (3,285,605) (3,412,812) 380,845 250,476 (2,904,760) (3,162,336) (38,978) 365 (2,943,730) (3,161,971) (0.63) (0.94) Loss before income tax expense Income tax benefit Loss for the period attributable to owners of the parent 6 Other comprehensive loss Items may be reclassified subsequently to profit or loss: Unrealised exchange differences on translation of foreign subsidiary Total comprehensive loss attributable to owners of the parent Earnings per share for profit / (loss) from continuing operations attributable to the ordinary equity holders of the parent Basic and dilutive earnings (cents) 8|I n v i o n L i m i t e d Invion Limited Interim consolidated statement of financial position as at 31 December 2013 Interim consolidated statement of financial position Notes 31 December 2013 $ 30 June 2013 $ Current assets Cash and cash equivalents 7 1,865,061 3,050,948 Trade and other receivables 8 658,968 1,611,282 Other current assets 52,893 103,830 Total current assets 2,576,922 4,766,060 69,640 143,378 21,790 16,959 10,867,062 11,323,474 Total Non-Current Assets 10,958,492 11,483,811 Total Assets 13,535,414 16,249,871 Non-Current Assets Trade and other receivables 8 Property, plant and equipment Intangible assets 9 Current Liabilities Trade and other payables 10 909,689 577,101 Financial liabilities 11 16,764 16,173 Short-term provisions 70,988 62,258 Total current liabilities 997,441 655,532 Deferred tax liabilities 4,146,825 4,529,390 Long-term provisions 11,028 29,367 Total Non-Current Liabilities 4,157,853 4,558,757 Total Liabilities 5,155,294 5,214,289 Net Assets 8,380,120 11,035,582 107,513,313 107,407,805 20,334,392 20,190,602 (119,467,585) (116,562,825) 8,380,120 11,035,582 Non-Current Liabilities Equity Issued Capital Reserves Accumulated losses Total Equity 12 9|I n v i o n L i m i t e d Invion Limited Interim consolidated statement of changes in equity for the six months to 31 December 2013 Interim consolidated statement of changes in equity Options reserve $ Foreign currency translation reserve $ Accumulated losses $ Total equity $ 107,407,805 20,190,602 - (116,562,825) 11,035,582 - - - (2,904,760) (2,904,760) - - (38,978) - (38,978) - - (38,978) (2,904,760) (2,943,738) 114,280 - - - 114,280 (8,772) - - - (8,772) - 182,768 - - 182,768 107,513,313 20,373,370 (38,978) (119,467,585) 8,380,120 Issued capital $ Options reserve $ Foreign currency translation reserve $ Accumulated losses $ Total equity $ 97,318,321 20,083,664 - (111,388,745) 6,013,240 - - - (3,162,336) (3,162,336) - - 365 - 365 - - 365 (3,162,336) (3,161,971) Issue of share capital 7,174,349 - - - 7,174,349 Share option expense - 61,833 - - 61,833 104,492,670 20,145,497 365 (114,551,081) 10,087,451 Issued capital $ As at 1 July 2013 Loss for the period Other comprehensive income Total comprehensive income Shares issued to directors and related parties Transaction costs Share option expense As at 31 December 2013 As at 1 July 2012 Loss for the period Other comprehensive income Total comprehensive income As at 31 December 2012 10 | I n v i o n L i m i t e d Invion Limited Interim consolidated statement of cash flows for the six months ended 31 December 2013 Interim consolidated statement of cash flows 31 December 2013 $ 31 December 2012 $ (2,897,613) (2,625,144) 12,381 20,082 R&D Tax Rebate 1,447,985 2,227,501 Interest received 42,396 73,897 (1,364,851) (303,664) Costs related to acquisition - (459,069) Purchase of plant and equipment - (4,920) Proceeds on the sale of plant and equipment - 909 Purchase of bank guarantee (44,960) (2,808) Proceeds from bank guarantee 104,603 - - 7,128 59,643 (458,760) Proceeds from issue of shares 114,280 - Cost of capital raising (8,772) - Net cash provided by in financing activities 105,508 - (1,199,700) (762,424) 13,813 11,041 Cash and cash equivalents at beginning of period 3,050,948 4,185,201 Cash and cash equivalents at end of period 1,865,061 3,433,818 Notes Cash flows from (used in) operating activities Payments to suppliers and employees Cash received in the course of operations Net cash used in operating activities Cash flows from (used in) investing activities Other - US subsidiary account on acquisition Net cash provided by (used in) investing activities Cash flows from (used in) financing activities Net increase (decrease) in cash held Net foreign exchange differences 11 | I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 Notes to the consolidated financial statements 1. Corporate information Invion Limited (formerly CBio Limited) is a Company limited by shares incorporated in Australia whose shares have been publicly traded on the Australian Securities Exchange since its listing on 15 February 2011 (ASX:IVX). Invion Limited is a clinical-stage life sciences (drug development) company. The Company is focused on the development of treatments for major market opportunities in inflammatory diseases including asthma, chronic bronchitis and lupus. Invion has three therapeutic candidates: INV102 (nadolol) – a repurposed beta adrenergic inverse agonist; INV103 (ala-Cpn10) – a modified naturally occurring human protein; and INV104 (zafirlukast) - a leukotriene receptor antagonist (LTRA) or anti leukotriene. The Invion Group (“the Group”) consists of Invion Limited (“Invion” or “the Company”) and its wholly owned subsidiary Invion, Inc. The Group has operations in Brisbane (Australia) and Delaware (USA). 2. Basis of preparation and changes to the Company’s accounting policies The interim consolidated financial statements for the six months ended 31 December 2013 have been prepared in accordance with AASB 134 Interim Financial Reporting. The interim condensed consolidated financial statements do not include all the information and disclosures required in the annual financial statements, and should be read in conjunction with the Company’s annual financial statements as at 30 June 2013 and to the announcements issued to the ASX. 2a. Going concern This financial report for the six months ended 31 December 2013 has been prepared on a going concern basis. The Company incurred an operating loss after income tax of $2,904,760 (2012: $3,162,336 loss) for the half-year. At 31 December 2013 the Company had net assets of $8,380,120 (30 June 2013: $11,035,582). In common with other companies in the biotechnology sector, the Company’s operations are subject to risks and uncertainty due primarily to the nature of the drug development and commercialisation. To allow the Company to execute its near term and longer term plans the Board intends to raise capital sufficient enough to meet operational and program development needs. The Company announced on 21 February 2014, the completion of a private placement to raise $5 million and the intention to offer a Rights Issue to raise $2 million (refer to Note 19) to meet the Company’s short-term needs. These conditions of uncertainty and the need to raise further capital give rise to significant uncertainty as to whether the Company will be able to continue as a going concern and be able to pay its debts as and when they fall due. In the event that such arrangements are not entered into or are not successful, there is uncertainty whether the Company will continue as a going concern and the Company may be required to realise assets and extinguish liabilities other than in the normal course of business and at amounts different from those stated in the financial report. This report does not include any adjustments relating to the recoverability or 12 | I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 Going concern (continued) classification of recorded asset amounts or to the amounts or classification of liabilities that might be necessary should the Company not be able to continue as a going concern. 2b. New standards, interpretations and amendments thereof, adopted by the Company This half-year consolidated financial report has been prepared by adopting accounting policies that are consistent with those adopted in the annual financial statements for the year ended 30 June 2013. New standards and amendments to standards mandatory for the first time for the financial year beginning 1 July 2013 have been adopted. The adoption of these standards will not have a material financial effect on the current period or any prior period and is not likely to affect future periods. Certain new accounting standards and interpretations have been published that are not mandatory for 31 December 2013 reporting periods and have not yet been applied in the financial report. The Directors believe that these new or amended Standards and Interpretations will not have any material financial effect on the financial statements presented. 3. Licence Agreement - intangible asset On 28 October, the Company announced the execution of an exclusive, worldwide licence agreement with US-based Accolade Pharma LLC, for intellectual property to develop inhaled formulations of zafirlukast for the treatment of asthma and other respiratory conditions. A licence fee of $500,000 is payable by the Company to Accolade Pharma LLC in equal installments over a 12 month period commencing January 2014. This amount is recorded in payables in the statement of financial position. The in-licenced intellectual property is reflected as an intangible asset. 4. Other income 31 December 2013 $ 31 December 2012 $ - 32,521 5,665 (14,893) R&D tax rebate 327,806 - Other income 1,459 1,536 334,930 19,164 Other income Gain on disposal of assets Unrealised foreign exchange gain (loss) 13 | I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 5. Research and Development costs 31 December 2013 $ 31 December 2012 $ Clinical trial costs 591,214 286,205 Drug production and supply 284,790 163,653 - 70,000 7,861 11,464 883,865 531,322 R&D costs Preclinical and assay development studies Other R&D costs 6. Income tax benefit The company has recorded a tax benefit of $380,845 for the period ended 31 December 2013 (2012: $250,476). The tax benefit arises from the amortisation of the deferred tax liability recorded on acquisition of Inverseon, Inc. and will not be included in the carried forward losses of the company. 7. Cash and cash equivalents For the purpose of the interim consolidated statement of cash flows, cash and cash equivalents are comprised of the following: 31 December 2013 $ 1,865,061 30 June 2013 $ 3,050,948 Short term deposits - - Overdraft or other loan - - 1,865,061 3,050,948 Cash at bank and in hand Total cash and cash equivalents 14 | I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 8. Trade and other receivables 31 December 2013 $ 30 June 2013 $ Trade debtors 207,130 9,524 R&D tax incentive rebate 326,486 1,476,665 7,846 20,490 - 104,603 Other – unsecured 117,506 - Total trade and other receivables 658,968 1,611,282 Non-current Bank guarantee deposit 69,640 24,680 - 118,698 69,640 143,378 Trade and other receivables Current (i) Good and services tax refundable Bank guarantee Other – unsecured (i) The carrying value of trade debtors and other receivables approximate the fair value at balance date. 9. Intangible assets 31 December 2013 $ 30 June 2013 $ Intellectual property (at cost) 15,494,500 14,994,500 Less: impairment (4,125,000) (4,125,000) Less: accumulated amortisation (1,168,710) (724,170) Net carrying value 10,200,790 10,145,330 Funding right (at cost) 2,012,000 2,012,000 (1,345,728) (833,856) 666,272 1,178,144 10,867,062 11,323,474 Intangible Assets Less: Accumulated amortisation Net carrying value 15 | I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 9. Intangible assets (continued) 31 December 2013 $ 30 June 2013 $ 10,145,330 - - 10,869,500 500,000 - Amortisation charge (444,540) (724,170) Closing carrying value at 31 December 10,200,790 10,145,330 1,178,144 - - 2,012,000 (511,872) (833,856) 666,272 1,178,144 31 December 2013 $ 30 June 2013 $ Trade creditors 792,173 466,045 Accrued expenses 95,976 91,923 Director related payables 21,540 19,133 909,689 577,101 Reconciliation of intellectual property (at cost) Balance at 1 July Additions through acquisition of subsidiary In-licence INV104 (zafirlukast) Reconciliation of funding right (at cost) Balance at 1 July Additions through acquisition of subsidiary Amortisation charge Closing carrying value at 31 December 10. Trade and other payables Trade and other payables Current (i) (i) The carrying value of trade creditors and other payables approximate the fair value at balance date. 11. Financial Liabilities 31 December 2013 $ 30 June 2013 $ 16,764 - 16,173 - 16,764 16,173 Financial liabilities Current (i) Promissory notes payable (from acquisition) Interest accrued on promissory notes (i) Promissory notes payable are recorded at approximately fair value at balance date. 16 | I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 12. Issued Capital 31 December 2013 Number 31 December 2013 $ Ordinary shares issued and fully paid 462,709,792 107,513,313 Equity reserve 29,850,000 20,334,392 459,696,460 107,407,805 3,013,332 114,280 - (8,772) 462,709,792 107,513,313 31 December 2013 Number 31 December 2013 $ 21,050,000 20,190,602 - 182,768 10,300,000 - Options exercised - - Options lapsed 3. (1,500,000) - - (38,978) 29,850,000 20,334,392 Issued Capital Movements in ordinary shares on issue Ordinary shares on issue at 1 July Shares issued to directors and related parties 1. Transaction costs 1. Ordinary shares on issue at 31 December Movements in reserves Balance at 1 July Share option expense Options issued under ESOP 2. Other comprehensive income (translation of subsidiary) Balance at 31 December 1. On 13 August 2013, a General Meeting of Invion shareholders passed a number of resolutions relating to the placement of shares to sophisticated and professional investors that closed on 19 June 2013. Shareholders ratified the previous allotment and issue of 50,278,783 shares at an issue price of 3.8 cents per share. Shareholders also approved the issue of 3,013,332 placement shares to directors and other related parties, at a price of 3.8 cents per share. These shares were issued on 14 August 2013. At the date of this report, the number of total ordinary shares of Invion Limited on issue is 462,709,792. 2. On 13 August 2013, a General Meeting of Invion shareholders approved the issue of Share Options to Managing Director and CEO, Dr Greg Collier. On 14 August 2013, a total of 10,000,000 options were issued with an exercise price of $0.10 (10c) and an expiry date of 9 November 2017. Subject to certain terms, 20% of the total options will vest every 12 months from 9 October 2013 to 9 October 2017. Also on 14 August 17 | I n v i o n L i m i t e d Invion Limited Financial Report for the half-year ended 31 December 2013 2013, the company issued 300,000 options under its ESOP to a consultant to the business. The options have an exercise price of $0.10 (10c) and an expiry of 9 November 2017. 3. On 28 November 2013, 1,500,000 options with an exercise price of $0.09 and an expiry date of 9 November 2017 lapsed, unexercised. Share Purchase Agreement with Numoda Capital Innovations In December 2012, the Group engaged the services of Numoda Corporation for the provision of clinical trial management services for the INV102 and INV103 phase II clinical trials. At the same time, the Group entered into a Share Purchase Agreement (SPA) with Numoda Capital Innovations (NCI). Under the share purchase agreement, NCI have committed to acquire Invion shares via private placement and open market transactions whilst INV102 and INV103 clinical trials are ongoing. NCI’s total commitment under the agreement is for an investment of up to $2 million to occur across current and future clinical trials. The Board of Invion estimates the value of shares to be purchased and placed relative to the two clinical trials currently underway will be in the order of $250,000. At the date of this report, NC